NCO Group, Inc. Sample Contracts

NCO Group, Inc. – AMENDMENT TO EMPLOYMENT AGREEMENT (April 6th, 2012)

This Amendment to Employment Agreement, dated as of March 16, 2012, is made by and between NCO GROUP, INC. (the “Company”), and Ronald Rittenmeyer (the “Executive”).

NCO Group, Inc. – NEWS RELEASE (April 3rd, 2012)

HORSHAM, PA — April 3, 2012 — NCO Group, Inc., a leading provider of business process outsourcing services, announced today that it has completed the merger with APAC Customer Services, Inc.  In connection with the Merger, the Company entered into a new credit facility of approximately $1 billion, including a $120 million revolving credit facility.

NCO Group, Inc. – EIGHTH SUPPLEMENTAL INDENTURE (April 2nd, 2012)

This EIGHTH SUPPLEMENTAL INDENTURE, dated as of March 28, 2012 (the “Supplemental Indenture”), is by and among NCO Group, Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon as successor to The Bank of New York, a New York banking corporation, as trustee under the Indenture referred to below (the “Trustee”).

NCO Group, Inc. – AGREEMENT AND PLAN OF MERGER (April 2nd, 2012)

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of March 28, 2012, as amended April 2, 2012, is by and among NCO Group, Inc., a Delaware corporation (“NCO”), EGS Holdings, Inc., a Delaware corporation (“New Parent”), Expert Global Solutions, LLC, a Delaware limited liability company and wholly-owned subsidiary of New Parent (“EGS LLC”), and NCO Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of EGS LLC (“Merger Sub,” and together with NCO, New Parent and EGS LLC, the “Parties”).

NCO Group, Inc. – EIGHTH SUPPLEMENTAL INDENTURE (April 2nd, 2012)

This EIGHTH SUPPLEMENTAL INDENTURE, dated as of March 28, 2012 (the “Supplemental Indenture”), is by and among NCO Group, Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon as successor to The Bank of New York, a New York banking corporation, as trustee under the Indenture referred to below (the “Trustee”).

NCO Group, Inc. – NEWS RELEASE (February 7th, 2012)

HORSHAM, PA — February 6, 2012 — NCO Financial Systems, Inc., a subsidiary of NCO Group, Inc. (“NCO” or the “Company”), a leading provider of business process outsourcing services, announced today that it has signed Assurance of Voluntary Compliance agreements (collectively, the “AVC”) with the following States: Alaska, Arkansas, Idaho, Illinois, Iowa, Kentucky, Louisiana, Michigan, Nebraska, Nevada, New Mexico, North Carolina, North Dakota, Ohio, Oregon, Rhode Island, South Carolina, Vermont, and Wisconsin (collectively, the “Multi-State Group”).  Under the terms of the AVC, without admitting any wrongdoing, NCO has agreed to pay $575,000 to the Multi-State Group. The payment will be used by the States as reimbursement for their attorney’s fees, investigative costs and various consumer protection purposes. NCO has also agreed to take certain steps, including additional training and the continued monitoring of its agents, in order to improve overall compliance. NCO will also establish

NCO Group, Inc. – MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF NCO GROUP, INC. (December 6th, 2011)

The following discussion and analysis of our financial condition and results of operations covers periods prior to the consummation of the Transactions. Accordingly, the following discussion and analysis of historical periods does not reflect the significant impact that the Transactions will have on NCO, including any cost savings (and related costs) to be implemented in connection with the Transactions. For purposes of this Management's Discussion and Analysis of Financial Condition and Results of Operations of NCO Group, Inc., "we," "us" and "our" refer to NCO and its subsidiaries on a consolidated basis. You should read the following discussion and analysis in conjunction with the "Selected Historical Financial Data" section of this offering memorandum and NCO's consolidated financial statements and the related notes thereto included elsewhere in this offering memorandum. Any statements in the discussion and analysis regarding industry outlook, NCO's expectations regarding the perfo

NCO Group, Inc. – NEWS RELEASE (December 1st, 2011)

