Ict Group Inc Sample Contracts

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Credit Agreement • May 11th, 2001 • Ict Group Inc • Services-business services, nec • New York
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ICT GROUP, INC. AMENDED AND RESTATED SHAREHOLDERS' AGREEMENT
Shareholders' Agreement • April 2nd, 2001 • Ict Group Inc • Services-business services, nec • Pennsylvania
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 24, 2005 among ICT GROUP, INC., as the Borrower, THE SUBSIDIARIES OF THE BORROWER IDENTIFIED HEREIN, as the Guarantors, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C...
Credit Agreement • August 1st, 2005 • Ict Group Inc • Services-business services, nec • New York

This AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of June , 2005 among ICT GROUP, INC., a Pennsylvania corporation (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein) and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.

WITNESSETH
Employment Agreement • March 31st, 2003 • Ict Group Inc • Services-business services, nec • Pennsylvania
PENNSYLVANIA FULL SERVICE LEASE
Ict Group Inc • April 2nd, 2001 • Services-business services, nec • Pennsylvania
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of December 2, 2003 among ICT GROUP, INC., as the Borrower, THE SUBSIDIARIES OF THE BORROWER IDENTIFIED HEREIN, as the Guarantors, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C...
Credit Agreement • December 5th, 2003 • Ict Group Inc • Services-business services, nec • New York

This AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of December 2, 2003 among ICT GROUP, INC., a Pennsylvania corporation (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein) and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • December 21st, 2009 • Ict Group Inc • Services-help supply services

This AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of November 5, 2009 between ICT Group, Inc., a Pennsylvania corporation (the “Company”), and the undersigned employee (“Employee”) of the Company.

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • October 9th, 2009 • Ict Group Inc • Services-help supply services • Pennsylvania

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT, made as of October 27, 2008, by and between ICT GROUP, INC., a Pennsylvania corporation (hereinafter called “Company”), and Timothy Kowalski, an individual (hereinafter called “Employee”).

AMENDED AND RESTATED SECURITY AGREEMENT
Security Agreement • August 1st, 2005 • Ict Group Inc • Services-business services, nec • New York

THIS AMENDED AND RESTATED SECURITY AGREEMENT (this “Security Agreement”) dated as of June 24, 2005 is by and among the parties identified as “Grantors” on the signature pages hereto and such other parties as may become Grantors hereunder after the date hereof (individually a “Grantor”, and collectively the “Grantors”) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the holders of the Secured Obligations referenced below.

WITNESSETH
Employment Agreement • April 2nd, 2001 • Ict Group Inc • Services-business services, nec • Pennsylvania
AMENDED AND RESTATED VOTING TRUST AGREEMENT
Voting Trust Agreement • May 3rd, 2005 • Ict Group Inc • Services-business services, nec • Pennsylvania

WHEREAS, the Shareholders and the Company are parties to a Shareholders’ Agreement dated as of October 16, 2000 (the “Shareholders’ Agreement”); and

VOTING AGREEMENT
Voting Agreement • May 3rd, 2005 • Ict Group Inc • Services-business services, nec • Pennsylvania

THIS VOTING AGREEMENT (this “Agreement”) is made as of April 1, 2004 by and among ICT Group, Inc., a Pennsylvania corporation, its successors and assigns (the “Company”), John J. Brennan (“Mr. Brennan”) and Eileen Brennan Oakley, as trustee (the “Trustee”) of all of the trusts (collectively, the “Trusts”) under The Brennan Family 1997 Trust Agreement dated February 14, 1997 and The Brennan Family 1996 Trust Agreement dated February 16, 1996 (collectively, the “Trust Agreements”).

WITNESSETH
Employment Agreement • April 2nd, 2001 • Ict Group Inc • Services-business services, nec • Pennsylvania
AMENDED AND RESTATED PLEDGE AGREEMENT
Pledge Agreement • August 1st, 2005 • Ict Group Inc • Services-business services, nec • New York

THIS AMENDED AND RESTATED PLEDGE AGREEMENT (this “Pledge Agreement”) dated as of June 24, 2005 is by and among the parties identified as “Pledgors” on the signature pages hereto and such other parties as may become Pledgors hereunder after the date hereof (individually a “Pledgor”, and collectively the “Pledgors”) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the holders of the Secured Obligations referenced below.

EMPLOYMENT AGREEMENT
Employment Agreement • March 16th, 2005 • Ict Group Inc • Services-business services, nec • Pennsylvania

THIS AGREEMENT, made as of January 2, 2002, by and between ICT GROUP, INC., a Pennsylvania corporation (hereinafter called “Company”), and Jan Jones an individual (hereinafter called “Employee”).

