AMENDED AND RESTATED RESTRICTED STOCK AGREEMENT FIRST CONSULTING GROUP, INC. THIS RESTRICTED STOCK AGREEMENT ("Agreement") by and between FIRST CONSULTING GROUP, INC., a Delaware corporation (the "Company") and _____________ ("Participant") shall be...Restricted Stock Agreement • January 22nd, 1998 • First Consulting Group Inc • Services-management consulting services
NON-EMPLOYEE DIRECTOR RESTRICTED STOCK AGREEMENT FCG ENTERPRISES, INC. THIS RESTRICTED STOCK AGREEMENT ("Agreement") is made as of the 22nd day of August, 1997, by and between FCG ENTERPRISES, INC., a California corporation (the "Company") and...Stock Pledge Agreement • January 22nd, 1998 • First Consulting Group Inc • Services-management consulting services • California
DATE] [NAME] Re: Change in Control Agreement Dear ________: The following is an agreement ("Agreement" hereinafter refers to this agreement, including Appendicies A and B hereto) between you and First Consulting Group, Inc., a Delaware corporation...Control Agreement • July 5th, 2005 • First Consulting Group Inc • Services-management consulting services • California
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONAgreement and Plan of Merger • November 12th, 1998 • First Consulting Group Inc • Services-management consulting services • California
FIRST CONSULTING GROUP, INC. LOGO] Exhibit 10.3 Employee Agreement In consideration and as a condition of my employment by First Consulting Group, Inc. (hereafter "FCG"), contemporaneous with my hiring by FCG, and intending to be legally bound hereby,...First Consulting Group Inc • June 15th, 2006 • Services-management consulting services • North Carolina
RECITALSRegistration Rights Agreement • December 15th, 2000 • First Consulting Group Inc • Services-management consulting services • California
RECITALS:Unit Purchase Agreement • November 23rd, 1999 • First Consulting Group Inc • Services-management consulting services • Delaware
COMPANY VOTING AGREEMENT THIS VOTING AGREEMENT is entered into as of September 9, 1998, by and between FIRST CONSULTING GROUP, INC., a Delaware corporation ("PARENT"), and the undersigned stockholder ("STOCKHOLDER"). RECITALS WHEREAS, Stockholder is a...Company Voting Agreement • September 23rd, 1998 • First Consulting Group Inc • Services-management consulting services • Pennsylvania
PARENT VOTING AGREEMENT This Voting Agreement is entered into as of September 9, 1998, by and between INTEGRATED SYSTEMS CONSULTING GROUP, INC., a Pennsylvania corporation ("COMPANY"), FIRST CONSULTING GROUP, INC., a Delaware corporation ("PARENT"),...Parent Voting Agreement • September 21st, 1998 • First Consulting Group Inc • Services-management consulting services • California
FIRST CONSULTING GROUP, INC. _____________ SHARES(1) COMMON STOCK FORM OF UNDERWRITING AGREEMENT January __, 1998 HAMBRECHT & QUIST LLC BANCAMERICA ROBERTSON STEPHENS UBS SECURITIES c/o Hambrecht & Quist LLC One Bush Street San Francisco, CA 94104First Consulting Group Inc • January 22nd, 1998 • Services-management consulting services • California
COMPANY AFFILIATE AGREEMENT THIS COMPANY AFFILIATE AGREEMENT (this "AGREEMENT") is dated as of September 9, 1998, by and between FIRST CONSULTING GROUP, INC., a Delaware corporation ("PARENT"), INTEGRATED SYSTEMS CONSULTING GROUP, INC., a Pennsylvania...Company Affiliate Agreement • September 23rd, 1998 • First Consulting Group Inc • Services-management consulting services • California
RECITALCredit Agreement • November 26th, 1997 • First Consulting Group Inc • California
EXHIBIT 99.7 FIRST CONSULTING GROUP, INC. 1999 NON-OFFICER EQUITY INCENTIVE PLAN NON-QUALIFIED STOCK OPTION GRANT AGREEMENT Optionee: < < Name1 > > < < Name2 > > Number of Option Shares: < < Shares > > Exercise Price Per Share: < < Price > > Date of...First Consulting Group Inc • March 29th, 2000 • Services-management consulting services
------------------------------------------------------------------------------- - AGREEMENT AND PLAN OF MERGER AND REORGANIZATION AMONG FIRST CONSULTING GROUP, INC., A DELAWARE CORPORATION; FOXTROT ACQUISITION SUB, INC., A DELAWARE CORPORATION; AND...Agreement and Plan of Merger And • September 21st, 1998 • First Consulting Group Inc • Services-management consulting services • California
7. SEVERABILITY. If any provision of this Agreement or any part of any such provision is held under any circumstances to be invalid or unenforceable in any jurisdiction, then (a) such provision or part thereof shall, with respect to such circumstances...Parent Affiliate Agreement • September 23rd, 1998 • First Consulting Group Inc • Services-management consulting services • California
AGREEMENT AND PLAN OF MERGER between COMPUTER SCIENCES CORPORATION, LB ACQUISITION CORP. and FIRST CONSULTING GROUP, INC. dated as of OCTOBER 30, 2007Agreement and Plan of Merger • November 1st, 2007 • First Consulting Group Inc • Services-management consulting services • Delaware
This AGREEMENT AND PLAN OF MERGER (hereinafter referred to as this “Agreement”), dated October 30, 2007, is by and among Computer Sciences Corporation, a Nevada corporation (“Parent”), LB Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and First Consulting Group, Inc., a Delaware corporation (the “Company”).
