ii) the Company terminates the Employment Agreement without Cause before the consummation of the Proposed Transaction or you terminate the Employment Agreement for Good Reason before the consummation of the Proposed Transaction, and (iii) the Proposed...Group Maintenance America Corp • December 27th, 1999 • Construction - special trade contractors
as the Company andGroup Maintenance America Corp • February 10th, 1999 • Construction - special trade contractors • New York
EXHIBIT 10.36 AMENDED AND RESTATED CREDIT AGREEMENT $125,000,000 REVOLVING CREDIT LOANCredit Agreement • July 20th, 1998 • Group Maintenance America Corp • Construction - special trade contractors • Texas
EXHIBIT 10.16 October 26, 1999 Alfred R. Roach, Jr. Group Maintenance America Corp. 8 Greenway Plaza, Suite 1500 Houston, Texas 77046 RE: Employment Agreement ("Employment Agreement") dated March 1, 1998, by and between Alfred R. Roach, Jr. ("you")...Employment Agreement • December 27th, 1999 • Group Maintenance America Corp • Construction - special trade contractors
EXHIBIT 2.1 STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 25th, 1998 • Group Maintenance America Corp • Construction - special trade contractors • Texas
9 3/4% Senior Subordinated Notes due 2009, Series A 9 3/4% Senior Subordinated Notes due 2009, Series BIndenture • March 31st, 1999 • Group Maintenance America Corp • Construction - special trade contractors • New York
EXHIBIT 10.5 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is effective as of March 28, 2000, among Encompass Management Co., a Delaware corporation (the "Company"), Encompass Services Corporation, a Texas corporation...Employment Agreement • March 26th, 2001 • Encompass Services Corp • Construction - special trade contractors • Texas
EXHIBIT 10.1 FIFTH AMENDMENT TO CREDIT AGREEMENT THIS FIFTH AMENDMENT TO CREDIT AGREEMENT (this "Amendment"), dated effective as of June 26, 2002, is among ENCOMPASS SERVICES CORPORATION, a Texas corporation (formerly Group Maintenance America Corp.,...Credit Agreement • August 14th, 2002 • Encompass Services Corp • Construction - special trade contractors • Texas
EXHIBIT 10.26 AGREEMENT AND PLAN OF MERGER BY AND AMONG GROUP MAINTENANCE AMERICA CORP. WILLIS ACQUISITION CORP. WILLIS REFRIGERATION, AIR CONDITIONING & HEATING, INC.Agreement and Plan of Merger • August 21st, 1997 • Group Maintenance America Corp • Texas
EXECUTION VERSION ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 13th, 2003 • Encompass Services Corp • Construction - special trade contractors • New York
EXHIBIT 10.14 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • October 1st, 1997 • Group Maintenance America Corp • Construction - special trade contractors • Texas
500,000,000 Revolving Credit Facility $130,000,000 Tranche A Term Loan Facility and $170,000,000 Tranche B Term Loan Facility Among Group Maintenance America Corp., as the Company, The Subsidiaries of the Company, as Guarantors,Credit Agreement • March 30th, 2000 • Encompass Services Corp • Construction - special trade contractors • Texas
EXHIBIT 10.13 ASSET PURCHASE AGREEMENT BY AND AMONG GROUP MAINTENANCE AMERICA CORP. CRP ACQUISITION CORP. CALLAHAN ROACH & ASSOCIATESAsset Purchase Agreement • October 1st, 1997 • Group Maintenance America Corp • Construction - special trade contractors • Texas
EXHIBIT 4.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is entered into as of October 24, 1996, by and among Maintenance Specialists of America, Inc., a Texas corporation (the "Company"), and the Holders as...Registration Rights Agreement • August 21st, 1997 • Group Maintenance America Corp • Texas
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG GROUP MAINTENANCE AMERICA CORP. ROMANOFF ELECTRIC ACQUISITION CORP. ROMANOFF ELECTRIC CORP.Agreement and Plan of Merger • September 15th, 1998 • Group Maintenance America Corp • Construction - special trade contractors • Ohio
SUBSCRIPTION AGREEMENT MAINTENANCE SPECIALISTS OF AMERICA, INC. (A TEXAS CORPORATION) Maintenance Specialists of America, Inc. 1225 North Loop West, Suite 324 Houston, Texas 77008 Gentlemen: This subscription agreement (this "Agreement") is intended...Subscription Agreement • October 1st, 1997 • Group Maintenance America Corp • Construction - special trade contractors • Texas
AMONGCredit Agreement • December 10th, 1997 • Group Maintenance America Corp • Construction - special trade contractors • Texas
EXHIBIT 10.2 NONQUALIFIED STOCK OPTION AGREEMENT This Nonqualified Stock Option Agreement ("Option Agreement") is between Group Maintenance America Corp., a Texas corporation (the "Company"), and ___________________ (the "Optionee"). 1. Grant of...Nonqualified Stock Option Agreement • October 10th, 1997 • Group Maintenance America Corp • Construction - special trade contractors
