Exhibit 10.27





Exhibit 10.27



REVOLVING NOTE




			
	$50,000,000
	 	Vienna, Virginia
	 
	 	February 3, 2010
	 	 	 





FOR VALUE RECEIVED, the undersigned, GLOBAL DEFENSE TECHNOLOGY & SYSTEMS, INC., a Delaware
corporation (the “Company”), GLOBAL STRATEGIES GROUP (NORTH AMERICA) INC., a Maryland corporation
(“GNA”), and THE ANALYSIS CORP., a Delaware corporation (“TAC,” and together with the
Company, GNA and each other Subsidiary that becomes a party to the Loan Agreement (as hereinafter
defined), collectively, the “Borrowers,” and individually, a “Borrower”), hereby jointly and
severally promise to pay to SUNTRUST BANK, a Georgia banking corporation (the “Lender”) or its
registered assigns, at the office of SunTrust Bank (“SunTrust”) at 8330 Boone Boulevard, Vienna,
Virginia 22182, on the Revolving Commitment Termination Date (as defined in the Loan and Security
Agreement of even date herewith, among the Borrowers, the Lenders from time to time party thereto,
SunTrust, as Administrative Agent, and SunTrust Robinson Humphrey, a Division of SunTrust Capital
Markets, Inc., as Lead Arranger and Book Manager (as the same may be amended, supplemented or
otherwise modified from time to time, the “Loan Agreement”)), the lesser of the principal sum of
Fifty Million Dollars ($50,000,000.00) and the aggregate unpaid principal amount of the Revolving
Loans made by the Lender to the Borrowers pursuant to the Loan Agreement, in lawful money of the
United States of America in immediately available funds, and to pay interest from the date hereof
on the principal amount thereof from time to time outstanding, in like funds, at said office, at
the rate or rates per annum and payable on such dates as provided in the Loan Agreement. In
addition, should legal action or an attorney-at-law be utilized to collect any amount due
hereunder, the Borrowers further promise to pay all reasonable costs of collection, including the
reasonable attorneys’ fees of the Lender.



Each Borrower promises to pay interest, on demand, on any overdue principal and, to the extent
permitted by law, overdue interest from their due dates at a rate or rates provided in the Loan
Agreement.



All borrowings evidenced by this Revolving Note and all payments and prepayments of the
principal hereof and the date thereof shall be endorsed by the holder hereof on the schedule
attached hereto and made a part hereof or on a continuation thereof which shall be attached hereto
and made a part hereof, or otherwise recorded by such holder in its internal records;
provided, that the failure of the holder hereof to make such a notation or any error in
such notation shall not affect the obligations of any Borrower to make the payments of principal
and interest in accordance with the terms of this Revolving Note and the Loan Agreement.



This Revolving Note is issued in connection with, and is entitled to the benefits of, the Loan
Agreement which, among other things, contains provisions for the acceleration of the maturity
hereof upon the happening of certain events, for optional and mandatory prepayment of the principal
hereof prior to the maturity hereof and for the amendment or waiver of certain provisions of the
Loan Agreement, all upon the terms and conditions therein specified. THIS REVOLVING NOTE SHALL BE
CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK AND ANY APPLICABLE
LAWS OF THE UNITED STATES OF AMERICA. THIS REVOLVING NOTE WILL BE DEEMED TO BE A CONTRACT MADE
UNDER AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK (INCLUDING FOR SUCH PURPOSES SECTIONS
5-1401 AND 5-1402 OF THE GENERAL OBLIGATIONS LAW OF THE STATE OF NEW YORK).



[SIGNATURE ON FOLLOWING PAGE]




 


 









 







	 	 	 	 	 
	 	GLOBAL DEFENSE TECHNOLOGY & SYSTEMS, INC., a Delaware
corporation

 	 
	 	By:  	/s/ John Hillen III
 	 
	 	 	Name:  	Dr. John Hillen 	 
	 	 	Title:  	President and CEO 	 
	 
	 	GLOBAL STRATEGIES GROUP (NORTH 

AMERICA) INC, a Maryland corporation

 	 
	 	By:  	/s/ John Hillen III
 	 
	 	 	Name:  	Dr. John Hillen 	 
	 	 	Title:  	President and CEO 	 
	 
	 	THE ANALYSIS CORP., a Delaware corporation

 	 
	 	By:  	/s/ Alex Drew
 	 
	 	 	Name:  	Alex Drew 	 
	 	 	Title:  	President