EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement"), is made as of this 12th day of February, 1998, effective as of October 13, 1997 (the "Effective Date") by and between THE PROFIT RECOVERY GROUP INTERNATIONAL I, INC., a Georgia corporation...Employment Agreement • March 16th, 1998 • Profit Recovery Group International Inc • Services-engineering, accounting, research, management • Georgia
EXHIBIT 10.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), is entered into as of March 17, 2006, by and among PRG- Schutlz International, Inc., a Georgia corporation (the "COMPANY"), and the holders listed on the...Registration Rights Agreement • May 18th, 2006 • PRG Schultz International Inc • Services-engineering, accounting, research, management • New York
1 EXHIBIT 10.30 LEASE AGREEMENT by and betweenLease Agreement • February 13th, 1998 • Profit Recovery Group International Inc • Services-engineering, accounting, research, management • Georgia
EXHIBIT 10.4 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement"), is made as of the 17th day of October, 1997, effective as of January 1, 1997 (the "Effective Date"), by and between THE PROFIT RECOVERY GROUP INTERNATIONAL I, INC., a Georgia...Employment Agreement • November 7th, 1997 • Profit Recovery Group International Inc • Services-engineering, accounting, research, management • Georgia
EXHIBIT 10.2 CONSULTING AGREEMENT This Consulting Agreement (the "AGREEMENT") is entered into as of this 7th day of October, 1997, between THE PROFIT RECOVERY GROUP INTERNATIONAL, INC., a Georgia corporation (the "COMPANY") and Lieb Finance SA, a...Consulting Agreement • November 7th, 1997 • Profit Recovery Group International Inc • Services-engineering, accounting, research, management • Georgia
RECITALSPledge Agreement • March 23rd, 2006 • PRG Schultz International Inc • Services-engineering, accounting, research, management • New York
ARTICLE I.Stock Purchase Agreement • August 26th, 2002 • PRG Schultz International Inc • Services-engineering, accounting, research, management • Delaware
EXHIBIT 99.3 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is entered into as of July __, 2005 (the "Effective Date") among PRG-SCHULTZ USA, INC., a Georgia corporation (the "Company"), PRG-SCHULTZ INTERNATIONAL, INC., a Georgia...Option Agreement • July 25th, 2005 • PRG Schultz International Inc • Services-engineering, accounting, research, management • Georgia
ARTICLE 1 PURCHASE AND SALE OF PURCHASED ASSETSAsset Purchase Agreement • August 12th, 1998 • Profit Recovery Group International Inc • Services-engineering, accounting, research, management • Georgia
EXHIBIT 10.31 SERVICES AGREEMENT Agreement entered into this 7th day of April, 1993 by and between Kmart Corporation, having its address at 3100 W. Big Beaver Troy, MI (hereinafter referred to as "Kmart") and The Profit Recovery Group, Inc./Roy Greene...Services Agreement • February 13th, 1998 • Profit Recovery Group International Inc • Services-engineering, accounting, research, management • Michigan
EXHIBIT 10.4 SECURITY AGREEMENT This SECURITY AGREEMENT (this "Agreement") is made this 17th day of March, 2006, among Grantors listed on the signature pages hereof and those additional entities that hereafter become parties hereto by executing the...Security Agreement • May 18th, 2006 • PRG Schultz International Inc • Services-engineering, accounting, research, management • New York
SHARE PURCHASE AGREEMENTShare Purchase Agreement • October 22nd, 1997 • Profit Recovery Group International Inc • Services-engineering, accounting, research, management
EXHIBIT 10.4 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT is made and entered into as of _____ day of ___________________, 20__, between PRG- SCHULTZ INTERNATIONAL, INC., a Georgia corporation (the "Corporation"), and ________________ (the...Indemnification Agreement • March 5th, 2004 • PRG Schultz International Inc • Services-engineering, accounting, research, management • Georgia
CREDIT AGREEMENTCredit Agreement • January 23rd, 2002 • Profit Recovery Group International Inc • Services-engineering, accounting, research, management • Georgia
EXHIBIT 10.1 ESCROW AGREEMENT THIS ESCROW AGREEMENT (the "Escrow Agreement") is made as of _________________, 2001, by and among THE PROFIT RECOVERY GROUP INTERNATIONAL, INC., a Georgia corporation ("PRGX"), HOWARD SCHULTZ & ASSOCIATES INTERNATIONAL,...Escrow Agreement • September 7th, 2001 • Profit Recovery Group International Inc • Services-engineering, accounting, research, management • Georgia
THE PROFIT RECOVERY GROUP INTERNATIONAL, INC.Registration Rights Agreement • September 2nd, 1999 • Profit Recovery Group International Inc • Services-engineering, accounting, research, management • Georgia
