ANDRights Agreement • July 16th, 1998 • Thomas Group Inc • Services-management consulting services • Illinois
W I T N E S S E T HRights Agreement • March 12th, 1999 • Thomas Group Inc • Services-management consulting services • Delaware
RECITALSEmployment Agreement • March 31st, 1997 • Thomas Group Inc • Services-management consulting services • Texas
RECITALSEmployment Agreement • March 12th, 1999 • Thomas Group Inc • Services-management consulting services • Texas
RECITALSEmployment Agreement • April 15th, 1998 • Thomas Group Inc • Services-management consulting services • Texas
1 EXHIBIT 4.3 May 29, 1997 Thomas Group, Inc. 5215 North O'Connor Blvd. Suite 2500 Irving, Texas 75039 Attention: Philip R. Thomas Chairman and CEO Gentlemen: 1. The purpose of this letter (the "Agreement") is to set forth the terms of the engagement...Financial Advisory Agreement • April 15th, 1998 • Thomas Group Inc • Services-management consulting services • Texas
1 EXHIBIT 10.8 AMENDMENT NO. 1 TO THE COMMERCIAL LEASE OF DECEMBER 31, 1991 BETWEEN PHILIP R. THOMAS AND WAYNE HEIRTZLER THOMAS, OWNERS AND THOMAS GROUP, INC., LESSEE The following amendment to that certain Commercial Lease of December 31, 1991 is...Commercial Lease • March 12th, 1999 • Thomas Group Inc • Services-management consulting services
COMERICA BANK-TEXAS AND THOMAS GROUP, INC., ET AL.Revolving Credit Loan Agreement • April 18th, 2002 • Thomas Group Inc • Services-management consulting services • Texas
AGREEMENTCommercial Lease Agreement • March 12th, 1999 • Thomas Group Inc • Services-management consulting services
ContractSubordinated Promissory Note • November 14th, 2011 • Thomas Group Inc • Services-management consulting services • Texas
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES LAWS OF ANY STATE. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT PURPOSES AND NOT WITH A VIEW TO DISTRIBUTION, AND NO TRANSFER, SALE OR OTHER DISPOSITION OF THIS NOTE MAY BE MADE UNLESS A REGISTRATION STATEMENT WITH RESPECT TO THIS NOTE HAS BECOME EFFECTIVE UNDER SUCH ACT, AND SUCH REGISTRATION OR QUALIFICATION AS MAY BE NECESSARY UNDER THE SECURITIES LAWS OF ANY STATE HAS BECOME EFFECTIVE, OR SUCH REGISTRATION IS NOT REQUIRED.
ANDRestated Rights Agreement • August 13th, 1999 • Thomas Group Inc • Services-management consulting services • Illinois
EXHIBIT 10.10 Amendment No. 3 to the Commercial Lease of December 31, 1991 between Philip R. Thomas and Wayne Heirtzler Thomas, OWNERS and Thomas Group, Inc., LESSEE The following amendment to that certain Commercial Lease December 31, 1991 is hereby...Commercial Lease • March 12th, 1999 • Thomas Group Inc • Services-management consulting services
RECITALSEmployment Agreement • April 15th, 1998 • Thomas Group Inc • Services-management consulting services • Texas
THOMAS GROUP, INC. APPRECIATION RIGHTS AGREEMENTAppreciation Rights Agreement • March 30th, 2004 • Thomas Group Inc • Services-management consulting services • Texas
This APPRECIATION RIGHTS AGREEMENT (this "Agreement") is made this 13th day of December 2003, to be effective April 8, 2003, between THOMAS GROUP, INC., a Delaware corporation (the "Company") and JAMES T. TAYLOR, an executive officer of the Company and an individual resident of the state of Texas ("SAR Holder").
AMENDMENT NO. TWO TO LOAN AGREEMENTLoan Agreement • March 31st, 2006 • Thomas Group Inc • Services-management consulting services
This Amendment No. Two (the “Amendment”) dated as of June 6, 2005, is between Bank of America, N.A. (the “Bank”) and Thomas Group, Inc. (the “Borrower”).
FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 23rd, 2002 • Thomas Group Inc • Services-management consulting services • Texas
THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made as of October 17, 2002, by and among Thomas Group, Inc., a Delaware corporation (the "Company"), and Edward P. Evans (the "Investor").
