INTERNATIONAL TECHNOLOGY CORP. ____________________ REGISTRATION RIGHTS AGREEMENT DATED AS OF NOVEMBER 20, 1996Registration Rights Agreement • December 3rd, 1996 • Tc Group LLC • Hazardous waste management • California
RecitalsEscrow Agreement • September 3rd, 2002 • Tc Group LLC • Services-engineering services • Delaware
ARTICLE 1Voting Agreement • September 3rd, 2002 • Tc Group LLC • Services-engineering services • Delaware
EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(f) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the...Joint Filing Agreement • May 9th, 2002 • Tc Group LLC • Services-health services
In accordance with Rule 13d-1(f) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $.01 per share, of Sight Resource Corporation, a Delaware corporation, and that this Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
WARRANT AGREEMENT dated as of November 20, 1996 between International Technology Corporation, a Delaware corporation (the "Company") and Carlyle Partners II, L.P. ("CPII"), a Delaware limited partnership, Carlyle Partners ---- III, L.P. ("CPIII"), a...Warrant Agreement • December 3rd, 1996 • Tc Group LLC • Hazardous waste management • California
W I T N E S S E T H:Escrow Agreement • January 21st, 1999 • Tc Group LLC • Services-prepackaged software • California
by and amongCommon Stock Purchase Agreement • January 3rd, 2003 • Tc Group LLC • Services-health services • Delaware
AGREEMENTShareholders' Agreement • January 21st, 1999 • Tc Group LLC • Services-prepackaged software • New York
EXHIBIT 4 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 24th, 1997 • Tc Group LLC • Services-medical laboratories • New York
Exhibit A SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 23rd, 2003 • Tc Group LLC • Wholesale-machinery, equipment & supplies • New York
EXHIBIT 1 ---------Voting Agreement • July 10th, 2001 • Tc Group LLC • Services-medical laboratories • Delaware
EXHIBIT 2 SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 24th, 1997 • Tc Group LLC • Services-medical laboratories • New York
RECITALSInvestor Rights Agreement • June 23rd, 2003 • Tc Group LLC • Wholesale-machinery, equipment & supplies • New York
JOINT FILING AGREEMENTJoint Filing Agreement • December 5th, 1997 • Tc Group LLC • Services-health services
EXHIBIT D REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "Agreement") is made and entered into as of August 22, 2002 by and among URS Corporation, a Delaware corporation (the "Corporation"), Blum Strategic Partners, L.P. ("Blum...Registration Rights Agreement • September 3rd, 2002 • Tc Group LLC • Services-engineering services • Delaware
JOINT FILING AGREEMENTJoint Filing Agreement • January 11th, 2000 • Tc Group LLC • Services-prepackaged software
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Amendment No. 3 to Schedule 13D referred to below) on behalf of each of them of a statement on the Amendment No. 3 to Schedule 13D (including amendments thereto) with respect to the common stock, par value $.001 per share, of SourcingLink.net, Inc., a Delaware corporation, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
Exhibit C STANDSTILL AGREEMENT This STANDSTILL AGREEMENT, dated as of December 21, 2001 (this "Agreement"), is entered into by and among Aviall, Inc., a Delaware corporation (the "Company"), Carlyle Partners III, L.P., a Delaware limited partnership...Standstill Agreement • June 23rd, 2003 • Tc Group LLC • Wholesale-machinery, equipment & supplies • New York
AVIALL, INC.Registration Rights Agreement • June 23rd, 2003 • Tc Group LLC • Wholesale-machinery, equipment & supplies • New York
VOTING AGREEMENT (C-IP)Voting Agreement • October 24th, 1997 • Tc Group LLC • Services-medical laboratories • Delaware
EXHIBIT 1Joint Filing Agreement • December 3rd, 1996 • Tc Group LLC • Hazardous waste management
June 17, 1998 Dear Series A Investors: This letter sets forth the terms of an agreement in principle between QCS Corporation (the "Corporation") and the holders (the "Series A Investors") of Series A Preferred Stock (the "Series A Preferred Stock") of...Recapitalization Agreement • January 21st, 1999 • Tc Group LLC • Services-prepackaged software
