REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 22nd, 2006 • Information Services Group Inc. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is entered into as of the day of , 200, by and among Information Services Group, Inc., a Delaware corporation (the "Company") and the undersigned parties listed under Investor on the signature page hereto (each, an "Investor" and collectively, the "Investors").
THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of February 22, 2023 among INFORMATION SERVICES GROUP, INC. as the Borrower, THE SUBSIDIARIES OF THE BORROWER PARTY HERETO, as the Guarantors, BANK OF AMERICA, N.A., as Administrative Agent,...Credit Agreement • February 23rd, 2023 • Information Services Group Inc. • Services-management consulting services • New York
This THIRD AMENDED AND RESTATED CREDIT AGREEMENT is entered into as of February 22, 2023 among INFORMATION SERVICES GROUP, INC., a Delaware corporation (the “Borrower”), the Guarantors (defined herein), the Lenders (defined herein), and BANK OF AMERICA, N.A., as Administrative Agent, Swingline Lender and L/C Issuer.
28,125,000 Units Information Services Group, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • January 29th, 2007 • Information Services Group Inc. • Blank checks • New York
Information Services Group, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representative (the “Representative”) an aggregate of 28,125,000 units (the “Firm Units”), with each unit consisting of one share of the Company’s common stock, $0.001 par value (the “Common Stock”) and one warrant (“Warrant”) to purchase one share of Common Stock. The respective amounts of Firm Units to be so purchased by each of the several Underwriters are set forth opposite their respective names in Schedule I hereto. The Company also proposes to sell, at the Underwriters’ option (“Over-allotment Option”), an aggregate of up to 4,218,750 additional units of the Company (the “Option Units”) as set forth below. The terms of the Warrants are provided for in the form of a Warrant Agreement (as defined herein).
STOCK TRANSFER AGREEMENTStock Transfer Agreement • December 22nd, 2006 • Information Services Group Inc. • Blank checks • New York
This Stock Transfer Agreement (this “Agreement”) is made as of December 21, 2006, by and among Oenoke Partners, LLC a Delaware limited liability company (“Oenoke”), Information Services Group, Inc. (the “Company”) and the individual whose name is set forth on Exhibit A (the “Transferee”).
FORM OF WARRANT AGREEMENTForm of Warrant Agreement • January 29th, 2007 • Information Services Group Inc. • Blank checks • New York
This Warrant Agreement is made as of , 2007 between Information Services Group, Inc., a Delaware corporation, with offices at Four Stamford Plaza, 107 Elm Street, Stamford, CT 06902 (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”).
CREDIT AGREEMENT among INTERNATIONAL ADVISORY HOLDINGS CORP., INTERNATIONAL CONSULTING ACQUISITION CORP., VARIOUS LENDERS and DEUTSCHE BANK TRUST COMPANY AMERICAS, as ADMINISTRATIVE AGENTCredit Agreement • November 27th, 2007 • Information Services Group Inc. • Services-management consulting services
FOUR STAMFORD PLAZA STAMFORD, CONNECTICUT OFFICE LEASE AGREEMENT BETWEEN CT- FOUR STAMFORD PLAZA, L.L.C., a Delaware limited liability company ("LANDLORD") AND INFORMATION SERVICES GROUP, INC., a Delaware corporation ("TENANT")Office Lease Agreement • October 2nd, 2006 • Information Services Group Inc. • Blank checks
THIS OFFICE LEASE AGREEMENT (the "Lease") is made and entered into as of this day of , 2006, by and between CT-FOUR STAMFORD PLAZA, L.L.C., a Delaware limited liability company ("Landlord") and INFORMATION SERVICES GROUP, INC., a Delaware corporation ("Tenant"). The following exhibits and attachments are incorporated into and made a part of the Lease: Exhibit A (Outline and Location of Premises), Exhibit B(Expenses and Taxes), Exhibit C (Work Letter), Exhibit D (Commencement Letter), Exhibit E (Building Rules and Regulations), and Exhibit F (Additional Provisions).