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2004 • Thomas Group Inc • Services-management consulting services • Texas
This Amendment to Employment Agreement (this "Amendment") is made and entered into this 12th day of August, 2003, but effective January 1, 2003, by and between Thomas Group, Inc. ("TGI"), a Delaware corporation, and Jim C. Houlditch ("Employee"), an individual residing in Texas.
SECOND AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT LOAN AGREEMENTRevolving Credit Loan Agreement • March 30th, 2004 • Thomas Group Inc • Services-management consulting services • Texas
THIS SECOND AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT LOAN AGREEMENT (this "Amendment"), dated as of February 2, 2004, is between THOMAS GROUP, INC., a Delaware corporation (the "Borrower") and COMERICA BANK ("Lender"), successor by merger with Comerica Bank-Texas.
AMENDMENT NO. 1 to PERFORMANCE SHARE AWARD UNDER THE 2008 OMNIBUS STOCK AND INCENTIVE PLAN for THOMAS GROUP, INC.Performance Share Award • May 2nd, 2008 • Thomas Group Inc • Services-management consulting services • Texas
THIS AMENDMENT NO. 1 TO PERFORMANCE SHARE AWARD, dated as of April 30, 2008 (this “Amendment”), is entered into by and between Thomas Group, Inc., a Delaware corporation (the “Company”), and Earle Steinberg (the “Holder”).
1 EXHIBIT 10.24 Lease Financing Agreement No. 9704 COMERICA LEASING CORPORATION LEASE FINANCING AGREEMENT LEASE FINANCING AGREEMENT dated as of August 12, 1997, by and between COMERICA LEASING CORPORATION, a Michigan corporation, with its principal...Lease Financing Agreement • April 15th, 1998 • Thomas Group Inc • Services-management consulting services • Michigan
FIRST AMENDED EMPLOYMENT AGREEMENTEmployment Agreement • April 15th, 2003 • Thomas Group Inc • Services-management consulting services • Texas
This First Amended Employment Agreement (this "Agreement") is entered into by and between Thomas Group. Inc. ("Thomas Group" or the "Company"), a Delaware corporation, and James Taylor ("Mr. Taylor") (the signatories to this Agreement shall be referred to jointly as the "Parties") as of December 21, 2002, to amend, modify, and restate the terms and conditions of that certain Employment Agreement executed by and between Mr. Taylor and Thomas Group on or about March 1, 2001 (the "Employment Agreement").
AMENDMENT NO. 1 to PERFORMANCE SHARE AWARD UNDER THE 2008 OMNIBUS STOCK AND INCENTIVE PLAN for THOMAS GROUP, INC.Performance Share Award • May 2nd, 2008 • Thomas Group Inc • Services-management consulting services • Texas
THIS AMENDMENT NO. 1 TO PERFORMANCE SHARE AWARD, dated as of April 30, 2008 (this “Amendment”), is entered into by and between Thomas Group, Inc., a Delaware corporation (the “Company”), and Michael E. McGrath (the “Holder”).
THOMAS GROUP, INC. DAVID E. ENGLISH EMPLOYMENT AGREEMENT Dated November 7, 2005 (To be effective June 29, 2005)Employment Agreement • November 10th, 2005 • Thomas Group Inc • Services-management consulting services • Texas
This Employment Agreement (this “Agreement”) is entered into this 7th day of November, 2005 to be effective June 29, 2005, by and between Thomas Group. Inc. (“Thomas Group” or the “Company”), a Delaware corporation, and David E. English (“Mr. English”) (the signatories to this Agreement shall be referred to jointly as the “Parties”),.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2005 • Thomas Group Inc • Services-management consulting services • Texas
This Amendment to Employment Agreement (this "Amendment") is made and entered into this 28th day of March, 2005, but effective January 1, 2005, by and between Thomas Group, Inc. ("TGI"), a Delaware corporation, and Jimmy C. Houlditch ("Employee"), an individual residing in Texas.
AMENDMENT TO LOAN AGREEMENTLoan Agreement • March 31st, 2008 • Thomas Group Inc • Services-management consulting services • Texas
This Amendment to Loan Agreement (this "Amendment") is executed effective February 13, 2007, by and between THOMAS GROUP, INC., a Delaware corporation ("Borrower") and JPMORGAN CHASE BANK, N.A., a national banking association ("Bank") ("Lender").