EMPLOYMENT AGREEMENT
Employment Agreement • July 26th, 2004 • Ict Group Inc • Services-business services, nec • Pennsylvania

THIS AGREEMENT, made as of December 1, 1999, by and between ICT GROUP, INC., a Pennsylvania corporation (hereinafter called “Company”), and Donald T. McCormick, an individual (hereinafter called “Employee”).

AGREEMENT AND PLAN OF MERGER Among SYKES ENTERPRISES, INCORPORATED, SH MERGER SUBSIDIARY I, INC., SH MERGER SUBSIDIARY II, LLC And ICT GROUP, INC. Dated as of October 5, 2009
Agreement and Plan of Merger • October 9th, 2009 • Ict Group Inc • Services-help supply services • Pennsylvania

Agreement and Plan of Merger, dated as of October 5, 2009 (this “Agreement”), among SYKES ENTERPRISES, INCORPORATED, a Florida corporation (“Parent”), SH MERGER SUBSIDIARY I, INC., a Pennsylvania corporation and a direct wholly-owned subsidiary of Parent (“Merger Sub”), SH MERGER SUBSIDIARY II, LLC, a Florida limited liability company and a direct wholly-owned subsidiary of Parent (“Merger Sub II” and together with Merger Sub, “Merger Subs”), and ICT GROUP, INC., a Pennsylvania corporation (the “Company” and collectively with Parent, Merger Sub and Merger Sub II, the “parties”).

WITNESSETH
Employment Agreement • March 31st, 2003 • Ict Group Inc • Services-business services, nec • Pennsylvania
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THIRD AMENDMENT
Third Amendment • January 6th, 2009 • Ict Group Inc • Services-help supply services • New York

THIS THIRD AMENDMENT (this “Amendment”) dated as of December 31, 2008 is among ICT Group, Inc., a Pennsylvania corporation (the “Borrower”), the Guarantors identified on the signature pages hereto (the “Guarantors”), the Lenders identified on the signature pages hereto and Bank of America, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”).

EMPLOYMENT AGREEMENT
Employment Agreement • March 26th, 2009 • Ict Group Inc • Services-help supply services • Pennsylvania

THIS AGREEMENT, is made and entered into effective as of March 20, 2009 (the “Date of Execution”), by and between ICT GROUP, INC., a Pennsylvania corporation (hereinafter called “Company”), and JOHN J. BRENNAN, an individual (hereinafter called “Employee”).

AMENDMENT NO. 1
Ict Group Inc • May 15th, 2003 • Services-business services, nec • New York

THIS AMENDMENT NO. 1 dated as of May 2nd, 2003 (this “Amendment”) of the Credit Agreement referenced below is by and among ICT GROUP, INC., a Pennsylvania corporation (the “Borrower”), the Guarantors and the Lenders identified on the signature pages hereto and BANK OF AMERICA, N.A., as Administrative Agent. Capitalized terms used but not otherwise defined herein shall have the meanings provided in the Credit Agreement.

ICT GROUP, INC. 3,150,000 Shares of Common Stock1 UNDERWRITING AGREEMENT
Underwriting Agreement • April 6th, 2006 • Ict Group Inc • Services-business services, nec • New York
EMPLOYMENT AGREEMENT
Employment Agreement • August 1st, 2005 • Ict Group Inc • Services-business services, nec • Pennsylvania

THIS AGREEMENT, made as of July 5, 2005, by and between ICT GROUP, INC., a Pennsylvania corporation (hereinafter called “Company”), and Lloyd M. Wirshba, an individual (hereinafter called “Employee”).

VOTING AGREEMENT
Voting Agreement • October 9th, 2009 • Ict Group Inc • Services-help supply services • Pennsylvania

This VOTING AGREEMENT (this “Agreement”) is made and entered into as of October 5, 2009 by and among Sykes Enterprises, Incorporated, a Florida corporation (“Parent”), SH Merger Subsidiary I, Inc., a Pennsylvania corporation and a direct, wholly owned subsidiary of Parent (“Merger Sub”), ICT Group, Inc., a Pennsylvania corporation (the “Company”), and the undersigned Shareholders (each a “Shareholder” and collectively, the “Shareholders”) of the Company. In the case of any Company Shares (as defined below) subject to this Agreement that are held in a trust, “Shareholder” shall refer to the trustee(s) of such trust signatory hereto acting in such Shareholder’s capacity as trustee (each, a “Trustee”, and such trust, a “Trust”). Capitalized terms used but not otherwise defined in this Agreement shall have the meanings ascribed to them in the Merger Agreement (as defined below).

Amendment 2009-1 to the Employment Agreement
Employment Agreement • December 21st, 2009 • Ict Group Inc • Services-help supply services

This Amendment 2009-1 is entered into as of December 21, 2009 by and between ICT Group, Inc, a Pennsylvania corporation (hereinafter called “Company”) and John J. Brennan, an individual (hereinafter called “Employee”).