January 8, 2007Information Services Group Inc. • January 9th, 2007 • Blank checks
This letter is intended to amend and restate in its entirety that certain letter agreement, dated December 21, 2006, which I previously delivered to you.
January 29, 2007Information Services Group Inc. • January 29th, 2007 • Blank checks
This letter is intended to amend and restate in its entirety that certain letter agreement, dated January 8, 2007, which I previously delivered to you.
RESTRICTED STOCK UNIT AWARD AGREEMENT (Time-Based)Restricted Stock Unit Award Agreement • March 10th, 2023 • Information Services Group Inc. • Services-management consulting services • Delaware
THIS AGREEMENT (the “Agreement”) is made, effective as of [•] (the “Grant Date”) between Information Services Group, Inc., a Delaware corporation (the “Company”), and [•] an employee of the Company or an Affiliate of the Company, hereinafter referred to as the “Participant”.
RESTRICTED STOCK UNIT AWARD AGREEMENT (Performance and Time-Based)Restricted Stock Unit Award Agreement • August 7th, 2013 • Information Services Group Inc. • Services-management consulting services • Delaware
THIS AGREEMENT (the “Agreement”), is made, effective as of [DATE}, (the “Grant Date”) between Information Services Group, Inc., a Delaware corporation (the “Company”), and [NAME], an employee of the Company or an Affiliate of the Company, hereinafter referred to as the “Participant”.
STOCK TRANSFER AGREEMENTStock Transfer Agreement • January 29th, 2007 • Information Services Group Inc. • Blank checks • New York
This Stock Transfer Agreement (this “Agreement”) is made as of December 21, 2006, by and among Oenoke Partners, LLC a Delaware limited liability company (“Oenoke”), Information Services Group, Inc. (the “Company”) and the individual whose name is set forth on Exhibit A (the “Transferee”).
CHANGE-IN-CONTROL AGREEMENT-Control Agreement • January 7th, 2011 • Information Services Group Inc. • Services-management consulting services • Connecticut
Information Services Group, Inc. (the “Company”) considers it essential to the best interests of its stockholders to foster the continued employment of key management personnel. Our Board of Directors (the “Board”) recognizes that the possibility of a change in ownership or control of the Company at some future date may result in the departure or distraction of key personnel to the detriment of the Company and our stockholders. Therefore, the Board has determined to enter into this agreement with you (i) to encourage and reinforce your attention and dedication to your assigned duties without distraction in the face of the disruptive circumstances that can arise from a possible change in control of the Company, (ii) to enhance our ability to retain you in those circumstances, and (iii) to provide you with fair and reasonable protection from the risks of a change in ownership and control so that you will be in a position to help the Company complete a transaction that would be beneficial
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • January 29th, 2007 • Information Services Group Inc. • Blank checks • New York
This Agreement is made as of January , 2007 by and between Information Services Group, Inc. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”).
CHANGE-IN-CONTROL AGREEMENTChange-in-Control Agreement • December 21st, 2011 • Information Services Group Inc. • Services-management consulting services • Connecticut
Information Services Group, Inc. (the “Company”) considers it essential to the best interests of its stockholders to foster the continued employment of key management personnel. Our Board of Directors (the “Board”) recognizes that the possibility of a change in ownership or control of the Company at some future date may result in the departure or distraction of key personnel to the detriment of the Company and our stockholders. Therefore, the Board has determined to enter into this agreement with you (i) to encourage and reinforce your attention and dedication to your assigned duties without distraction in the face of the disruptive circumstances that can arise from a possible change in control of the Company, (ii) to enhance our ability to retain you in those circumstances, and (iii) to provide you with fair and reasonable protection from the risks of a change in ownership and control so that you will be in a position to help the Company complete a transaction that would be beneficial
PRIVATE PLACEMENT PURCHASE AGREEMENTPrivate Placement Purchase Agreement • August 11th, 2006 • Information Services Group Inc. • New York
THIS PRIVATE PLACEMENT PURCHASE AGREEMENT (this "Agreement") made as of this 9th day of August, 2006 between INFORMATION SERVICES GROUP, INC., a Delaware corporation (the "Company"), and OENOKE PARTNERS, LLC, a Delaware limited liability company (the "Purchaser").
