Exhibit C OPTION AGREEMENT THIS OPTION AGREEMENT ("Agreement") is entered into as of the 18th day of October, 1999, between Convergence Communications, Inc., a Nevada corporation ("Grantor") in favor of Telematica EDC, C.A. ("Telematica"), TCW/CCI...Option Agreement • October 28th, 1999 • TCW Group Inc • Cable & other pay television services • Nevada
AMONGParticipation Agreement • October 28th, 1999 • TCW Group Inc • Cable & other pay television services • Utah
RECITALSStockholders' Agreement • February 20th, 1997 • TCW Group Inc • Services-child day care services • New York
November 2, 1998Letter Agreement • November 25th, 1998 • TCW Group Inc • Real estate investment trusts • California
W I T N E S S E T HShareholders' Agreement • June 1st, 2000 • TCW Group Inc • Real estate investment trusts • California
EXHIBIT B JOINT FILING AGREEMENTJoint Filing Agreement • July 16th, 2001 • TCW Group Inc • Real estate investment trusts
ARTICLE 1 DEFINITIONSRegistration Rights Agreement • February 15th, 2001 • TCW Group Inc • Real estate investment trusts • New York
REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of this the 9th day of August, 1993 by and between Koger Equities, Inc., a Florida corporation, and TCW Special Credits, a California...Registration Rights Agreement • March 13th, 1996 • TCW Group Inc • Real estate investment trusts • Florida
RECITALSShareholder Agreement • July 1st, 1997 • TCW Group Inc • Services-advertising agencies • Delaware
Exhibit F AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, dated as of October 18, 1999 (this "Agreement"), is entered into by and among CONVERGENCE COMMUNICATIONS, INC., a Nevada corporation...Registration Rights Agreement • October 28th, 1999 • TCW Group Inc • Cable & other pay television services • New York
EXHIBIT B JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on...Joint Filing Agreement • February 12th, 1998 • TCW Group Inc • Books: publishing or publishing & printing
R E C I T A L SRegistration Rights Agreement • June 8th, 1999 • TCW Group Inc • Printed circuit boards • California
JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of...Joint Filing Agreement • February 12th, 1998 • TCW Group Inc • Semiconductors & related devices
EXHIBIT B JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on...Joint Filing Agreement • October 12th, 1999 • TCW Group Inc • Services-prepackaged software
JOINT FILING AGREEMENTJoint Filing Agreement • May 12th, 1999 • TCW Group Inc • Crude petroleum & natural gas
THE SECURITIES TO WHICH THIS AGREEMENT RELATES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR UNDER ANY STATE SECURITIES LAWS ("STATE LAWS") AND MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED UNLESS...Securities Purchase Agreement • January 10th, 2000 • TCW Group Inc • Blank checks • Nevada
BetweenAgreement and Plan of Merger • October 7th, 1996 • TCW Group Inc • Services-child day care services • Delaware
EXHIBIT B JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on...Joint Filing Agreement • November 9th, 2000 • TCW Group Inc • Services-prepackaged software
RECITALSCo-Sale Agreement • January 10th, 2000 • TCW Group Inc • Blank checks • Nevada
EXHIBIT BJoint Filing Agreement • June 12th, 1997 • TCW Group Inc • Aircraft engines & engine parts
Exhibit B STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (the "Agreement") is entered into as of October 18, 1999, by and between CONVERGENCE COMMUNICATIONS, INC., a corporation organized under the laws of the State of Nevada, United States of...Stock Purchase Agreement • October 28th, 1999 • TCW Group Inc • Cable & other pay television services • New York
EXHIBIT BJoint Filing Agreement • December 8th, 1997 • TCW Group Inc • Computer peripheral equipment, nec
EXHIBIT 2 REGISTRATION RIGHTS AGREEMENT DATED AS OF SEPTEMBER 21, 1999Registration Rights Agreement • October 1st, 1999 • TCW Group Inc • Crude petroleum & natural gas • New York
JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2001 • TCW Group Inc • Real estate investment trusts
