EXECUTION COPY SHARE EXCHANGE AND TERMINATION AGREEMENT SHARE EXCHANGE AND TERMINATION AGREEMENT, dated as of December 18, 1997 ("Agreement"), among IPC Information Systems, Inc., a Delaware corpora tion ("IPC"), International Exchange Network Ltd....Share Exchange Agreement • December 24th, 1997 • Ipc Information Systems Inc • Telephone & telegraph apparatus • New York
EXECUTION COPY STOCKHOLDERS AGREEMENT AGREEMENT, dated as of December 18, 1997 by and between Arizona Acquisition Corp., a Delaware corporation ("Merger Subsidiary"), and the other parties signatory hereto (each, a "Stockholder"). Capitalized terms...Stockholders Agreement • December 24th, 1997 • Ipc Information Systems Inc • Telephone & telegraph apparatus • Delaware
EXECUTION COPY AMENDED AND RESTATED EMPLOYMENT AGREEMENT ----------------------------------------- THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT, dated as of the 18th day of December 1997 (the "Agreement"), by and among David Walsh (the "Executive")...Employment Agreement • December 24th, 1997 • Ipc Information Systems Inc • Telephone & telegraph apparatus • New York
BETWEENMerger Agreement • December 24th, 1997 • Ipc Information Systems Inc • Telephone & telegraph apparatus • Delaware
ANDInvestors Agreement • December 24th, 1997 • Ipc Information Systems Inc • Telephone & telegraph apparatus • Delaware
EXECUTION COPY AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT, dated as of the 18 day of December 1997 (the "Agreement"), by and between Richard P. Kleinknecht (the "Executive") and IPC Information Systems,...Employment Agreement • December 24th, 1997 • Ipc Information Systems Inc • Telephone & telegraph apparatus • New York
b) the work performed by its employees, including any Pooled Employees for IPC as provided hereunder; (c) any occurrence which happens in or about the area where the IPC work is performed and related to the performance of work for IPC by the Pooled...Labor Pool Agreement • December 24th, 1997 • Ipc Information Systems Inc • Telephone & telegraph apparatus • New York
i) In the event of a material default by the other party in the performance of its obligations hereunder, which default is not cured within five (5) days after the receipt of written notice thereof; or (ii) In the event the other party files a...Corporate Opportunity Agreement • December 24th, 1997 • Ipc Information Systems Inc • Telephone & telegraph apparatus • New York
EXECUTION COPY AMENDED AND RESTATED EMPLOYMENT AGREEMENT ----------------------------------------- THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT, dated as of the 18th day of December 1997 (the "Agreement"), by and between Peter J. Kleinknecht (the...Employment Agreement • December 24th, 1997 • Ipc Information Systems Inc • Telephone & telegraph apparatus • New York