HORSHAM, PA — November 30, 2011 — NCO Group, Inc. (“NCO” or the “Company”), a leading provider of business process outsourcing services, announced today that it has commenced two cash tender offers (each, a “Tender Offer,” and, together, the “Tender Offers”) and consent solicitations (each a “Consent Solicitation” and, together, the “Consent Solicitations,” and together with the Tender Offers, the “Offers”) for any and all of its $200,000,000 aggregate principal amount of 11.875% Senior Subordinated Notes due 2014 (CUSIP No. 65338LAA7) (the “2014 Notes”) and $165,000,000 aggregate principal amount of Floating Rate Senior Notes due 2013 (CUSIP No. 65338LAB5) (the “2013 Notes,” and, together with the “2014 Notes,” the “Notes”).  The Offers are described in the Offer to Purchase and Consent Solicitation Statement dated November 30, 2011 (the “Offer to Purchase”).  Each Offer will expire at 12:01 a.m., New York City time, on December 29, 2011 unless extended (the “Expiration Date”).  Concu

NCO Group, Inc. – NCO GROUP ANNOUNCES PROPOSAL TO COMMENCE OFFERING OF $300 MILLION OF SENIOR NOTES (November 30th, 2011)

HORSHAM, PA — November 30, 2011 — NCO Group, Inc. (“NCO” or the “Company”), a leading provider of business process outsourcing services, today announced that it proposes to commence an offering through a private placement, subject to market and other conditions, including approval of the Company’s Board of Directors, of $300 million in aggregate principal amount of senior notes. The notes will be senior unsecured obligations of the Company and will be guaranteed by a new parent company and certain of the Company’s domestic subsidiaries.  Concurrently with the closing of the offering of the notes, the Company anticipates changing its name to Expert Global Solutions, Inc.

NCO Group, Inc. – NEWS RELEASE (November 15th, 2011)

HORSHAM, PA, November 14, 2011 - NCO Group, Inc. (“NCO” or the “Company”), a leading provider of business process outsourcing services, announced today that for the quarter ended September 30, 2011, it reported net revenues, excluding reimbursable costs and fees, of $304.0 million and Adjusted EBITDA of $37.1 million. The Adjusted EBITDA excludes $7.6 million of restructuring charges and $6.3 million of non-cash allowances for impairment of purchased accounts receivable portfolios. This compares to net revenues of $292.2 million and Adjusted EBITDA of $32.0 million for the quarter ended September 30, 2010. The Adjusted EBITDA for 2010 excludes $7.4 million of restructuring charges and $1.2 million of non-cash allowances for impairment of purchased accounts receivable portfolios.

NCO Group, Inc. – DIRECTOR AGREEMENT (October 6th, 2011)

THIS DIRECTOR AGREEMENT (the “Agreement”), dated as of September 30, 2011, is made and entered into by and between NCO Group, a Delaware corporation (the “Company”), and Marc Simon (the “Director”).

NCO Group, Inc. – RESTRICTIVE COVENANT AGREEMENT (October 6th, 2011)

This Restrictive Covenant Agreement (this “Agreement”), dated September 30, 2011, is made by and between NCO Group, Inc., a Delaware corporation (the “Company”), and Marc Simon (the “Director”).

NCO Group, Inc. – NEWS RELEASE (May 16th, 2011)

HORSHAM, PA, May 16, 2011 - NCO Group, Inc. (“NCO” or the “Company”), a leading provider of business process outsourcing services, announced today that for the quarter ended March 31, 2011, it reported revenues of $374.7 million, a net loss attributable to NCO of $41.2 million, and Adjusted EBITDA of $37.8 million. The Adjusted EBITDA excludes the impact of an $18.6 million write-down of the value of certain portfolios of purchased accounts receivable, which were sold in April 2011, as well as $12.2 million of restructuring charges and $1.5 million of net recoveries of non-cash allowances for impairment of purchased accounts receivable portfolios. This compares to revenues of $423.6 million, a net loss attributable to NCO of $15.3 million, and Adjusted EBITDA of $39.0 million for the quarter ended March 31, 2010. The Adjusted EBITDA for 2010 excludes $1.4 million of restructuring charges and $1.4 million of net recoveries of non-cash allowances for impairment of purchased accounts rece

NCO Group, Inc. – EMPLOYMENT AGREEMENT (March 24th, 2011)

This Employment Agreement (this “Agreement”), dated as of March 18, 2011 (the “Effective Date”), is made by and between NCO GROUP, INC., a Pennsylvania corporation (the “Company”), and Ronald Rittenmeyer (the “Executive”).