11% Senior Notes due 2011 INDENTUREIndenture • March 23rd, 2006 • PRG Schultz International Inc • Services-engineering, accounting, research, management • New York
10% Senior Convertible Notes due 2011 INDENTUREPRG Schultz International Inc • February 28th, 2006 • Services-engineering, accounting, research, management • New York
EXHIBIT 10.65 FIRST AMENDMENT OF LEASE This FIRST AMENDMENT OF LEASE (this "Amendment") is entered into this 19th day of April, 2002, by and between GALLERIA 600, LLC ("Landlord") and PRG-SCHULTZ INTERNATIONAL, INC. ("Tenant"). W I T N E S S E T H:...Lease • March 17th, 2003 • PRG Schultz International Inc • Services-engineering, accounting, research, management
ANDCredit Agreement • December 13th, 2004 • PRG Schultz International Inc • Services-engineering, accounting, research, management • Georgia
COMMON STOCKProfit Recovery Group International Inc • December 3rd, 1998 • Services-engineering, accounting, research, management • California
EXHIBIT 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is entered into as of June 19, 2006 (the "Effective Date"), among PRG-SCHULTZ USA, INC., a Georgia corporation (the "Company"), PRG-SCHULTZ INTERNATIONAL, INC., a Georgia...Employment Agreement • June 20th, 2006 • PRG Schultz International Inc • Services-engineering, accounting, research, management • Georgia
1 EXHIBIT 10.2 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT ("Separation Agreement") is entered into this January 31, 2001, by and among SCOTT L. COLABUONO ("Colabuono") and THE PROFIT RECOVERY GROUP INTERNATIONAL, INC., a Georgia corporation...Separation Agreement • May 10th, 2001 • Profit Recovery Group International Inc • Services-engineering, accounting, research, management
1 EXHIBIT 10.2 SUBLEASE AGREEMENT THIS AGREEMENT is made this _________ day of May, 1998, by and between Electrolux, LLC, a Delaware limited liability company, f/k/a Electrolux Corporation, a Delaware corporation with an office at 2300 Windy Ridge...Sublease Agreement • November 12th, 1998 • Profit Recovery Group International Inc • Services-engineering, accounting, research, management
EXHIBIT 10.4 SUBORDINATION AGREEMENT THIS SUBORDINATION AGREEMENT ("Agreement") is made this 27th day of August, 2002, by and among PRG-Schultz International, Inc., a Georgia corporation ("PRGX") and Blum Strategic Partners II, L.P. and Blum Strategic...Subordination Agreement • November 13th, 2002 • PRG Schultz International Inc • Services-engineering, accounting, research, management • Delaware
ARTICLE II REPRESENTATIONS AND WARRANTIES OF THE HOLDERSShareholder Agreement • March 15th, 2002 • PRG Schultz International Inc • Services-engineering, accounting, research, management • Georgia
RECITALSForbearance Agreement • March 23rd, 2006 • PRG Schultz International Inc • Services-engineering, accounting, research, management • Georgia
CONFIDENTIAL TREATMENT REQUESTED Confidential Portions of This Agreement Which Have Been Redacted Are Marked With Brackets ("[***]"). The Omitted Material Has Been Filed Separately With The United States Securities and Exchange Commission. PRG-Schultz...Confidential Treatment • May 15th, 2006 • PRG Schultz International Inc • Services-engineering, accounting, research, management
RECITALSFinancing Agreement • May 18th, 2006 • PRG Schultz International Inc • Services-engineering, accounting, research, management • New York
RECITALSSecurity Agreement • March 15th, 2002 • PRG Schultz International Inc • Services-engineering, accounting, research, management • Georgia
1 EXHIBIT 10.4 LEASE AGREEMENT by and betweenLease Agreement • November 12th, 1998 • Profit Recovery Group International Inc • Services-engineering, accounting, research, management • Georgia
EXHIBIT 2.1 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (the "Agreement") is made as of this 16th day of January, 2004 by and between PRG- Schultz USA, Inc., a Georgia corporation ("PRGUSA"), PRGRS, Inc., a Delaware corporation ("PRGRS"),...Asset Purchase Agreement • May 7th, 2004 • PRG Schultz International Inc • Services-engineering, accounting, research, management • Georgia
W I T N E S S E T H:Compensation Agreement • November 7th, 1997 • Profit Recovery Group International Inc • Services-engineering, accounting, research, management
EXHIBIT 10.7 INVESTOR RIGHTS AGREEMENT INVESTOR RIGHTS AGREEMENT (the "Agreement"), made as of August 27, 2002 by and among PRG-Schultz International, Inc., a Georgia corporation (the "Company"), Berkshire Fund V, Limited Partnership, a Massachusetts...Investor Rights Agreement • November 13th, 2002 • PRG Schultz International Inc • Services-engineering, accounting, research, management • Delaware
10% Senior Convertible Notes due 2011 INDENTUREIndenture • March 23rd, 2006 • PRG Schultz International Inc • Services-engineering, accounting, research, management • New York
