RECITALS:Escrow Agreement • May 15th, 1998 • Atc Communications Group Inc • Services-business services, nec • New York
Contract Type FiledMay 15th, 1998 Company Industry Jurisdiction
FIRST AMENDMENT TO PLEDGE AGREEMENTPledge Agreement • May 15th, 1998 • Atc Communications Group Inc • Services-business services, nec • Texas
Contract Type FiledMay 15th, 1998 Company Industry Jurisdiction
PROMISSORY NOTEPromissory Note • May 15th, 1998 • Atc Communications Group Inc • Services-business services, nec • Texas
Contract Type FiledMay 15th, 1998 Company Industry Jurisdiction
W I T N E S S E T H:Stock Pledge Agreement • May 15th, 1998 • Atc Communications Group Inc • Services-business services, nec • Texas
Contract Type FiledMay 15th, 1998 Company Industry Jurisdiction
RECITALSRegistration Rights Agreement • May 15th, 1998 • Atc Communications Group Inc • Services-business services, nec • Delaware
Contract Type FiledMay 15th, 1998 Company Industry Jurisdiction
IRREVOCABLE PROXY AGREEMENT Each undersigned stockholder of IQI, Inc., a New York corporation (the "COMPANY"), hereby irrevocably appoints Michael G. Santry and Matthew Waller, and each of them, or any other designee of ATC Communications Group, Inc.,...Irrevocable Proxy Agreement • May 15th, 1998 • Atc Communications Group Inc • Services-business services, nec • New York
Contract Type FiledMay 15th, 1998 Company Industry Jurisdiction
CONFORMED COPY THE INDEBTEDNESS EVIDENCED BY THIS INSTRUMENT IS SUBORDINATED TO THE PRIOR PAYMENT IN FULL OF THE SENIOR OBLIGATIONS AS SUCH TERM IS DEFINED IN THE SUBORDINATION AND INTERCREDITOR AGREEMENT DATED AS OF MAY 4, 1998 BY AND BETWEEN BANK...Security Agreement • May 15th, 1998 • Atc Communications Group Inc • Services-business services, nec • Texas
Contract Type FiledMay 15th, 1998 Company Industry Jurisdiction
AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (this "AGREEMENT") is entered into as of April 7, 1998 by and among IQI, Inc., a New York corporation (the "COMPANY"), ATC Communications Group, Inc., a Delaware corporation ("BUYER"), and...Merger Agreement • May 15th, 1998 • Atc Communications Group Inc • Services-business services, nec • New York
Contract Type FiledMay 15th, 1998 Company Industry Jurisdiction
STOCKHOLDERS AGREEMENTStockholders Agreement • May 15th, 1998 • Atc Communications Group Inc • Services-business services, nec • Delaware
Contract Type FiledMay 15th, 1998 Company Industry Jurisdiction
SUBORDINATION AND INTERCREDITOR AGREEMENT BETWEEN THAYER EQUITY INVESTORS III, L.P. AND BANK ONE, TEXAS, N.A.Subordination and Intercreditor Agreement • May 15th, 1998 • Atc Communications Group Inc • Services-business services, nec • Texas
Contract Type FiledMay 15th, 1998 Company Industry Jurisdiction
R E C I T A L S:Reimbursement and Indemnification Agreement • May 15th, 1998 • Atc Communications Group Inc • Services-business services, nec
Contract Type FiledMay 15th, 1998 Company Industry
RECITALSSecurities Purchase and Registration Rights Agreement • May 15th, 1998 • Atc Communications Group Inc • Services-business services, nec • Delaware
Contract Type FiledMay 15th, 1998 Company Industry Jurisdiction