JOINT FILING AGREEMENTJoint Filing Agreement • January 3rd, 2003 • Tc Group LLC • Services-health services
WARRANT AGREEMENT BETWEENWarrant Agreement • October 24th, 1997 • Tc Group LLC • Services-medical laboratories • New York
RECITALSConversion Agreement • June 23rd, 2003 • Tc Group LLC • Wholesale-machinery, equipment & supplies • New York
JOINT FILING AGREEMENTJoint Filing Agreement • January 21st, 1999 • Tc Group LLC • Services-prepackaged software
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Amendment No. 1 to Schedule 13D referred to below) on behalf of each of them of a statement on the Amendment No. 1 to Schedule 13D (including amendments thereto) with respect to the common stock, par value $.001 per share, of QCS Corporation, a Delaware corporation, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(f) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the...Joint Filing Agreement • October 3rd, 2003 • Tc Group LLC • Services-engineering services
In accordance with Rule 13d-1(f) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D/A referred to below) on behalf of each of them of a statement on Schedule 13D/A with respect to the Common Stock of beneficial interest of URS Corporation, a Delaware corporation, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
AMENDMENT NO. 1 TOSecurities Purchase Agreement • December 3rd, 1996 • Tc Group LLC • Hazardous waste management
EXHIBIT 2 PARENT VOTING AGREEMENT PARENT VOTING AGREEMENT (this "Agreement"), dated as of January 15, 1998, among International Technology Corporation, a Delaware corporation ("Parent"), the undersigned stockholders (the "Stockholders") of Parent and...Parent Voting Agreement • February 9th, 1998 • Tc Group LLC • Hazardous waste management • Delaware
July 29, 1997 Cooley Godward Castro Huddleson & Tatum Five Palo Alto Square 3000 El Camino Real Palo Alto, CA 94306-2155 Ladies and Gentlemen: Reference is made to the Escrow Agreement, dated June 17, 1996, by and between Marcel van Heesewijk...Escrow Agreement • January 21st, 1999 • Tc Group LLC • Services-prepackaged software
EXHIBIT 1 JOINT FILING AGREEMENT ----------------------Joint Filing Agreement • October 7th, 1996 • Tc Group LLC • Wholesale-electronic parts & equipment, nec
In accordance with Rule 13d-1(f) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $.01 per share, of HighwayMaster Communications, Inc., a Delaware corporation, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
AGREEMENT AMONG PARTNERSHIPS (CP II)Agreement Among Partnerships • December 3rd, 1996 • Tc Group LLC • Hazardous waste management • Delaware
EXHIBIT C MANAGEMENT RIGHTS AND STANDSTILL AGREEMENT This Management Rights and Standstill Agreement (this "Agreement") is made and entered into as of August 22, 2002 by and among URS Corporation, a Delaware corporation (the "Company"); Carlyle-EG&G,...Management Rights and Standstill Agreement • September 3rd, 2002 • Tc Group LLC • Services-engineering services • Delaware
ENCORE MEDICAL CORPORATION INVESTORS RIGHTS AGREEMENTInvestors Rights Agreement • October 15th, 2004 • Tc Group LLC • Orthopedic, prosthetic & surgical appliances & supplies • Delaware
This Investors Rights Agreement (this “Agreement”) is made and entered into as of the 4th day of October, 2004 by and among Encore Medical Corporation, a Delaware corporation (the “Company”), and holders of the Company’s Common Stock listed on Exhibit A attached hereto (“Empi Principal Shareholders”).
EXHIBIT 3 PUT AND RIGHT OF FIRST REFUSAL AGREEMENT THIS PUT AND RIGHT OF FIRST REFUSAL AGREEMENT is made and entered into as of the 31 day of December 2002 (this "Agreement"), by and among Dino Tabacchi ("Tabacchi"), La Sesta S.A., a Luxembourg...Put and Right of First Refusal Agreement • January 3rd, 2003 • Tc Group LLC • Services-health services • Delaware
by and amongMerger Agreement • September 3rd, 2002 • Tc Group LLC • Services-engineering services • Delaware