NCO Group, Inc. – FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (March 24th, 2011)

WHEREAS, NCO Group, Inc., a Pennsylvania corporation (“Old NCO”) and the undersigned (the “Executive”) entered into an employment agreement, dated as of November 15, 2006 (the “Agreement”);

NCO Group, Inc. – NEWS RELEASE (November 15th, 2010)

HORSHAM, PA, November 15, 2010 - NCO Group, Inc. (“NCO” or the “Company”), a leading provider of business process outsourcing services, announced today that for the quarter ended September 30, 2010, it reported revenues of $370.5 million, a net loss attributable to NCO of $33.5 million, and Adjusted EBITDA of $33.3 million. The Adjusted EBITDA excludes the impact of $7.4 million of restructuring charges and a $7.1 million non-cash allowance for impairment of purchased accounts receivable portfolios. This compares to revenues of $373.7 million, a net loss attributable to NCO of $24.6 million, and Adjusted EBITDA of $49.3 million for the quarter ended September 30, 2009. The Adjusted EBITDA for 2009 excludes $1.5 million of restructuring charges and a non-cash allowance for impairment of $13.8 million.

NCO Group, Inc. – NEWS RELEASE (August 12th, 2010)

HORSHAM, PA, August 12, 2010 - NCO Group, Inc. (“NCO” or the “Company”), a leading provider of business process outsourcing services, announced today that for the quarter ended June 30, 2010, it reported revenues of $386.2 million, a net loss attributable to NCO of $25.5 million, and Adjusted EBITDA of $32.2 million. The Adjusted EBITDA excludes the impact of $4.9 million of restructuring charges and a $1.6 million non-cash allowance for impairment of purchased accounts receivable portfolios. This compares to revenues of $378.6 million, a net loss attributable to NCO of $5.2 million, and Adjusted EBITDA of $51.6 million for the quarter ended June 30, 2009. The Adjusted EBITDA for 2009 excludes $1.3 million of restructuring charges and a non-cash allowance for impairment of $1.3 million.

NCO Group, Inc. – STOCK SUBSCRIPTION AGREEMENT (March 26th, 2009)

STOCK SUBSCRIPTION AGREEMENT, dated as of March 25, 2009 (this “Agreement”), by and among NCO Group, Inc., a Delaware corporation (the “Company”), One Equity Partners II, L.P., a Cayman Islands limited partnership (“OEP II”), OEP II Co-Investors, L.P., a Cayman Islands limited partnership (“OEP II Co-Invest”), and OEP II Partners Co-Invest, L.P., a Cayman Islands limited partnership (“OEP II Partners Co-Invest,” and together with OEP II and OEP Co-Invest, “OEP”) and the several other individuals and entities listed on the signature pages hereto (each a “Preemptive Purchaser” and collectively, the “Preemptive Purchasers” and, together with OEP, each a “Purchaser” and collectively, the “Purchasers”).

NCO Group, Inc. – SECOND AMENDMENT TO CREDIT AGREEMENT (March 26th, 2009)

This SECOND AMENDMENT (this “Second Amendment”) to the Credit Agreement (as defined below), dated as of March 25, 2009 (the “Second Amendment Effective Date”) is entered into by and among NCO GROUP, INC. (the “Parent Borrower”), NCO FINANCIAL SYSTEMS, INC. (the “Subsidiary Borrower” and, together with the Parent Borrower, collectively, the “Borrower”), certain Guarantors under the Credit Agreement (as defined below) (the “Guarantors”), CITIZENS BANK OF PENNSYLVANIA (“Citizens”), as Administrative Agent, Citizens Bank of Pennsylvania as sole Issuing Bank and the Required Lenders pursuant to the Credit Agreement.

