0001104659-04-015401 Sample Contracts

WARRANT TO PURCHASE SHARES OF COMMON STOCK
Aegis Communications Group Inc • May 24th, 2004 • Services-business services, nec

THIS CERTIFIES THAT, for value received, Deutsche Bank AG-London acting through DB Advisors, LLC as investment advisor (the “Purchaser”) and its assigns are entitled to subscribe for and purchase 229,329,130 shares (such number and such other number as shall result, from time to time, from the adjustments specified in Section 6 hereof is herein referred to as the “Number of Warrant Shares”) of duly authorized, validly issued, fully paid and nonassessable Common Stock (as adjusted pursuant to Section 6 hereof, the “Shares”) of AEGIS COMMUNICATIONS GROUP, INC., a Delaware corporation (the “Company”), at the price of $0.01 per share (such price and such other price as shall result, from time to time, from the adjustments specified in Section 6 hereof is herein referred to as the “Exercise Price”), subject to the provisions and upon the terms and conditions hereinafter set forth. As used herein the term “Date of Grant” shall mean November 5, 2003. The term “Warrant” as used herein shall be

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SEPARATION AGREEMENT AND GENERAL RELEASE
Separation Agreement and General Release • May 24th, 2004 • Aegis Communications Group Inc • Services-business services, nec • Texas

This Separation Agreement and General Release (“Agreement”) is made and entered into as of March 31, 2004 (the “Execution Date”), by and among Aegis Communications Group, Inc., a Delaware Corporation (the “Parent”), Advanced Telemarketing Corporation, a Nevada corporation (“ATC”), IQI, Inc., a New York corporation (“IQI”) (together, Parent, ATC, and IQI are referred to as the “Company”), and Angelo Macchia (“Macchia” or “Employee”).

EMPLOYMENT AGREEMENT
Employment Agreement • May 24th, 2004 • Aegis Communications Group Inc • Services-business services, nec • Texas

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of March 31, 2004, by and among Aegis Communications Group, Inc., a Delaware corporation (the “Parent”), Advanced Telemarketing Corporation, a Nevada corporation (“ATC”), IQI, Inc., a New York corporation (“IQI”) (together, ATC and IQI are referred to as the “Company”), and John Scot Brunke (“Employee”).

SEPARATION AGREEMENT AND GENERAL RELEASE
Separation Agreement and General Release • May 24th, 2004 • Aegis Communications Group Inc • Services-business services, nec • Georgia

This Separation Agreement and General Release (“Agreement”) is made and entered into as of April 4, 2004 (the “Execution Date”), by and among Aegis Communications Group, Inc., a Delaware Corporation (the “Parent”), Advanced Telemarketing Corporation, a Nevada corporation (“ATC”), IQI, Inc., a New York corporation (“IQI”) (together, Parent, ATC, and IQI are referred to as the “Company”), and Herman M. Schwarz (“Schwarz” or “Employee”).

Aegis Communications Group, Inc. Letterhead]
Aegis Communications Group Inc • May 24th, 2004 • Services-business services, nec

Please review the following terms relating to payment of your 2003 bonus. If you find these terms acceptable, please sign below. By signing below, you acknowledge that this Agreement supersedes any and all prior agreements as they may relate to payment of your 2003 bonus including your Employment Agreement. Except as changed herein, your Employment Agreement remains in full force and affect and is not otherwise modified, amended, or supplemented.

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