WILLIAM SHINGLETON, et al. ) on behalf of themselves and all ) others similarly situated, ) Plaintiff, ) ) Civil Action No. 98-C-517 ICT GROUP, INC., a Pennsylvania ) Corporation, et al., ) Defendants. ) PROPOSED SETTLEMENT AGREEMENT
Settlement Agreement • May 3rd, 2005 • Ict Group Inc • Services-business services, nec

This Proposed Settlement Agreement (hereinafter “Agreement”) will be submitted to the Court for its consideration and approval as required by Rule 23(e) of the West Virginia Rules of Civil Procedure. The “Parties” to this Agreement are as follows: William Shingleton, Melissa Blair, Denice Gribble,1 Jenni Gibson, on behalf of themselves and all others similarly situated (collectively hereinafter the “Class”); ICT Group, Inc., a Pennsylvania corporation, AND individually and in their corporate capacity: John Brennan, Anne Beeson, Vincent Paccapaniccia, Vincent Dadamo, Timothy Kowalski, Stephanie Koenig, Jack Magee, John Campbell, Carl Smith, Dean Kilpatrick, Charles Feitner, and Tony Ditlow (collectively hereinafter “Defendants” or, as appropriate, “ICT” or “Individual Defendants”).

SETTLEMENT AGREEMENT AND MUTUAL RELEASE
Settlement Agreement and Mutual Release • May 3rd, 2005 • Ict Group Inc • Services-business services, nec • Pennsylvania

This Settlement Agreement and Mutual Release (the “Agreement”) is entered into, this 25th day of February, 2005, by and between ICT Group, Inc. (hereinafter known as “ICT”); John Brennan, Vincent Paccapaniccia, Anne Beeson, Vincent Dadamo, Timothy Kowalski, John Campbell, Jack Magee, Dean Kilpatrick, Carl Smith and Charles Feitner (the “Individual Insureds” and together with ICT the “Insureds”), and Federal Insurance Company (referred to herein as “Federal”). (Federal and the Insureds are sometimes referred to collectively as the “Parties” or “Party.”)

VOTING AGREEMENT
Voting Agreement • April 9th, 2004 • Ict Group Inc • Services-business services, nec • Pennsylvania

THIS VOTING AGREEMENT is made by and among ICT Group, Inc., a Pennsylvania corporation, its successors and assigns (the “Company”), John J. Brennan (“Brennan”), and the shareholder or optionholder of the Company signatory hereto (“Shareholder”) as of the date indicated on the Shareholder’s counterpart signature page to this Agreement.

ICT GROUP, INC. AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT
Shareholders’ Agreement • April 9th, 2004 • Ict Group Inc • Services-business services, nec • Pennsylvania

This AGREEMENT dated as of October 16, 2000 between and among ICT GROUP, INC., a Pennsylvania Corporation (the “Company”) and JOHN J. BRENNAN (“JBrennan”) and DONALD P. BRENNAN (“DBrennan”) (JBrennan and DBrennan are sometimes hereinafter together called the “Original Shareholders” and individually, an “Original Shareholder”) and the persons listed on Exhibit A hereto (the Original Shareholders, together with such persons listed on Exhibit A and any other person or entity which may hereafter become a shareholder of the Company and which may hereafter become a party to this Agreement, are sometimes collectively called the “Shareholders” and individually, a “Shareholder”).

SETTLEMENT AGREEMENT AND RELEASE
Settlement Agreement and Release • August 9th, 2007 • Ict Group Inc • Services-business services, nec • Georgia

COME NOW, Claimant and Respondent herein, by and through their respective counsel, and pursuant to their Settlement and Agreement and Release dated , 2007, hereby dismiss WITH PREJUDICE all claims and counterclaims which they have asserted or could have asserted against one another in this proceeding.

SETTLEMENT AGREEMENT AND MUTUAL RELEASE
Settlement Agreement and Mutual Release • November 3rd, 2005 • Ict Group Inc • Services-business services, nec • Pennsylvania

This Settlement Agreement and Mutual Release (the “Agreement”) is entered into, and is effective the 10th day of August, 2005, by and between ICT Group, Inc. (hereinafter known as “ICT”); John Brennan, Vincent Paccapaniccia, Anne Beeson, Vincent Dadamo, Timothy Kowalski, John Campbell, Jack Magee, Dean Kilpatrick, Carl Smith and Charles Feitner (the “Individual Insureds” and together with ICT the “Insureds”), and National Union Fire Insurance Company of Pittsburgh, PA (referred to herein as “National Union”). (National Union and the Insureds are sometimes referred to collectively as the “Parties.”)

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