AGREEMENT AND PLAN OF MERGERMerger Agreement • December 9th, 1997 • Davel Communications Group Inc • Communications services, nec • Georgia
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONMerger Agreement • July 22nd, 1998 • Davel Communications Group Inc • Communications services, nec • New York
ARTICLE IVoting Agreement • June 23rd, 1998 • Davel Communications Group Inc • Communications services, nec • Ohio
PAY TELEPHONE AMERICA, LTD. & TELALEASING ENTERPRISES, INC.Asset Purchase Agreement • April 1st, 1997 • Davel Communications Group Inc • Communications services, nec • Texas
EXHIBIT 10.4 REVISED EMPLOYMENT CONTRACT THIS AGREEMENT made by and between DAVEL COMMUNICATIONS GROUP, INC., an Illinois Corporation, hereinafter called "Employer" or "Davel," and Paul Demirdjian, hereinafter called "Employee". In consideration of...Employment Agreement • April 1st, 1997 • Davel Communications Group Inc • Communications services, nec • Illinois
EXHIBIT 10.16 EMPLOYMENT AGREEMENT THIS AGREEMENT ("Agreement") is made and entered into effective the first day of June, 1998 by and between Davel Communications Group, Inc. ("Company" or "Employer") and Paul Demirdjian ("Executive" or "Employee")....Employment Agreement • August 18th, 1998 • Davel Communications Group Inc • Communications services, nec • Florida
If the Percentage ABTP the range of percentages Growth for Year is for determining option awards shall be --------------------------------------------------------------------------- 0 to 17% 10% to 20%...Employment Agreement • April 1st, 1997 • Davel Communications Group Inc • Communications services, nec • Illinois
andRights Agreement • April 30th, 1998 • Davel Communications Group Inc • Communications services, nec • Delaware
EXHIBIT 10.15 EMPLOYMENT AGREEMENT THIS AGREEMENT ("Agreement") is made and entered into effective the first day of June, 1998 by and between Davel Communications Group, Inc. ("Company" or "Employer") and Michael E. Hayes ("Executive" or "Employee")....Employment Agreement • August 18th, 1998 • Davel Communications Group Inc • Communications services, nec
EXHIBIT 10.1 STOCK PURCHASE AGREEMENT by and between SAMSTOCK, L.L.C.Stock Purchase Agreement • June 23rd, 1998 • Davel Communications Group Inc • Communications services, nec • Illinois
EXHIBIT 10.1 CREDIT AGREEMENTCredit Agreement • February 18th, 1998 • Davel Communications Group Inc • Communications services, nec • Missouri
COTTONWOOD VENTURES, LC & TELALEASING ENTERPRISES, INC.Asset Purchase Agreement • April 1st, 1997 • Davel Communications Group Inc • Communications services, nec • Illinois
SUNTEL & TELALEASING ENTERPRISES, INC.Asset Purchase Agreement • April 1st, 1997 • Davel Communications Group Inc • Communications services, nec • Maryland
EXHIBIT 10.1 CORPORATE GOVERNANCE, LIQUIDITY AND VOTING AGREEMENT This CORPORATE GOVERNANCE, LIQUIDITY AND VOTING AGREEMENT, by and among UBS Capital II LLC ("UBS"), Davel Communications Group, Inc. ("Davel"), Davel Holdings, Inc. ("Holdings"), and...Corporate Governance • July 22nd, 1998 • Davel Communications Group Inc • Communications services, nec • New York
REVOLVING NOTERevolving Note • February 18th, 1998 • Davel Communications Group Inc • Communications services, nec • Missouri
For value received, DAVEL COMMUNICATIONS GROUP, INC., an Illinois corporation, ("Borrower"), promises to pay to the order of LASALLE NATIONAL BANK, or to any subsequent holder hereof, (in any case, "Holder"), the principal amount of TWO MILLION FOUR HUNDRED THOUSAND DOLLARS ($2,400,000.00) or such lesser principal amount as has been advanced to Borrower under the terms of the Credit Facilities Agreement dated as of even date herewith, among Borrower, NationsBank, N.A., as Administrative Agent for the ratable benefit of itself and each of the other Lenders ("Administrative Agent"), Suntrust Bank, Tampa Bay, as Documentation Agent and a Lender, and the other Lenders (as it may be amended, restated, extended, renewed, replaced, or otherwise modified from time to time, the "Credit Agreement"), together with interest thereon, as provided herein. All capitalized terms used and not otherwise defined herein have the meanings given them in the Credit Agreement.