NONSTATUTORY STOCK OPTION (FOR RESIDENTS OF THE UNITED KINGDOM) _________________________, Optionee: FCG Enterprises, Inc. (the "Company"), pursuant to its 1997 Equity Incentive Plan (the "Plan"), has granted to you, the optionee named above, an...Nonstatutory Stock Option • November 26th, 1997 • First Consulting Group Inc
FIRST CONSULTING GROUP, INC. STOCK REPURCHASE AGREEMENTStock Repurchase Agreement • February 27th, 2004 • First Consulting Group Inc • Services-management consulting services
THIS STOCK REPURCHASE AGREEMENT (this “Agreement”) is made as of February 27, 2004, by and between First Consulting Group, Inc., a Delaware corporation (the “Company”), and David S. Lipson (the “Seller,” and the Company and the Seller, together, the “Parties” and each a “Party”).
ARTICLE I DEFINITIONSOperating Agreement • November 23rd, 1999 • First Consulting Group Inc • Services-management consulting services • Delaware
CREDIT AGREEMENTCredit Agreement • January 22nd, 1998 • First Consulting Group Inc • Services-management consulting services • California
STOCK OPTION AGREEMENT under the PARAGON SOLUTIONS, INC. INCENTIVE STOCK OPTION PLANStock Option Agreement • March 18th, 2004 • First Consulting Group Inc • Services-management consulting services
Number Shares Subject to Option: See the Notice of Conversion of Paragon Solutions, Inc. Stock Options delivered with this Agreement (the “Conversion Notice”)
AND AMERICAN STOCK TRANSFER & TRUST COMPANY AS RIGHTS AGENT RIGHTS AGREEMENTRights Agreement • December 9th, 1999 • First Consulting Group Inc • Services-management consulting services • Delaware
Consulting AgreementConsulting Agreement • March 28th, 2002 • First Consulting Group Inc • Services-management consulting services
Effective January 1, 2002, FCG CSI, Inc. d/b/a First Consulting Group (“CLIENT”), having an address at 575 East Swedesford Road, Wayne, Pennsylvania 19087, and Nichol Clinical Technologies Corp (“NCTC”) having an address at 247 B Forest Avenue, Laguna Beach, California 92651 agree to the following terms and conditions under which NCTC has agreed to provide CLIENT with services as described below.
FIRST CONSULTING GROUP, INC. 3,312,384 SHARES(1) COMMON STOCK UNDERWRITING AGREEMENT February __, 1998 HAMBRECHT & QUIST LLC BANCAMERICA ROBERTSON STEPHENS UBS SECURITIES c/o Hambrecht & Quist LLC One Bush Street San Francisco, CA 94104First Consulting • February 4th, 1998 • First Consulting Group Inc • Services-management consulting services • California
Consulting AgreementConsulting Agreement • November 12th, 2002 • First Consulting Group Inc • Services-management consulting services • California
Effective September 1, 2002, FCG CSI, Inc. d/b/a First Consulting Group (“CLIENT”), having an address at 111 W. Ocean Blvd., Suite 1000, Long Beach, California 90802, and Nichol Clinical Technologies Corp (“NCTC”) having an address at 247 B Forest Avenue, Laguna Beach, California 92651 agree to the following terms and conditions under which NCTC has agreed to provide CLIENT with services as described below.
