BY AND AMONGAgreement and Plan of Merger • January 9th, 2002 • D&e Communications Inc • Telephone communications (no radiotelephone) • Pennsylvania
EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement"), dated as of May 24, 2002 between Albert H. Kramer of 1932 Heatherton Drive, Lancaster, Pennsylvania 17601 (the "Executive") and D&E Communications, Inc. (the "Company"),...Employment Agreement • November 20th, 2002 • D&e Communications Inc • Telephone communications (no radiotelephone) • Pennsylvania
D&E/OMNIPOINT WIRELESS JOINT VENTURE, L.P.Loan Agreement • November 12th, 1998 • D&e Communications Inc • Telephone communications (no radiotelephone)
WITNESSETH: BACKGROUNDD&e Communications Inc • November 19th, 2002 • Telephone communications (no radiotelephone) • Pennsylvania
BY AND AMONGAsset Purchase Agreement • January 29th, 2003 • D&e Communications Inc • Telephone communications (no radiotelephone) • Delaware
RECITALS:Note Agreement • May 13th, 1997 • D&e Communications Inc • Telephone communications (no radiotelephone) • Pennsylvania
WITNESSETHSecurity Agreement • May 13th, 1997 • D&e Communications Inc • Telephone communications (no radiotelephone)
Exhibit 99.5 AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF MAY 24, 2002Credit Agreement • June 10th, 2002 • D&e Communications Inc • Telephone communications (no radiotelephone) • Colorado
RECITALSCredit Agreement • March 31st, 2003 • D&e Communications Inc • Telephone communications (no radiotelephone) • Colorado
CONTRACT BETWEENContract • March 24th, 2000 • D&e Communications Inc • Telephone communications (no radiotelephone) • Pennsylvania
EXHIBIT 10.2 CAPITAL CONTRIBUTION AGREEMENTCapital Contribution Agreement • November 12th, 1998 • D&e Communications Inc • Telephone communications (no radiotelephone) • New York
amongPartnership Interest Purchase Agreement • April 24th, 2002 • D&e Communications Inc • Telephone communications (no radiotelephone) • Pennsylvania
EXHIBIT 2.01 ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this "Agreement") is entered into on the 4th day of September, 1997 by and between D & E HOLDINGS, L.P., a Pennsylvania limited partnership ("Assignor"), and...Assignment and Assumption Agreement • September 19th, 1997 • D&e Communications Inc • Telephone communications (no radiotelephone) • Pennsylvania
EXHIBIT 10.14 CREDIT AGREEMENT DATED AS OF NOVEMBER 1, 2001Credit Agreement • April 24th, 2002 • D&e Communications Inc • Telephone communications (no radiotelephone) • Colorado
RECITALSLimited Guaranty Agreement • March 31st, 2003 • D&e Communications Inc • Telephone communications (no radiotelephone) • Pennsylvania
EMPLOYMENT AGREEMENTEmployment Agreement • December 23rd, 2008 • D&e Communications Inc • Telephone communications (no radiotelephone)
This amended and restated Agreement is effective as of December 17, 2008 by and, between D&E Communications, Inc., a Pennsylvania business corporation, having its principal office at 124 East Main Street, Ephrata, PA 17522-0458 ("D&E") and Albert H. Kramer, having an address of 1932 Heatherton Drive, Lancaster, PA 17601 ("Executive").
