Exhibit 10.3
EXECUTION COPY
JOINDER
AGREEMENT
TO THE AMENDED AND RESTATED
SHAREHOLDERS AGREEMENT
OF
HAWKER BEECHCRAFT,
INC.
This Joinder Agreement (the “
Joinder Agreement ”) dated as of this 23rd day of
March, 2009, to the Shareholders Agreement (as defined below) is by
and between Worth W. Boisture, Jr. (the “ Employee
”) and Hawker Beechcraft, Inc., a Delaware corporation (the
“ Company ”).
RECITALS
WHEREAS, pursuant to that certain Stock Purchase
Agreement between the Employee and the Company dated as of
March 23, 2009 (the “ Stock Purchase Agreement
”), the Employee has agreed to purchase 43,750 shares of
common stock of the Company, par value $.01 per share (the “
Common Stock ”);
WHEREAS , in connection with the Employee’s
initial purchase of shares of Common Stock pursuant to the Stock
Purchase Agreement, the Company deems it reasonably necessary and
desirable for the Employee to execute and deliver to the Company an
agreement pursuant to which the Employee agrees to be bound by the
terms of the Amended and Restated Shareholders Agreement, dated
May 3, 2007 (the “ Shareholders Agreement
”) by and among the Company, GSCP, Onex and the Management
Shareholders, and the Employee shall thereafter be deemed to be a
Management Shareholder for purposes of the Shareholders
Agreement.
NOW, THEREFORE,
in consideration of the foregoing,
and of the representations, warranties, covenants and agreements
contained herein, and intending to be legally bound hereby, the
parties hereto agree as follows:
Section 1. Party
to the Agreement . The parties hereto agree that the Employee
is hereby made a party to the Shareholders Agreement as a
Management Shareholder and the Employee hereby agrees to become a
party t