1 EXHIBIT 10.4 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is effective as of March 1, 1998, between GroupMAC Management Co., a Delaware corporation (the "Company"), Group Maintenance America Corp., a Texas corporation...Employment Agreement • March 31st, 1999 • Group Maintenance America Corp • Construction - special trade contractors • Texas
ii) the Company terminates the Employment Agreement without Cause before the consummation of the Proposed Transaction or you terminate the Employment Agreement for Good Reason before the consummation of the Proposed Transaction, and (iii) the Proposed...Group Maintenance America Corp • December 27th, 1999 • Construction - special trade contractors
EXHIBIT 10.1 FIRST AMENDMENT TO CREDIT AGREEMENT -----------------------------------Credit Agreement • August 14th, 2000 • Encompass Services Corp • Construction - special trade contractors • Texas
EXHIBIT 10.11 SECOND AMENDMENT TO EMPLOYMENT AGREEMENT This Second Amendment to Employment Agreement (this "Amendment") is entered into by and between ENCOMPASS MANAGEMENT CO., a Delaware corporation (the "Company") and HENRY P. HOLLAND, a resident of...Employment Agreement • March 14th, 2002 • Encompass Services Corp • Construction - special trade contractors
LOCK-UP AGREEMENTS OF SENIOR DIRECTORS AND EXECUTIVE OFFICERSGroup Maintenance America Corp • February 10th, 1999 • Construction - special trade contractors
The purpose of this letter is to request a modification to the Stock Transfer Restriction Agreement (the "Agreement") between Group Maintenance America Corp. ("GroupMAC") and you to extend some of the restrictions imposed on your transfer of GroupMAC stock. We believe that this change will allow the supply of our stock available for sale to more closely match the current demand for our stock.
AMONGAgreement and Plan of Merger • October 1st, 1997 • Group Maintenance America Corp • Construction - special trade contractors • Texas
EXHIBIT 10.15 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is effective as of April 10, 2000, between Encompass Management Co., a Delaware corporation (the "Company"), and Donald L. Luke, a resident of Harris County, Texas...Employment Agreement • March 26th, 2001 • Encompass Services Corp • Construction - special trade contractors • Texas
AMONGCredit Agreement • October 10th, 1997 • Group Maintenance America Corp • Construction - special trade contractors • Texas
Trust Indenture Indenture Act Section Section --------------- ----------- (S) 310(a)(1)............... 6.07 (a)(2)............... 6.07 (b).................. 6.08 (S) 312(c) ................ 7.01 (S) 314(a)................. 7.03 (a)(4)..................Group Maintenance America Corp • December 23rd, 1998 • Construction - special trade contractors • New York
and State Street Bank and Trust Company, TrusteeGroup Maintenance America Corp • March 31st, 1999 • Construction - special trade contractors • New York
ii) the Company terminates the Employment Agreement without Cause before the consummation of the Proposed Transaction or you terminate the Employment Agreement for Good Reason before the consummation of the Proposed Transaction, and (iii) the Proposed...Employment Agreement • December 27th, 1999 • Group Maintenance America Corp • Construction - special trade contractors
EXHIBIT 10.12 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is effective as of March 21, 2000, among Encompass Management Co. a Delaware corporation (the "Company"), Encompass Services Corporation, a Texas corporation...Employment Agreement • March 26th, 2001 • Encompass Services Corp • Construction - special trade contractors • Texas
EXHIBIT 1.1 GROUP MAINTENANCE AMERICA CORP. COMMON STOCK UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • November 4th, 1997 • Group Maintenance America Corp • Construction - special trade contractors • Georgia
EXHIBIT 10.8 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • October 1st, 1997 • Group Maintenance America Corp • Construction - special trade contractors
EXHIBIT 10.14 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is effective as of March 21, 2000, among Encompass Management Co., a Delaware corporation (the "Company"), Encompass Services Corporation, a Texas corporation...Employment Agreement • March 26th, 2001 • Encompass Services Corp • Construction - special trade contractors • Texas
EXHIBIT 10.2 SECOND AMENDMENT TO CREDIT AGREEMENT ------------------------------------Credit Agreement • August 14th, 2000 • Encompass Services Corp • Construction - special trade contractors • Texas
dated as of June 27, 2002 betweenSecurities Purchase Agreement • August 14th, 2002 • Encompass Services Corp • Construction - special trade contractors • New York
