EIGHTH SUPPLEMENTAL INDENTUREEighth Supplemental Indenture • April 2nd, 2012 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • New York
This EIGHTH SUPPLEMENTAL INDENTURE, dated as of March 28, 2012 (the “Supplemental Indenture”), is by and among NCO Group, Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon as successor to The Bank of New York, a New York banking corporation, as trustee under the Indenture referred to below (the “Trustee”).
CREDIT AGREEMENT By and Between NCOP CAPITAL IV, LLC as Borrower and as Lender Dated as of August 31, 2007Credit Agreement • November 14th, 2007 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • Minnesota
This Credit Agreement (this “Agreement”) is made as of August 31, 2007, by and between NCOP CAPITAL IV, LLC, a Nevada limited liability company (the “Borrower”) and CVI GVF FINCO, LLC, a Delaware limited liability company (the “Lender”).
STOCK SUBSCRIPTION AGREEMENTStock Subscription Agreement • March 31st, 2008 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • New York
STOCK SUBSCRIPTION AGREEMENT, dated as of February 27, 2008 (this “Agreement”), by and among NCO Group, Inc., a Delaware corporation (the “Company”), One Equity Partners II, L.P., a Cayman Islands limited partnership (“OEP II”), OEP II Co-Investors, L.P., a Cayman Islands limited partnership (“OEP II Co-Invest”), and OEP II Partners Co-Invest, L.P., a Cayman Islands limited partnership (“OEP II Partners Co-Invest,” and together with OEP II and OEP Co-Invest, “OEP”) and the several other individuals and entities listed on the signature pages hereto (each a “Preemptive Purchaser” and collectively, the “Preemptive Purchasers” and, together with OEP, each a “Purchaser” and collectively, the “Purchasers”).
Amendment No. 1Agreement and Plan of Merger • May 13th, 2008 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies
Amendment No.1 dated as of December 12, 2007 (“this Amendment”) to an Agreement and Plan of Merger by and among NCO Group, Inc, Systems & Services Technologies Merger Corp., Systems & Services Technologies, Inc, and JPMorgan Chase Bank, National Association dated as of August 27, 2007 (the “Agreement”).
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 26th, 2009 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • New York
This SECOND AMENDMENT (this “Second Amendment”) to the Credit Agreement (as defined below), dated as of March 25, 2009 (the “Second Amendment Effective Date”) is entered into by and among NCO GROUP, INC. (the “Parent Borrower”), NCO FINANCIAL SYSTEMS, INC. (the “Subsidiary Borrower” and, together with the Parent Borrower, collectively, the “Borrower”), certain Guarantors under the Credit Agreement (as defined below) (the “Guarantors”), CITIZENS BANK OF PENNSYLVANIA (“Citizens”), as Administrative Agent, Citizens Bank of Pennsylvania as sole Issuing Bank and the Required Lenders pursuant to the Credit Agreement.
RESTRICTIVE COVENANT AGREEMENTRestrictive Covenant Agreement • October 6th, 2011 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • Delaware
This Restrictive Covenant Agreement (this “Agreement”), dated September 30, 2011, is made by and between NCO Group, Inc., a Delaware corporation (the “Company”), and Marc Simon (the “Director”).
STOCK SUBSCRIPTION AGREEMENTStock Subscription Agreement • March 26th, 2009 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • New York
STOCK SUBSCRIPTION AGREEMENT, dated as of March 25, 2009 (this “Agreement”), by and among NCO Group, Inc., a Delaware corporation (the “Company”), One Equity Partners II, L.P., a Cayman Islands limited partnership (“OEP II”), OEP II Co-Investors, L.P., a Cayman Islands limited partnership (“OEP II Co-Invest”), and OEP II Partners Co-Invest, L.P., a Cayman Islands limited partnership (“OEP II Partners Co-Invest,” and together with OEP II and OEP Co-Invest, “OEP”) and the several other individuals and entities listed on the signature pages hereto (each a “Preemptive Purchaser” and collectively, the “Preemptive Purchasers” and, together with OEP, each a “Purchaser” and collectively, the “Purchasers”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • April 2nd, 2012 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • New York
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of March 28, 2012, as amended April 2, 2012, is by and among NCO Group, Inc., a Delaware corporation (“NCO”), EGS Holdings, Inc., a Delaware corporation (“New Parent”), Expert Global Solutions, LLC, a Delaware limited liability company and wholly-owned subsidiary of New Parent (“EGS LLC”), and NCO Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of EGS LLC (“Merger Sub,” and together with NCO, New Parent and EGS LLC, the “Parties”).
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 24th, 2011 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies
WHEREAS, NCO Group, Inc., a Pennsylvania corporation (“Old NCO”) and the undersigned (the “Executive”) entered into an employment agreement, dated as of November 15, 2006 (the “Agreement”);
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • March 31st, 2008 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • New York
This INTELLECTUAL PROPERTY SECURITY AGREEMENT (as amended, amended and restated, supplemented or otherwise modified from time to time, the “IP Security Agreement”) dated February 29, 2008, is made by the Persons listed on the signature pages hereof (collectively, the “Grantors”) in favor of CITIZENS BANK OF PENNSYLVANIA (“Citizens”), as collateral agent (the “Collateral Agent”) for the Secured Parties (as defined in the Credit Agreement referred to below).