NCO Group, Inc. – SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF NCO GROUP, INC. (December 12th, 2008)

NCO Group, Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware,

NCO Group, Inc. – STOCK SUBSCRIPTION AGREEMENT (December 12th, 2008)

STOCK SUBSCRIPTION AGREEMENT, dated as of December 8, 2008 (this “Agreement”), by and among NCO Group, Inc., a Delaware corporation (the “Company”), One Equity Partners II, L.P., a Cayman Islands limited partnership (“OEP II”), OEP II Co-Investors, L.P., a Cayman Islands limited partnership (“OEP II Co-Invest”), and OEP II Partners Co-Invest, L.P., a Cayman Islands limited partnership (“OEP II Partners Co-Invest,” and together with OEP II and OEP Co-Invest, each a “Purchaser” and, collectively, the “Purchasers”).

NCO Group, Inc. – Operator: Good morning, my name is Jennifer and I will be your conference operator today. At this time, I would like to welcome everyone to the NCO Group Second Quarter Earnings conference call. All lines have been placed on mute to prevent any background noise. After the speakers’ remarks there will be a question-and-answer session. If you would like to ask a question during that time then please press star then the number 1 on your telephone keypad. If you would like to withdraw your question press the pound key. Thank you, Mr. Barrist, you may begin your conference. Michael Barrist: Okay. T (August 14th, 2008)
NCO Group, Inc. – Operator: Good morning. My name is Teresa and I will be your conference operator today. At this time I would like to welcome everyone to the NCO First Quarter Results conference call. All lines have been placed on mute to prevent any background noise. After the speaker’s remarks, there will be a question and answer session. If you would like to ask a question during this time, simply press star then the number 1 on your telephone keypad. If you would like to withdraw your question, press the pound key. Thank you. Mr. Barrist, you may begin your conference. Michael Barrist: Okay. Thank you oper (May 22nd, 2008)
NCO Group, Inc. – Report of Independent Auditors (May 13th, 2008)

In our opinion, the accompanying consolidated balance sheets and the related consolidated statements of operations, stockholder’s equity and cash flows present fairly, in all material respects, the financial position of Systems & Services Technologies, Inc. (the “Company”) at December 31, 2006 and 2005, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, eviden

NCO Group, Inc. – Amendment No. 1 (May 13th, 2008)

Amendment No.1 dated as of December 12, 2007 (“this Amendment”) to an Agreement and Plan of Merger by and among NCO Group, Inc, Systems & Services Technologies Merger Corp., Systems & Services Technologies, Inc, and JPMorgan Chase Bank, National Association dated as of August 27, 2007 (the “Agreement”).

NCO Group, Inc. – AGREEMENT AND PLAN OF MERGER BY AND AMONG NCO GROUP, INC. SYSTEMS & SERVICES TECHNOLOGIES MERGER CORP., SYSTEMS & SERVICES TECHNOLOGIES, INC. AND JPMORGAN CHASE BANK, NATIONAL ASSOCIATION Dated as of August 27, 2007 (May 13th, 2008)

This Agreement and Plan of Merger (the “Agreement”), dated as of the 27th day of August, 2007, is made by and among NCO Group, Inc. a Delaware corporation (“Parent”), Systems & Services Technologies Merger Corp., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), Systems & Services Technologies, Inc., a Delaware corporation (the “Company”) and JPMorgan Chase Bank, National Association, a national banking association (“JPMorgan”).

NCO Group, Inc. – UNAUDITED PRO FORMA COMBINED CONDENSED CONSOLIDATED FINANCIAL INFORMATION (May 13th, 2008)

The following unaudited pro forma combined condensed consolidated balance sheet as of December 31, 2007 and pro forma combined condensed consolidated statements of operations for the period from November 15, 2006 through December 31, 2006 and the years ended December 31, 2006 and December 31, 2007 have been developed by applying pro forma adjustments to NCO’s, SST’s and OSI’s historical audited consolidated financial statements. The unaudited pro forma combined condensed consolidated balance sheet as of December 31, 2007 gives effect to the acquisitions of OSI and SST as if they had occurred on December 31, 2007. The unaudited pro forma combined condensed consolidated statement of operations for the year ended December 31, 2007 gives effect to the acquisitions of SST and OSI as if they had occurred on January 1, 2007. The unaudited pro forma combined condensed consolidated statement of operations for the period from November 15, 2006 through December 31, 2006 gives effect to the combin

NCO Group, Inc. – Report of Independent Auditors (May 13th, 2008)