INFORMATION SERVICES GROUP, INC. Employment Agreement for Michael P. ConnorsEmployment Agreement • December 21st, 2011 • Information Services Group Inc. • Services-management consulting services • Connecticut
THIS EMPLOYMENT AGREEMENT by and between INFORMATION SERVICES GROUP, INC., a Delaware corporation (the “Company”), and Michael P. Connors (“Executive”) is effective as of December 16, 2011 (the “Effective Date”).
Standstill Agreement AGREEMENTAgreement • March 27th, 2012 • Information Services Group Inc. • Services-management consulting services • Delaware
This Agreement, dated as of March 26, 2012, is by and among Information Services Group, Inc., a Delaware corporation (the “Company”), and Double Black Diamond Offshore Ltd., a limited partnership formed under the laws of the Cayman Islands, Black Diamond Offshore Ltd., a limited partnership formed under the laws of the Cayman Islands, Carlson Capital, L.P., a Delaware limited partnership, Asgard Investment Corp. II, a Delaware corporation, Asgard Investment Corp., a Delaware corporation, and Clint D. Carlson (collectively, the “Shareholder Group”).
THIRD AMENDMENT AGREEMENTThird Amendment Agreement • December 6th, 2019 • Information Services Group Inc. • Services-management consulting services • New York
THIRD AMENDMENT AGREEMENT (this “Agreement”) dated as of December 4, 2019 by and among (1) Information Services Group, Inc. (the “Borrower”), (2) International Advisory Holdings Corp., International Consulting Acquisition Corp., ISG Information Services Group Americas, Inc., Alsbridge Holdings, Inc., Alsbridge, Inc., Telewares, Inc., Outsourcing Leadership Corp. and TPI Eurosourcing, L.L.C. (collectively, the “Guarantors”), (3) the financial institutions party to the Credit Agreement (as defined below) as lenders (collectively, the “Lenders” and individually, a “Lender”), and (4) Bank of America, N.A. (“Bank of America”) as administrative agent (the “Administrative Agent”) for the Lenders and as Swingline Lender and L/C Issuer with respect to a certain Amended and Restated Credit Agreement dated as of December 1, 2016, by and among the Borrower, the Guarantors, the Lenders, the Administrative Agent, the Swingline Lender, the L/C Issuer and BMO Harris Bank N.A. as Syndication Agent, as
Redemption AgreementRedemption Agreement • December 22nd, 2006 • Information Services Group Inc. • Blank checks
Pursuant to the terms of that certain Management Unit Purchase Agreement, dated as of August 2, 2006 (the “Purchase Agreement”), by and between Information Services Group, Inc., a Delaware corporation (the “Company”), and Oenoke Partners, LLC, a Delaware limited liability company (“Purchaser”), as amended by that certain Amendment to Management Unit Purchase Agreement and Warrants Issued Pursuant Thereto, dated as of September 29, 2006, the Company issued to the Purchaser those certain Warrants to purchase 4,687,500 shares of the Company’s common stock (the “Issued Warrants”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 2nd, 2016 • Information Services Group Inc. • Services-management consulting services • New York
SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of December 1, 2016, by and between Information Services Group, Inc., a Delaware corporation (the “Company”), and Chevrillon & Associés SCA (the “Buyer”). Certain defined terms used herein are listed in Section 5(a).
INFORMATION SERVICES GROUP, INC. Amendment No. 2 to the Employment Agreement for Michael P. ConnorsInformation Services Group Inc. • December 16th, 2016 • Services-management consulting services • Connecticut
This Amendment No. 2 (this “Amendment”) to the Employment Agreement by and between Information Services Group, Inc., a Delaware corporation (the “Company”), and Michael P. Connors (“Executive”) is effective as of December 13, 2016. Capitalized terms used but not defined herein shall have the meaning set forth in the Employment Agreement (as defined below).