THIRD AMENDMENT to CREDIT AGREEMENT among NATIONSBANK, N.A., as "Administrative Agent", SUNTRUST BANK, TAMPA BAY, as Documentation Agent, LASALLE NATIONAL BANK, as Co-Agent, and NATIONSBANK, N.A., SUNTRUST BANK, TAMPA BAY, AND LASALLE NATIONAL BANK...Credit Agreement • August 18th, 1998 • Davel Communications Group Inc • Communications services, nec • Missouri
WHEREAS, giving effect to the closing of the transactions contemplated by each of the Stock Purchase Agreements, each of Investor and Shareholder beneficially owns the number of shares of Common Stock, and options to purchase shares of Common Stock,...Shareholders Agreement • August 18th, 1998 • Davel Communications Group Inc • Communications services, nec • Illinois
EXHIBIT 10.7 TERM NOTETerm Note • February 18th, 1998 • Davel Communications Group Inc • Communications services, nec
For value received, DAVEL COMMUNICATIONS GROUP, INC., an Illinois corporation ("Borrower"), promises to pay to the order of LASALLE NATIONAL BANK, or to any subsequent holder hereof (in any case, "Holder"), the principal amount of SEVENTEEN MILLION SIX HUNDRED THOUSAND DOLLARS ($17,600,000.00), which amount Borrower acknowledges has been advanced to Borrower under the terms of the Credit Facilities Agreement dated as of even date herewith, among Borrower, NationsBank, N.A., as Administrative Agent for the ratable benefit of itself and each of the other Lenders ("Administrative Agent"), Suntrust Bank, Tampa Bay, as Documentation Agent and a Lender, and the other Lenders (as it may be amended, restated, extended, renewed, replaced, or otherwise modified from time to time, the "Credit Agreement"). All capitalized terms used and not otherwise defined herein have the meanings given them in the Credit Agreement.
EXHIBIT 10.2 TERMINATION OPTION AGREEMENTTermination Option Agreement • July 22nd, 1998 • Davel Communications Group Inc • Communications services, nec
EXHIBIT 10.9 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT ("Agreement") dated December 20, 1996 is by and among the following: a) SKYLINK TELECOMMUNICATIONS CORPORATION, a Nevada Corporation herein referred to as the "Buyer"; and b) COMTEL...Stock Purchase Agreement • April 1st, 1997 • Davel Communications Group Inc • Communications services, nec • Illinois
ARTICLE III REPRESENTATIONS AND WARRANTIES OF PHONETELMerger Agreement • June 23rd, 1998 • Davel Communications Group Inc • Communications services, nec
EXHIBIT 10.3 REVOLVING NOTERevolving Note • February 18th, 1998 • Davel Communications Group Inc • Communications services, nec
For value received, DAVEL COMMUNICATIONS GROUP, INC., an Illinois corporation, ("Borrower"), promises to pay to the order of SUNTRUST BANK, TAMPA BAY, or to any subsequent holder hereof, (in any case, "Holder"), the principal amount of SIX MILLION THREE HUNDRED THOUSAND DOLLARS ($6,300,000.00) or such lesser principal amount as has been advanced to Borrower under the terms of the Credit Facilities Agreement dated as of even date herewith, among Borrower, NationsBank, N.A., as Administrative Agent for the ratable benefit of itself and each of the other Lenders ("Administrative Agent"), Suntrust Bank, Tampa Bay, as Documentation Agent and a Lender, and the other Lenders (as it may be amended, restated, extended, renewed, replaced, or otherwise modified from time to time, the "Credit Agreement"), together with interest thereon, as provided herein. All capitalized terms used and not otherwise defined herein have the meanings given them in the Credit Agreement.
EXHIBIT 10.1 $25,000,000 REVOLVING AND TERM LOAN FACILITY PROVIDED BY THE BOATMEN'S NATIONAL BANK OF ST. LOUIS TO DAVEL COMMUNICATIONS GROUP, INC.Revolving and Term Loan Facility • April 1st, 1997 • Davel Communications Group Inc • Communications services, nec • Missouri
TERM NOTETerm Note • February 18th, 1998 • Davel Communications Group Inc • Communications services, nec
For value received, DAVEL COMMUNICATIONS GROUP, INC., an Illinois corporation ("Borrower"), promises to pay to the order of NATIONSBANK, N.A., or to any subsequent holder hereof (in any case, "Holder"), the principal amount of FORTY SIX MILLION TWO HUNDRED THOUSAND DOLLARS ($46,200,000.00), which amount Borrower acknowledges has been advanced to Borrower under the terms of the Credit Facilities Agreement dated as of even date herewith, among Borrower, NationsBank N.A., as Administrative Agent for the ratable benefit of itself and each of the other Lenders ("Administrative Agent"), Suntrust Bank, Tampa Bay, as Documentation Agent and a Lender, and the other Lenders (as it may be amended, restated, extended, renewed, replaced, or otherwise modified from time to time, the "Credit Agreement"). All capitalized terms used and not otherwise defined herein have the meanings given them in the Credit Agreement.
EXHIBIT 10.11 INVESTMENT AGREEMENT -------------------- Investment Agreement dated June 29, 1998 (this "Agreement"), among Davel Communications Group, Inc., an Illinois corporation (the "Company"), Samstock, L.L.C., a Delaware limited liability...Investment Agreement • August 18th, 1998 • Davel Communications Group Inc • Communications services, nec • Illinois