D&E Communications, Inc. Non-Compete AgreementNon-Compete Agreement • December 23rd, 2008 • D&e Communications Inc • Telephone communications (no radiotelephone) • Pennsylvania
This AGREEMENT is made this 17th day of December, 2008, by and between Leonard J. Beurer (“Employee”) and D&E Communications, Inc. (“Company”), as a condition of continued employment. In consideration of the Company’s extension of additional severance benefits to Employee, and Employee’s acceptance thereof, and in consideration of the mutual promises and covenants contained herein, the receipt and sufficiency of such consideration being hereby acknowledged, the parties, intending to be legally bound, agree as follows:
AFFILIATED INTEREST AGREEMENT between D&E TELEPHONE COMPANY and D&E WIRELESS, INC.Affiliated Interest Agreement • March 30th, 1998 • D&e Communications Inc • Telephone communications (no radiotelephone)
AGREEMENT Effective As Of September 1, 2001 by and between D&E SYSTEMS, INC. And VERIZON NORTH INC., f/k/a GTE NORTH INCORPORATED FOR THE COMMONWEALTH OF PENNSYLVANIAAgreement • March 14th, 2006 • D&e Communications Inc • Telephone communications (no radiotelephone) • Pennsylvania
This Agreement (“Agreement”) is effective as of September 1, 2001 (the “Effective Date”), between D&E Systems. Inc., (D&E), a corporation organized under the laws of the State of Delaware, with offices at 124 East Main Street, P.O. Box 458, Ephrata, Pennsylvania 17522-0458 and Verizon North Inc., f/k/a GTE North Incorporated (“Verizon”), a corporation organized under the laws of the State of Wisconsin with offices at 1717 Arch Street. Philadelphia, Pennsylvania 19103.
EXHIBIT 10.7 STOCK ACQUISITION AGREEMENT This Stock Acquisition Agreement (the "Agreement") is entered into as of November 3, 1997, by and between D & E Communications, Inc., a Pennsylvania corporation (the "Company"), and Southwestern Investments,...Stock Acquisition Agreement • March 31st, 2003 • D&e Communications Inc • Telephone communications (no radiotelephone) • Pennsylvania
THIRD AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF SEPTEMBER 19, 2006 By and Among D & E COMMUNICATIONS, INC., as Borrower, Each of the SUBSIDIARY GUARANTORS referred to herein, and COBANK, ACB, as Administrative Agent, a Lead Arranger and a...Credit Agreement • September 25th, 2006 • D&e Communications Inc • Telephone communications (no radiotelephone) • Colorado
This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of September 19, 2006, among D & E COMMUNICATIONS, INC., a Pennsylvania corporation (“Borrower”), each of the Subsidiaries of Borrower listed on the signature pages hereto and each additional Subsidiary of Borrower which hereafter becomes a guarantor of Borrower’s Obligations pursuant to Subsection 2.8 (collectively, “Subsidiary Guarantors” and, together with Borrower, “Loan Parties”), COBANK, ACB (in its individual capacity, (“CoBank”), as a Lender and in its capacity as Administrative Agent and Lead Arranger, and such other Lenders as may become a party to this Agreement. Capitalized terms used and not otherwise defined herein shall have the meanings given to them in Subsection 10.1 of this Agreement.
time, skill and attention to the business of the Company and its subsidiaries and shall not engage in any other business activity or have any other business affiliation, except with regard to (a) those business activities and affiliations in which the...D&e Communications Inc • March 31st, 2003 • Telephone communications (no radiotelephone) • Pennsylvania
RELEASE AND TERMINATION OF LIMITED GUARANTY AGREEMENTRelease and Termination of Limited Guaranty Agreement • March 13th, 2008 • D&e Communications Inc • Telephone communications (no radiotelephone) • Pennsylvania
This Release and Termination of Limited Guaranty Agreement (“Release”) dated as of January 2, 2008 is made by and among D & E COMMUNICATIONS, INC. (“D&E”), a Pennsylvania corporation, and CONESTOGA ENTERPRISES, INC. (“CEI”), a Pennsylvania corporation, each with offices in Ephrata, Lancaster County, Pennsylvania (hereinafter jointly referred to as “Guarantors”)
Exhibit 2.01Limited Partnership Agreement • December 2nd, 1997 • D&e Communications Inc • Telephone communications (no radiotelephone) • Delaware
Network Product Purchase Agreement Page 1Network Product Purchase Agreement • May 13th, 1997 • D&e Communications Inc • Telephone communications (no radiotelephone) • North Carolina
EXHIBIT 9.1 VOTING TRUST AGREEMENTVoting Trust Agreement • March 31st, 2003 • D&e Communications Inc • Telephone communications (no radiotelephone)
D&E COMMUNICATIONS, INC.Performance Restricted Shares Agreement • February 2nd, 2009 • D&e Communications Inc • Telephone communications (no radiotelephone)
The Grantee identified below has been granted an Award under the Performance Restricted Shares provisions of Article IV of the 2008 Long-Term Incentive Plan of D&E Communications, Inc. (the “Plan”). The purpose of this Agreement is to communicate to the Grantee the specific terms of that Award, to serve as evidence of the Plan rights that have been awarded, and to obtain the Grantee’s acknowledgment of the Award and agreement to be bound by the Plan’s provisions. This Agreement is to be interpreted and applied in conjunction with the provisions of the Plan document.
