GTCR GOLDER RAUNER, LLC 6100 Sears Tower Chicago, Illinois 60606-6402Tender Offer Agreement • May 10th, 2005 • GTCR Fund Vii Lp • Services-business services, nec • Delaware
This letter agreement is submitted by GTCR Fund VII, L.P., GTCR Fund VII/A, L.P., GTCR Co-Invest, L.P. and GTCR Capital Partners, L.P. (collectively, “GTCR”) to TNS, Inc., a Delaware corporation (the “Company”) in connection with the Company’s tender offer to purchase an aggregate of nine (9) million shares of common stock of the Company (“Common Stock”) at a price not less than $18.00 per share or greater than $18.50 per share (the “Tender Offer”). This letter sets forth GTCR’s agreed terms with respect to the Tender Offer.
SCHEDULE 13D JOINT FILING AGREEMENTJoint Filing Agreement • May 10th, 2005 • GTCR Fund Vii Lp • Services-business services, nec
In accordance with the requirements of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and subject to the limitations set forth therein, the parties set forth below agree to jointly file the Schedule 13D to which this joint filing agreement is attached, and have duly executed this joint filing agreement as of the date set forth below.