May 14, 2005 Walter J. McBride Seal Beach, California 90740 Dear Chuck,First Consulting Group Inc • April 19th, 2006 • Services-management consulting services • California
This letter sets forth the substance of the agreement (the “Agreement”) between you and First Consulting Group, Inc. (“FCG”) regarding your separation of employment.
CONFIDENTIAL October 1, 2003First Consulting Group Inc • November 10th, 2003 • Services-management consulting services
In an effort to provide working capital in the event of a potential increase in the number of days that White Plains Hospital Center’s (“WP” or the “Hospital”) patient accounts receivable are outstanding (the “A/R Days Outstanding”) and the corresponding increase in the dollar amount of patient accounts receivable outstanding (the “Actual A/R”) as a result of the implementation of the Meditech software system, First Consulting Group, Inc. (“FCG”) is pleased to confirm its commitment to make a series of loans to WP in an aggregate principal amount at any one time outstanding not to exceed $4,080,000, on the terms and subject to the conditions set forth in this letter agreement (the “FCG Loan Agreement”). Each loan will be evidenced by a promissory note (each, a “Note”) in the form of Exhibit A hereto, duly completed and executed by WP and delivered to FCG prior to FCG’s release of any funds pursuant to this FCG Loan Agreement. WP’s ability to borrow under this FCG Loan Agreement is subj
NON-QUALIFIED STOCK OPTION AGREEMENT under the PARAGON SOLUTIONS, INC. 2001 NON-EMPLOYEE DIRECTORS STOCK OPTION PLANNon-Qualified Stock Option Agreement • March 18th, 2004 • First Consulting Group Inc • Services-management consulting services
SECOND AMENDMENT TO OFFICE LEASEOffice Lease • March 18th, 2004 • First Consulting Group Inc • Services-management consulting services
This Amendment dated September 16, 2003, is by and between Trizec Realty, Inc., a California corporation (“Landlord”, and successor in interest to Landmark Square Associates, L.P. and Stevens Creek Associates), and First Consulting Group, Inc., a Delaware corporation (“Tenant”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 10th, 2003 • First Consulting Group Inc • Services-management consulting services • New York
This Stock Purchase Agreement (this “Agreement”) is made as of September 26, 2003, by and between First Consulting Group, Inc., a Delaware corporation (the “Company”), and New York and Presbyterian Hospital (“Seller”). The Company and Seller are collectively referred to herein as the “parties.”
DOGHOUSE ENTERPRISES, INC. 2000 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENT (INCENTIVE STOCK OPTION OR NONSTATUTORY STOCK OPTION)Plan Stock Option Agreement • August 2nd, 2001 • First Consulting Group Inc • Services-management consulting services
Pursuant to your Notice of Grant of Stock Option ("Grant Notice") and this Stock Option Agreement, Doghouse Enterprises, Inc. (the "Company") has granted you an option under its 2000 Equity Incentive Plan (the "Plan") to purchase the number of shares of the Company's Common Stock set forth in your Grant Notice at the exercise price set forth in your Grant Notice. Defined terms not explicitly defined in this Stock Option Agreement but defined in the Plan shall have the same definitions as in the Plan.
November 21, 2005 Luther J. Nussbaum Long Beach, CA 90803 Dear Lu,First Consulting Group Inc • November 22nd, 2005 • Services-management consulting services • California
This letter sets forth the substance of the agreement (the “Agreement”) between you and First Consulting Group, Inc. (“FCG”) regarding your separation of employment.
OFFICE LEASE LANDMARK SQUAREOffice Lease • November 26th, 1997 • First Consulting Group Inc • California
ContractFirst Consulting Group Inc • March 26th, 2003 • Services-management consulting services
AMENDMENT TO RIGHTS AGREEMENTRights Agreement • November 1st, 2007 • First Consulting Group Inc • Services-management consulting services • Delaware
This Amendment to Rights Agreement (this “Amendment”), dated as of October 30, 2007, between First Consulting Group, Inc., a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, a New York corporation, as Rights Agent (the “Rights Agent”), amends that certain Rights Agreement, dated as of November 22, 1999 (the “Rights Agreement”).