EXHIBIT 2.02Assignment and Assumption Agreement • September 19th, 1997 • D&e Communications Inc • Telephone communications (no radiotelephone) • Pennsylvania
EMPLOYMENT AGREEMENTEmployment Agreement • March 16th, 2005 • D&e Communications Inc • Telephone communications (no radiotelephone)
AGREEMENT made as of the 16th day of March, 2005, between D&E Communications, Inc., a Pennsylvania business corporation, having its principal office at 130 East Main Street, Ephrata, PA 17522-0458 ("D&E") and James W. Morozzi, having an address of 2602 Lloyd Lane, Eagleville, PA 19403 ("Executive").
AMENDMENTD&e Communications Inc • March 14th, 2007 • Telephone communications (no radiotelephone)
James W. Morozzi (“Executive”) and D&E Communications, Inc. (“Employer”) are parties to that certain Employment Agreement, dated March 16, 2005 (“Agreement”). The parties desire to amend the Employment Agreement to revise the change of control provisions, as set forth below.
Transaction Award AgreementTransaction Award Agreement • May 14th, 2009 • D&e Communications Inc • Telephone communications (no radiotelephone) • Pennsylvania
This Agreement, entered into as of this __ day of ______, 2009, by and between D&E Communications, Inc., a Pennsylvania corporation (the “Company”), and _____________, an adult individual and an employee of the Company (“Employee”).
EXHIBIT 10.1 Page 1 of 5 CONTRACT MODIFICATION #2 The AGREEMENT, made the 4th day of May A.D. 1994, by and between the County of Lancaster, PENNSYLVANIA, and Denver and Ephrata Telephone and Telegraph Company, ("D&E"), in which D&E agrees to furnish...D&e Communications Inc • November 10th, 1999 • Telephone communications (no radiotelephone)
AMENDMENT TO D&E COMMUNICATIONS, INC. PERFORMANCE RESTRICTED SHARE AWARD AGREEMENTSD&e Communications Inc • December 23rd, 2008 • Telephone communications (no radiotelephone)
THIS AMENDMENT to the D&E Communications, Inc. Performance Restricted Share Award Agreements, hereinafter individually and collectively called the “Agreement” is hereby executed this day of __________, 2008.
SECOND AMENDMENT TO INTRALATA COMPENSATION AGREEMENTIntralata Compensation Agreement • August 11th, 2008 • D&e Communications Inc • Telephone communications (no radiotelephone)
WHEREAS, the Independent Local Exchange Carriers (“Independent Companies”), entered into the “Telecommunications Services and Facilities Agreement” (“TS&F Agreement”) with The Bell Telephone Company of Pennsylvania now known as Verizon Pennsylvania, Inc. (“Verizon”) effective on January 1, 1986;
RECITALSSuit Agreement • March 31st, 2003 • D&e Communications Inc • Telephone communications (no radiotelephone) • Pennsylvania