COMMON STOCK PURCHASE AND SALE AGREEMENT This Common Stock Purchase and Sale Agreement (the "Agreement"), dated January 18, 1996, by and among TCW SPECIAL CREDITS, a California general partnership, for itself (in its individual capacity, "TCW") and as...Common Stock Purchase and Sale Agreement • March 13th, 1996 • TCW Group Inc • Real estate investment trusts • Florida
STANDBY PURCHASE AGREEMENT dated as of May 26, 1999 between AUREAL SEMICONDUCTOR, INC. and OAKTREE CAPITAL MANAGEMENT, LLC, ON BEHALF OF THE ENTITIES NAMED HEREIN $20,000,000 Rights to Purchase Shares of Common StockStandby Purchase Agreement • June 8th, 1999 • TCW Group Inc • Printed circuit boards • California
Exhibit E CCI SHAREHOLDERS' AGREEMENT THIS CCI SHAREHOLDERS' AGREEMENT is made as of October 18, 1999, (this "Agreement"), by and among TELEMATICA EDC, C.A., a Venezuelan sociedad anonima, ("Telematica"), TCW/CCI HOLDING LLC, a Delaware limited...Cci Shareholders' Agreement • October 28th, 1999 • TCW Group Inc • Cable & other pay television services • Nevada
AMENDMENT NO. 1 TO COMMON STOCK PURCHASE AND SALE AGREEMENT Amendment No. 1 dated as of March 5, 1996 (the "Amendment"), to the Common Stock Purchase and Sale Agreement, dated January 18, 1996, by and among TCW Special Credits, a California general...Common Stock Purchase and Sale Agreement • March 13th, 1996 • TCW Group Inc • Real estate investment trusts
EXCHANGE AGREEMENT AmongExchange Agreement • October 1st, 1999 • TCW Group Inc • Crude petroleum & natural gas • New York
JOINT FILING AGREEMENTJoint Filing Agreement • July 3rd, 1997 • TCW Group Inc • Cutlery, handtools & general hardware
AGREEMENT WHEREAS, The TCW Group, Inc. ("TCWG"), Trust Company of the West ("TCW"), TCW Asset Management Company ("TAMCO"), TCW Special Credits ("Special Credits"), and TCW Special Credits Fund III and TCW Special Credits Fund IIIb (collectively, the...Exhibit 1 • March 4th, 1997 • TCW Group Inc • Lumber & wood products (no furniture)
EXHIBIT 2Crescent Warrant Agreement • August 24th, 2000 • TCW Group Inc • Refuse systems • Illinois
Exhibit 1 Joint Filing Agreement Each of the undersigned acknowledges and agrees that the foregoing statement on Schedule 13D is filed on behalf of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on...Joint Filing Agreement • April 21st, 1999 • TCW Group Inc • Printed circuit boards
Each of the undersigned acknowledges and agrees that the foregoing statement on Schedule 13D is filed on behalf of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of the undersigned without the necessity of filing additional joint acquisition statements. Each of the undersigned acknowledges that it shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the other, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
AGREEMENT WHEREAS, The TCW Group, Inc. ("TCWG"), Trust Company of the West ("TCW"), TCW Asset Management Company ("TAMCO"), TCW Special Credits ("Special Credits"), TCW Special Credits Fund III ( "Special Credits Limited Partnership") and TCW Special...Agreement • March 13th, 1996 • TCW Group Inc • Real estate investment trusts
WHEREAS, The TCW Group, Inc. ("TCWG"), Trust Company of the West ("TCW"), TCW Asset Management Company ("TAMCO"), TCW Special Credits ("Special Credits"), TCW Special Credits Fund III ( "Special Credits Limited Partnership") and TCW Special Credits Trust ("Special Credits Trust") individually or collectively, may be deemed to be a beneficial owner within the meaning of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), for purposes of Section 13(d) of the Exchange Act of the Common Stock, $0.01 par value per share, of Koger Equity, Inc., a Florida corporation; and
Exhibit J INDIVIDUAL STOCK PURCHASE AGREEMENT THIS INDIVIDUAL STOCK PURCHASE AGREEMENT (the "Agreement") is entered into as of February 7, 2001, by and between CONVERGENCE COMMUNICATIONS, INC., a corporation organized under the laws of the State of...Individual Stock Purchase Agreement • February 15th, 2001 • TCW Group Inc • Real estate investment trusts • New York