EMPLOYMENT AGREEMENTEmployment Agreement • March 24th, 2011 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • Pennsylvania
This Employment Agreement (this “Agreement”), dated as of March 18, 2011 (the “Effective Date”), is made by and between NCO GROUP, INC., a Pennsylvania corporation (the “Company”), and Ronald Rittenmeyer (the “Executive”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG NCO GROUP, INC. SYSTEMS & SERVICES TECHNOLOGIES MERGER CORP., SYSTEMS & SERVICES TECHNOLOGIES, INC. AND JPMORGAN CHASE BANK, NATIONAL ASSOCIATION Dated as of August 27, 2007Merger Agreement • May 13th, 2008 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • New York
This Agreement and Plan of Merger (the “Agreement”), dated as of the 27th day of August, 2007, is made by and among NCO Group, Inc. a Delaware corporation (“Parent”), Systems & Services Technologies Merger Corp., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), Systems & Services Technologies, Inc., a Delaware corporation (the “Company”) and JPMorgan Chase Bank, National Association, a national banking association (“JPMorgan”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG OUTSOURCING SOLUTIONS INC., NCO GROUP, INC. AND NCO ACQUISITION SUB, INC. DATED AS OF DECEMBER 11, 2007Merger Agreement • March 31st, 2008 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • Delaware
This Agreement and Plan of Merger (the “Agreement”) is made and entered into as of December 11, 2007, by and among Outsourcing Solutions Inc., a Delaware corporation (“OSI”), NCO Group, Inc., a Delaware corporation (“Buyer”), and NCO Acquisition Sub, Inc., a Delaware corporation and wholly owned direct subsidiary of Buyer (“Acquisition Subsidiary”).
DIRECTOR AGREEMENTDirector Agreement • October 6th, 2011 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • Delaware
THIS DIRECTOR AGREEMENT (the “Agreement”), dated as of September 30, 2011, is made and entered into by and between NCO Group, a Delaware corporation (the “Company”), and Marc Simon (the “Director”).
SECURITY AGREEMENT SUPPLEMENTSecurity Agreement • March 31st, 2008 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • New York
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • April 6th, 2012 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies
This Amendment to Employment Agreement, dated as of March 16, 2012, is made by and between NCO GROUP, INC. (the “Company”), and Ronald Rittenmeyer (the “Executive”).
STOCK SUBSCRIPTION AGREEMENTStock Subscription Agreement • December 12th, 2008 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • New York
STOCK SUBSCRIPTION AGREEMENT, dated as of December 8, 2008 (this “Agreement”), by and among NCO Group, Inc., a Delaware corporation (the “Company”), One Equity Partners II, L.P., a Cayman Islands limited partnership (“OEP II”), OEP II Co-Investors, L.P., a Cayman Islands limited partnership (“OEP II Co-Invest”), and OEP II Partners Co-Invest, L.P., a Cayman Islands limited partnership (“OEP II Partners Co-Invest,” and together with OEP II and OEP Co-Invest, each a “Purchaser” and, collectively, the “Purchasers”).
NCOP/CF II, LLC A NEVADA LIMITED LIABILITY COMPANY LIMITED LIABILITY COMPANY AGREEMENT DATED AS OF AUGUST 31, 2007Limited Liability Company Agreement • November 14th, 2007 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • Nevada
THIS LIMITED LIABILITY COMPANY AGREEMENT is made and entered into as of the 31st day of August, 2007, among the parties signing below as Members.
SECOND AMENDED AND RESTATED EXCLUSIVITY AGREEMENTExclusivity Agreement • November 14th, 2007 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • Minnesota
This Second Amended and Restated Exclusivity Agreement (this “Agreement”) is made and entered into as of August 31, 2007, and amends and restates in its entirety that certain Amended and Restated Exclusivity Agreement dated as of June 30, 2005 (the “Original Agreement”) by and among CFSC Capital Corp. XXXIV, a Delaware corporation (“Original Lender”), NCOP Lakes, Inc., a Nevada corporation (“Lakes”), NCO Financial Systems, Inc., a Delaware corporation (“Servicer”), NCO Portfolio Management, Inc., a Delaware corporation (“Parent”), NCO Group, Inc., a Pennsylvania corporation (“NCOG”), NCOP Capital, Inc., a Nevada corporation (“NCOP Capital”), and NCOP Capital I, LLC, a Nevada limited liability company (“NCOP I”), as the same has been amended by a First Amendment to Amended and Restated Exclusivity Agreement dated as of November 20, 2006 (the “First Amendment”). Also added as parties to this Agreement are NCOP/CF, LLC, a Nevada limited liability company (“NCOP/CF”), NCOP-CF II, LLC, a Ne
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 31st, 2008 • NCO Group, Inc. • Services-consumer credit reporting, collection agencies • New York
This FIRST AMENDMENT (this “First Amendment”) dated as of February 8, 2008 (the “Approval Date”) by and among NCO GROUP, INC. (the “Parent Borrower”), NCO FINANCIAL SYSTEMS, INC. (the “Subsidiary Borrower” and, together with the Parent Borrower, the “Borrower”), certain Guarantors under the Credit Agreement (as defined below) (the “Guarantors”), CITIZENS BANK OF PENNSYLVANIA (“Citizens”), and RBS SECURITIES CORPORATION d/b/a RBS GREENWICH CAPITAL (“RBSGC”), as lead arranger and bookrunner (the “Lead Arranger”) and the Lenders pursuant to the Credit Agreement (the “Lenders”), is entered into in connection with that certain CREDIT AGREEMENT dated as of November 15, 2006 (without giving effect to the First Amendment, the “Existing Credit Agreement” and as it may be amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Collect Acquisition Corp. (the “Initial Borrower”), the Initial Subsidiary Borrower, Collect Holdings, Inc., a Delaware cor