AMENDED AND RESTATED WARRANT To Purchase Common Stock of THOMAS GROUP, INC.Warrant Agreement • October 23rd, 2002 • Thomas Group Inc • Services-management consulting services • Texas
THIS AMENDED AND RESTATED WARRANT (this "Warrant") amends and restates that certain warrant, dated as of September 20, 2002, issued to General John T. Chain, Jr. This Warrant certifies that, for ten and 00/100 dollars ($10.00) and other value received, the receipt and sufficiency of which is hereby acknowledged, General John T. Chain, Jr., an individual, or registered assigns (the "Holder"), is the registered owner and is entitled, subject to the terms and conditions of this Warrant, from the date hereof until the date which is five (5) years after the date on which this Warrant is issued (the "Expiration Date"), to purchase 434,899 shares of common stock, $0.01 par value per share (the "Common Stock"), of Thomas Group, Inc., a Delaware corporation (the "Company"), at a purchase price per share equal to $0.30 (the "Exercise Price"). The number of shares of Common Stock which may be received upon the exercise of this Warrant and the price to be paid for each share of Common Stock are su
RECITALSEmployment Agreement • May 11th, 2001 • Thomas Group Inc • Services-management consulting services • Texas
THIRD AMENDMENT TO LOAN AGREEMENTLoan Agreement • March 31st, 2008 • Thomas Group Inc • Services-management consulting services • Texas
This Third Amendment to Loan Agreement (this "Amendment") is executed effective November 9, 2007, by and between THOMAS GROUP, INC., a Delaware corporation ("Borrower") and JPMORGAN CHASE BANK, N.A., a national banking association ("Lender").
March 24, 2011 Mr. Michael E. McGrath 15116 Vizcaya Drive Dallas, TX 75248 Re: Third Amendment to Terms and Conditions of Employment Dear Michael:Terms and Conditions of Employment • March 24th, 2011 • Thomas Group Inc • Services-management consulting services
This letter will evidence the terms and conditions relating to an amendment of the letter agreement entered into by Thomas Group, Inc. (the "Company") and you dated February 19, 2008, as previously amended by the Amendment to Terms and Conditions of Employment entered into by the Company and you and dated March 3, 2009 (the Employment Letter") and subsequently amended March 2, 2010.
QuickLinks -- Click here to rapidly navigate through this documentRetention Pay Agreement • March 24th, 2011 • Thomas Group Inc • Services-management consulting services • Texas
Thomas Group, Inc. (the "Company") has determined that you are part of the team that is essential to the continuity of its operations and its future success. In order to encourage you to enhance and preserve the value of the Company and to ensure your continuing support, the Company considers it appropriate to provide you with a retention pay agreement (this "Agreement") on and subject to the terms and conditions set forth below:
SEVERANCE AGREEMENTSeverance Agreement • March 30th, 2004 • Thomas Group Inc • Services-management consulting services • Texas
This Severance Agreement, dated as of February 19, 2004 ("Agreement"), by and between Thomas Group, Inc., a Delaware corporation (the "Company") and Toby Marion ("Employee").
W I T N E S S E T HRights Agreement • August 16th, 1999 • Thomas Group Inc • Services-management consulting services • Delaware
LOAN AGREEMENTLoan Agreement • August 20th, 2004 • Thomas Group Inc • Services-management consulting services • Texas
As of October 17, 2002Revolving Credit Loan Agreement • October 23rd, 2002 • Thomas Group Inc • Services-management consulting services • Texas
First Amended and Restated Revolving Credit Loan Agreement dated as of December 4, 1996, by and between Thomas Group, Inc. (the "Borrower") and Comerica Bank-Texas, a Texas banking institution (the "Lender") (as such agreement has been and may be further amended, restated or otherwise modified from time to time, the "Loan Agreement"). All capitalized terms used herein, unless otherwise defined herein, shall have the same meaning as in the Loan Agreement.
Thomas Group, Inc. NOTE AND WARRANT PURCHASE AGREEMENT September 20, 2002Note and Warrant Purchase Agreement • October 3rd, 2002 • Thomas Group Inc • Services-management consulting services • Texas
This Note and Warrant Purchase Agreement (this "Agreement") is made as of September 20, 2002, by and between Thomas Group, Inc., a Delaware corporation (the "Company"), and General John T. Chain, Jr., an individual (the "Purchaser").