SIXTH AMENDMENT AGREEMENTSixth Amendment Agreement • May 9th, 2016 • Information Services Group Inc. • Services-management consulting services • New York
SIXTH AMENDMENT AGREEMENT (this “Agreement”) dated as of April 29, 2016 by and among (1) Information Services Group, Inc. (the “Borrower”), (2) International Advisory Holdings Corp., International Consulting Acquisition Corp., TPI Advisory Services Americas, Inc., ISG Information Services Group Americas, Inc. (formerly known as Technology Partners International, Inc.) and TPI Eurosourcing, L.L.C. (collectively, the “Guarantors”), (3) the financial institutions party to the Credit Agreement (as defined below) as lenders (collectively, the “Lenders” and individually, a “Lender”), and (4) Bank of America, N.A. (“Bank of America”) as administrative agent (the “Administrative Agent”) for the Lenders and as Swingline Lender and L/C Issuer with respect to a certain Credit Agreement dated as of May 3, 2013, by and among the Borrower, the Guarantors, the Lenders, the Administrative Agent, the L/C Issuer and BMO Harris Bank N.A. and Fifth Third Bank as co-Syndication Agents, as amended by that c
AMENDED AND RESTATED PRIVATE PLACEMENT PURCHASE AGREEMENTPrivate Placement Purchase Agreement • December 22nd, 2006 • Information Services Group Inc. • Blank checks • New York
THIS AMENDED AND RESTATED PRIVATE PLACEMENT PURCHASE AGREEMENT (this “Agreement”) made as of this 21st day of December 2006, by and between INFORMATION SERVICES GROUP, INC., a Delaware corporation (the “Company”), and OENOKE PARTNERS, LLC, a Delaware limited liability company (the “Purchaser”).
AMENDED AND RESTATED SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 9th, 2010 • Information Services Group Inc. • Services-management consulting services • New York
AMENDED AND RESTATED SECOND AMENDMENT TO CREDIT AGREEMENT (this “Second Amendment”), dated as of October 29, 2010, by and among INTERNATIONAL ADVISORY HOLDINGS CORP., a Delaware corporation (“Holdings”), INTERNATIONAL CONSULTING ACQUISITION CORP., a Delaware corporation (the “Borrower”), the lenders party to the Credit Agreement referred to below (the “Lenders”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Administrative Agent (in such capacity, the “Administrative Agent”). Unless otherwise indicated, all capitalized terms used herein and not otherwise defined shall have the respective meanings provided such terms in the Credit Agreement.
FORM OF STOCK ESCROW AGREEMENTForm of Stock Escrow Agreement • December 22nd, 2006 • Information Services Group Inc. • Blank checks • New York
This Stock Escrow Agreement (this “Agreement”) is made and entered into as of [ ], 2007, by and among Continental Stock Transfer and Trust Company, a New York corporation (“Escrow Agent”), Information Services Group, Inc., a Delaware corporation (the “Company”), and the stockholders of the Company (collectively, the “Stockholders”) and Oenoke Partners, LLC (“Oenoke”), with reference to the following facts:
SEVERANCE AGREEMENTSeverance Agreement • September 29th, 2009 • Information Services Group Inc. • Services-management consulting services • New York
SEVERANCE AGREEMENT (the “Agreement”) dated October 5, 2009 by and between Information Services Group, Inc. (the “Company”) and David Berger (the “Executive”).
INFORMATION SERVICES GROUP, INC. Amendment No. 1 to the Employment Agreement for Michael P. ConnorsInformation Services Group Inc. • March 7th, 2014 • Services-management consulting services • Connecticut
This Amendment No. 1 (this “Amendment”) to the Employment Agreement by and between Information Services Group, Inc., a Delaware corporation (the “Company”), and Michael P. Connors (“Executive”) is effective as of December 10, 2013. Capitalized terms used but not defined herein shall have the meaning set forth in the Employment Agreement (as defined below).
