EXHIBIT 10.1 ELCOTEL, INC. Employment Agreement of C. Shelton James This Employment Agreement (this "Agreement") is effective as of the 10th day of June, 1999 by and between Elcotel, Inc. (the "Company") and C. Shelton James ("Employee") upon the...Employment Agreement • August 13th, 1999 • Elcotel Inc • Telephone & telegraph apparatus • Florida
STOCKHOLDERS' AGREEMENT -----------------------Stockholders' Agreement • October 22nd, 1997 • Elcotel Inc • Telephone & telegraph apparatus
TECHNOLOGY SERVICE GROUP, INC. AND LIBERTY BANK AND TRUST COMPANY OF OKLAHOMA CITY, N.A.Warrant Agreement • October 22nd, 1997 • Elcotel Inc • Telephone & telegraph apparatus • New York
3. Representations and Warranties of Seller 13 3.1 Organization and Authority 13 3.2 Authorization; Binding Obligations 13 3.3 No Violations 14 3.4 Assets 14 3.5 Personal Property 14 3.6 Permits, Licenses 15 3.7 Compliance With Laws and Litigation 15...Purchase and Sale Agreement • October 14th, 1997 • Elcotel Inc • Telephone & telegraph apparatus • New York
EXHIBIT 10.1 EMPLOYMENT AGREEMENT -------------------- THIS AGREEMENT is made and entered into as of October 15, 1999, by and between ELCOTEL, INC. (hereinafter referred to as the "Company"), a Delaware corporation, and MICHAEL J. BOYLE (hereinafter...Employment Agreement • November 15th, 1999 • Elcotel Inc • Telephone & telegraph apparatus • Florida
ELCOTEL, INC.Employment Agreement • February 16th, 1999 • Elcotel Inc • Telephone & telegraph apparatus
EXHIBIT 10.1 ------------- NATIONSBANK, N.A. RESTATED LOAN AGREEMENT ----------------------- This Restated Loan Agreement (the "Agreement") dated as of November 25, 1997, by and between NationsBank, N.A. f/k/a NationsBank, N.A. (South) as successor in...Loan Agreement • February 17th, 1998 • Elcotel Inc • Telephone & telegraph apparatus • Florida
EXHIBIT 99.2 VOTING AGREEMENT This VOTING AGREEMENT (this "Agreement"), dated as of August 13, 1997, is entered into by and among ELCOTEL, INC., a Delaware corporation ("Elcotel"); WEXFORD PARTNERS FUND, L.P., a Delaware limited partnership...Voting Agreement • August 19th, 1997 • Elcotel Inc • Telephone & telegraph apparatus • Delaware
EXHIBIT 10.2 RETIREMENT AGREEMENT THIS RETIREMENT AGREEMENT is effective as of June 11, 1999 between ELCOTEL, INC., a Delaware corporation (the "Company"), and TRACEY L. GRAY ("Gray"). Background. Gray is the President and Chief Executive Officer of...Retirement Agreement • August 13th, 1999 • Elcotel Inc • Telephone & telegraph apparatus • Florida
ANDRepresentative's Warrant Agreement • October 22nd, 1997 • Elcotel Inc • Telephone & telegraph apparatus • New York
EXHIBIT 10.20 ELCOTEL, INC. Employment Agreement OF Vincent C. Bisceglia Agreement (this "Agreement") dated as of the 24th day of September, 1997 by and between Elcotel, Inc. (the "Company") and Vincent C. Bisceglia ("Mr. Bisceglia") upon the...Employment Agreement • October 28th, 1997 • Elcotel Inc • Telephone & telegraph apparatus
ELCOTEL, INC.Employment Agreement • February 16th, 1999 • Elcotel Inc • Telephone & telegraph apparatus
RECITALSMortgage Modification Agreement • July 6th, 2000 • Elcotel Inc • Telephone & telegraph apparatus • Florida
Exhibit 10.25 Elcotel Inc. Employment Termination Agreement of Eduardo Gandarilla This Termination Agreement (this "Agreement") dated as of the 22nd day of March 2000 by and between Elcotel, Inc. (the "Company") and Eduardo Gandarilla ("Employee")...Employment Termination Agreement • July 6th, 2000 • Elcotel Inc • Telephone & telegraph apparatus • Florida
RECITALSForbearance and Modification Agreement • August 14th, 2000 • Elcotel Inc • Telephone & telegraph apparatus • Florida
Exhibit 10.19 ELCOTEL, INC. Employment Agreement of Tracey L. Gray Agreement (this "Agreement") dated as of this 1/st/ day of October, 1997 by and between Elcotel, Inc. (the "Company") and Tracey L. Gray ("Mr. Gray") upon the following terms and...Employment Agreement • October 22nd, 1997 • Elcotel Inc • Telephone & telegraph apparatus
Agreement (this "Agreement") dated as of this 1/st/ day of October, 1997 by and between Elcotel, Inc. (the "Company") and Tracey L. Gray ("Mr. Gray") upon the following terms and conditions:
EXHIBIT 4.4 SUPPLEMENTAL WARRANT AGREEMENT This SUPPLEMENTAL WARRANT AGREEMENT is dated as of December 18, 1997 by and between ELCOTEL, INC. ("Elcotel"), TECHNOLOGY SERVICE GROUP, INC. ("TSG"), and BROOKEHILL EQUITIES, INC. (the "Representative")....Supplemental Warrant Agreement • June 28th, 1999 • Elcotel Inc • Telephone & telegraph apparatus
RECITALS:Mortgage and Security Agreement • July 6th, 2000 • Elcotel Inc • Telephone & telegraph apparatus
ELCOTEL, INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY as Rights AgentStockholder Rights Agreement • June 3rd, 1999 • Elcotel Inc • Telephone & telegraph apparatus • New York
EXHIBIT 2.3 PATENT LICENSE AGREEMENTPatent License Agreement • October 14th, 1997 • Elcotel Inc • Telephone & telegraph apparatus
RECITALSBorrower Agreement • August 13th, 1999 • Elcotel Inc • Telephone & telegraph apparatus
EXHIBIT 4.5 SUPPLEMENTAL WARRANT AGREEMENT This SUPPLEMENTAL WARRANT AGREEMENT IS EFFECTIVE AS OF December 23, 1997 by and among ELCOTEL, INC. ("Elcotel"); TECHNOLOGY SERVICE GROUP, INC. ("TSG"); LIBERTY BANK AND TRUST COMPANY OF OKLAHOMA CITY, N.A....Supplemental Warrant Agreement • June 28th, 1999 • Elcotel Inc • Telephone & telegraph apparatus
ELCOTEL, INC.Employment Agreement • February 16th, 1999 • Elcotel Inc • Telephone & telegraph apparatus
EXHIBIT 99.1 AGREEMENT AND PLAN OF MERGER dated as of August 13, 1997Merger Agreement • August 19th, 1997 • Elcotel Inc • Telephone & telegraph apparatus • Delaware
NationsBank Security AgreementSecurity Agreement • October 22nd, 1997 • Elcotel Inc • Telephone & telegraph apparatus • Florida
RECITALS:Loan Agreement • November 13th, 1996 • Elcotel Inc • Telephone & telegraph apparatus
EXHIBIT 10.6 FIRST AMENDMENT TO LOAN AGREEMENT AND SECURITY AGREEMENT THIS AMENDMENT to Loan Agreement and Security Agreement (this "Amendment") is executed as of the 29th of March, 1999, by and between ELCOTEL, INC., ELCOTEL DIRECT, INC., and...Loan Agreement and Security Agreement • June 28th, 1999 • Elcotel Inc • Telephone & telegraph apparatus
ELCOTEL, INC.Employment Agreement • February 16th, 1999 • Elcotel Inc • Telephone & telegraph apparatus
EXHIBIT 10.1 AMENDMENT TO LOAN AGREEMENT AND SECOND AMENDMENT TO COLLATERAL ASSIGNMENT AND SECURITY AGREEMENTLoan Agreement • November 13th, 1995 • Elcotel Inc • Telephone & telegraph apparatus
ELCOTEL, INC.Employment Agreement • February 16th, 1999 • Elcotel Inc • Telephone & telegraph apparatus
EXHIBIT 10.3 ------------- Prepared By & Return To: Timothy S. Shaw, Esq. (bh) KIRK PINKERTON 720 S. Orange Avenue Sarasota, Florida 34236 MORTGAGE MODIFICATION AND FUTURE ADVANCE AGREEMENT -------------------------------------------------- THIS...Mortgage Modification and Future Advance Agreement • February 17th, 1998 • Elcotel Inc • Telephone & telegraph apparatus
Exhibit 2.4 AMENDMENT NO. 1 --------------- Amendment No. 1, dated as of September 30, 1997 to the Agreement and Plan of Merger ("Merger Agreement") dated as of August 13, 1997 among Elcotel, Inc. ("Elcotel"), Technology Service Group, Inc. ("TSG")...Merger Agreement • October 28th, 1997 • Elcotel Inc • Telephone & telegraph apparatus
EXHIBIT 2.2 TECHNOLOGY TRANSFER AGREEMENT Effective September 30, 1997Technology Transfer Agreement • October 14th, 1997 • Elcotel Inc • Telephone & telegraph apparatus
Exhibit 10.17 THIRD AMENDMENT TO LOAN AGREEMENT AND FOURTH AMENDMENT TO COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT THIS THIRD AMENDMENT TO LOAN AGREEMENT, AND FOURTH AMENDMENT TO COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT (the "Amendment") is made...Loan Agreement • October 22nd, 1997 • Elcotel Inc • Telephone & telegraph apparatus
a) "Bank's FLOATING LIBOR RATE" shall be equal to (A) the quotient (rounded up to the nearest 1/16 of 1%) of (1) the Floating Libor Rate Index, divided by (2) an amount equal to one (1) minus the appropriate reserve requirement imposed on Bank by the...Consolidation Promissory Note • February 17th, 1998 • Elcotel Inc • Telephone & telegraph apparatus • Florida
