SENIOR MANAGEMENT AGREEMENTSenior Management Agreement • March 26th, 2004 • Syniverse Holdings LLC • Telephone communications (no radiotelephone) • Delaware
THIS SENIOR MANAGEMENT AGREEMENT (this “Agreement”) is made as of December 8, 2003, by and among TSI Telecommunication Holdings, LLC, a Delaware limited liability company (the “Company”), TSI Telecommunication Services Inc., a Delaware corporation (“Employer”), and F. Terry Kremian (“Executive”).
AMENDMENT TO SENIOR MANAGEMENT AGREEMENTSenior Management Agreement • August 14th, 2003 • Tsi Telecommunication Holdings LLC • Radio & tv broadcasting & communications equipment
THIS AMENDMENT TO SENIOR MANAGEMENT AGREEMENT (this “Amendment”) is made as of April 1, 2003, by and among TSI Telecommunication Holdings, LLC, a Delaware limited liability company (the “Company”), TSI Telecommunication Services Inc., a Delaware corporation (“Employer”) and G. Edward Evans (“Executive”).
SECOND SUPPLEMENT TO INDENTURESecond Supplement to Indenture • November 23rd, 2004 • Syniverse Holdings LLC • Telephone communications (no radiotelephone)
SECOND SUPPLEMENT TO INDENTURE (this “Second Supplement”), dated as of November 19, 2004, among Syniverse Technologies, Inc. (or its permitted successor), a Delaware corporation (the “Company”), the other Guarantors (as defined in the Indenture referred to herein) and The Bank of New York, as trustee under the indenture referred to below (the “Trustee”). Capitalized terms used herein but not otherwise defined in this Second Supplement shall have the meanings ascribed to such terms in the Indenture (hereinafter defined).
CONTRIBUTION AGREEMENTContribution Agreement • November 16th, 2004 • Syniverse Holdings LLC • Telephone communications (no radiotelephone) • Delaware
THIS CONTRIBUTION AGREEMENT (this “Agreement”) is made as of November 11, 2004, by and between Syniverse Holdings, LLC, a Delaware limited liability company (“Parent”), and its wholly owned subsidiary Syniverse Holdings, Inc., a Delaware corporation (the “Company”).
AMENDMENT TO SENIOR MANAGEMENT AGREEMENTSenior Management Agreement • May 12th, 2004 • Syniverse Holdings LLC • Telephone communications (no radiotelephone)
THIS AMENDMENT TO SENIOR MANAGEMENT AGREEMENT (this “Amendment”) is made as of February 14, 2004, by and among TSI Telecommunication Holdings, LLC, a Delaware limited liability company (the “Company”), TSI Telecommunication Services Inc., a Delaware corporation (“Employer”) and Linda Hermansen (“Executive”).
Dated 19th December 2003 THE PERSONS WHOSE NAMES ARE SET OUT IN SCHEDULE 1 (as, together, the “Vendors”) TELECOMMUNICATION SERVICES INC. (as the “Purchaser”) AGREEMENT relating to: the sale and purchase of the entire issued share capital of Softwright...Share Purchase Agreement • March 26th, 2004 • Syniverse Holdings LLC • Telephone communications (no radiotelephone)
The Vendors wish to sell and the Purchaser wishes to acquire the entire issued share capital of Softwright Holdings Limited on and subject to the terms of this Agreement.
AMENDMENT NO. 1 TO SECURITYHOLDERS AGREEMENTSecurityholders Agreement • November 16th, 2004 • Syniverse Holdings LLC • Telephone communications (no radiotelephone)
THIS AMENDMENT NO. 1 TO SECURITYHOLDERS AGREEMENT (this “Amendment”) is made and entered into as of November 11, 2004 by and among GTCR Fund VII, L.P., a Delaware limited partnership (“GTCR Fund VII”), GTCR Fund VII/A, L.P., a Delaware limited partnership (“GTCR Fund VII/A”), GTCR Capital Partners, L.P., a Delaware limited partnership (“GTCR Capital Partners”), GTCR Co-Invest, L.P., a Delaware limited partnership (“Co-Invest”, and together with GTCR Fund VII, GTCR Fund VII/A and GTCR Capital Partners, the “Investors”), G. Edward Evans (the “CEO”) and Raymond L. Lawless. Reference is made to that certain Securityholders Agreement (the “Agreement”) made and entered into as of February 14, 2002 by and among the Company, the Investors and the other securityholders of Syniverse Holdings, LLC, a Delaware limited liability company (the “Company”), from time to time party thereto. Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Agreement.
CONTRIBUTION AGREEMENTContribution Agreement • November 16th, 2004 • Syniverse Holdings LLC • Telephone communications (no radiotelephone) • Delaware
THIS CONTRIBUTION AGREEMENT (this “Agreement”) is made as of November 11, 2004, by and between Syniverse Holdings, Inc., a Delaware corporation (“Parent”), and its wholly owned subsidiary Syniverse Technologies, Inc., a Delaware corporation (the “Company”).
SECOND AMENDMENT Dated as of March 11, 2004Credit Agreement • March 16th, 2004 • Syniverse Holdings LLC • Telephone communications (no radiotelephone) • New York
This SECOND AMENDMENT TO CREDIT AGREEMENT (together with all Exhibits, Schedules and Annexes hereto, this “Amendment”) is among SYNIVERSE HOLDINGS, LLC (formerly known as TSI Telecommunication Holdings, LLC), a Delaware limited liability company (the “Ultimate Parent”), SYNIVERSE HOLDINGS, INC. (formerly known as TSI Telecommunication Holdings, Inc.), a Delaware corporation (the “Parent” and, together with the Ultimate Parent, the “Parents”), SYNIVERSE TECHNOLOGIES, INC. (formerly known as TSI Telecommunication Services Inc. (the successor by merger to TSI Merger Sub, Inc.)), a Delaware corporation (the “Borrower”) and LEHMAN COMMERCIAL PAPER INC., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement).
FIRST AMENDMENT TO CREDIT AGREEMENT Dated as of September 25, 2003Credit Agreement • September 29th, 2003 • Tsi Telecommunication Holdings LLC • Radio & tv broadcasting & communications equipment • New York
This FIRST AMENDMENT TO CREDIT AGREEMENT (together with all Exhibits, Schedules and Annexes hereto, this “Amendment”) is among TSI TELECOMMUNICATION HOLDINGS, LLC, a Delaware limited liability company (the “Ultimate Parent”), TSI TELECOMMUNICATION HOLDINGS, INC., a Delaware corporation (the “Parent” and, together with the Ultimate Parent, the “Parents”), TSI TELECOMMUNICATION SERVICES, INC., the successor by merger to TSI Merger Sub, Inc., a Delaware corporation (the “Borrower”), the banks and other financial institutions and entities from time to time party to the Credit Agreement referred to below (the “Lenders”) and LEHMAN COMMERCIAL PAPER INC., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