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • November 13th, 2017 • Information Services Group Inc. • Services-management consulting services • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into as of [ ], 20[ ], by and between Information Services Group, Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
SECOND AMENDMENT AGREEMENTSecond Amendment Agreement • May 10th, 2019 • Information Services Group Inc. • Services-management consulting services • New York
SECOND AMENDMENT AGREEMENT (this “Agreement”) dated as of May 9, 2019 by and among (1) Information Services Group, Inc. (the “Borrower”), (2) International Advisory Holdings Corp., International Consulting Acquisition Corp., ISG Information Services Group Americas, Inc., Alsbridge Holdings, Inc., Alsbridge, Inc., Telewares, Inc., Outsourcing Leadership Corp. and TPI Eurosourcing, L.L.C. (collectively, the “Guarantors”), (3) the financial institutions party to the Credit Agreement (as defined below) as lenders (collectively, the “Lenders” and individually, a “Lender”), and (4) Bank of America, N.A. (“Bank of America”) as administrative agent (the “Administrative Agent”) for the Lenders and as Swingline Lender and L/C Issuer with respect to a certain Amended and Restated Credit Agreement dated as of December 1, 2016, by and among the Borrower, the Guarantors, the Lenders, the Administrative Agent, the Swingline Lender, the L/C Issuer and BMO Harris Bank N.A. as Syndication Agent, as amen
FIFTH AMENDMENT AGREEMENTFifth Amendment Agreement • March 9th, 2016 • Information Services Group Inc. • Services-management consulting services • New York
FIFTH AMENDMENT AGREEMENT (this “Agreement”) dated as of March 9, 2016 by and among (1) Information Services Group, Inc. (the “Borrower”), (2) International Advisory Holdings Corp., International Consulting Acquisition Corp., TPI Advisory Services Americas, Inc., ISG Information Services Group Americas, Inc. (formerly known as Technology Partners International, Inc.) and TPI Eurosourcing, L.L.C. (collectively, the “Guarantors”), (3) the financial institutions party to the Credit Agreement (as defined below) as lenders (collectively, the “Lenders” and individually, a “Lender”), and (4) Bank of America, N.A. (“Bank of America”) as administrative agent (the “Administrative Agent”) for the Lenders and as Swingline Lender and L/C Issuer with respect to a certain Credit Agreement dated as of May 3, 2013, by and among the Borrower, the Guarantors, the Lenders, the Administrative Agent, the L/C Issuer and BMO Harris Bank N.A. and Fifth Third Bank as co-Syndication Agents, as amended by that ce
FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENTForm of Restricted Stock Unit Award Agreement • May 14th, 2008 • Information Services Group Inc. • Services-management consulting services • Delaware
THIS AGREEMENT (the “Agreement”) is made effective as of January 18, 2008 (the “Grant Date”), between Information Services Group, Inc., a Delaware corporation (“ISG”) (hereinafter called the “Company”), and [NAME], a member of the Board who is not an employee of the Company, hereinafter referred to as the “Grantee”. Capitalized terms not otherwise defined herein shall have the same meanings as in the Plan (as defined below).
INFORMATION SERVICES GROUP, INC. MANAGEMENT STOCK PURCHASE AGREEMENTManagement Stock Purchase Agreement • December 22nd, 2006 • Information Services Group Inc. • Blank checks • New York
This Management Stock Purchase Agreement (this “Agreement”) is made as of December 21, 2006, by and between Information Services Group, Inc., a Delaware corporation (the “Company”), and Oenoke Partners, LLC, a Delaware limited liability company (“Purchaser”).
January 29, 2007Information Services Group Inc. • January 29th, 2007 • Blank checks
This letter is intended to amend and restate in its entirety that certain letter agreement, dated December 21, 2006, which was previously delivered to you.
FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 10th, 2011 • Information Services Group Inc. • Services-management consulting services • New York
FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Fourth Amendment”), dated as of March 16, 2011, by and among INTERNATIONAL ADVISORY HOLDINGS CORP., a Delaware corporation (“Holdings”), INTERNATIONAL CONSULTING ACQUISITION CORP., a Delaware corporation (the “Borrower”), the lenders party to the Credit Agreement referred to below (the “Lenders”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Administrative Agent (in such capacity, the “Administrative Agent”). Unless otherwise indicated, all capitalized terms used herein and not otherwise defined shall have the respective meanings provided such terms in the Credit Agreement.