In our opinion, the accompanying consolidated balance sheets and the related consolidated statements of operations, stockholder’s equity and cash flows present fairly, in all material respects, the financial position of Systems & Services Technologies, Inc. (the “Company”) at December 31, 2007 and 2006, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, eviden

NCO Group, Inc. – Report of Independent Auditors (May 13th, 2008)

In our opinion, the accompanying consolidated balance sheet and the related consolidated statements of operations, stockholders’ equity and cash flows present fairly, in all material respects, the financial position of Outsourcing Solutions Inc. and its subsidiaries at December 31, 2007 and the results of their operations and their cash flows for the year ended December 31, 2007 in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these statements in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence

NCO Group, Inc. – Operator: Good afternoon. My name is Melissa and I will be your conference operator today. At this time I would like to welcome everyone to the NCO Group Fourth Quarter Results conference call. All lines have been placed on mute to prevent any background noise. After the speakers’ remarks there will be a question and answer session. If you would like to ask a question during this time simply press Star then the number 1 on your telephone keypad. If you would like to withdraw your question press the Pound key. Thank you. Mr. Barrist, you may begin your conference. Michael Barrist: Thank you Ope (April 4th, 2008)
NCO Group, Inc. – SECURITY AGREEMENT SUPPLEMENT (March 31st, 2008)
NCO Group, Inc. – FIRST AMENDMENT TO CREDIT AGREEMENT (March 31st, 2008)

This FIRST AMENDMENT (this “First Amendment”) dated as of February 8, 2008 (the “Approval Date”) by and among NCO GROUP, INC. (the “Parent Borrower”), NCO FINANCIAL SYSTEMS, INC. (the “Subsidiary Borrower” and, together with the Parent Borrower, the “Borrower”), certain Guarantors under the Credit Agreement (as defined below) (the “Guarantors”), CITIZENS BANK OF PENNSYLVANIA (“Citizens”), and RBS SECURITIES CORPORATION d/b/a RBS GREENWICH CAPITAL (“RBSGC”), as lead arranger and bookrunner (the “Lead Arranger”) and the Lenders pursuant to the Credit Agreement (the “Lenders”), is entered into in connection with that certain CREDIT AGREEMENT dated as of November 15, 2006 (without giving effect to the First Amendment, the “Existing Credit Agreement” and as it may be amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Collect Acquisition Corp. (the “Initial Borrower”), the Initial Subsidiary Borrower, Collect Holdings, Inc., a Delaware cor

NCO Group, Inc. – INTELLECTUAL PROPERTY SECURITY AGREEMENT (March 31st, 2008)

This INTELLECTUAL PROPERTY SECURITY AGREEMENT (as amended, amended and restated, supplemented or otherwise modified from time to time, the “IP Security Agreement”) dated February 29, 2008, is made by the Persons listed on the signature pages hereof (collectively, the “Grantors”) in favor of CITIZENS BANK OF PENNSYLVANIA (“Citizens”), as collateral agent (the “Collateral Agent”) for the Secured Parties (as defined in the Credit Agreement referred to below).

NCO Group, Inc. – STOCK SUBSCRIPTION AGREEMENT (March 31st, 2008)

STOCK SUBSCRIPTION AGREEMENT, dated as of February 27, 2008 (this “Agreement”), by and among NCO Group, Inc., a Delaware corporation (the “Company”), One Equity Partners II, L.P., a Cayman Islands limited partnership (“OEP II”), OEP II Co-Investors, L.P., a Cayman Islands limited partnership (“OEP II Co-Invest”), and OEP II Partners Co-Invest, L.P., a Cayman Islands limited partnership (“OEP II Partners Co-Invest,” and together with OEP II and OEP Co-Invest, “OEP”) and the several other individuals and entities listed on the signature pages hereto (each a “Preemptive Purchaser” and collectively, the “Preemptive Purchasers” and, together with OEP, each a “Purchaser” and collectively, the “Purchasers”).

NCO Group, Inc. – NCO GROUP ENTERS INTO DEFINITIVE AGREEMENT TO ACQUIRE OSI (December 13th, 2007)

HORSHAM, PA, December 12, 2007 - NCO Group, Inc. (“NCO”), a global provider of business process outsourcing services, announced today that it has entered into a definitive agreement to acquire Outsourcing Solutions Inc. (“OSI”), a leading provider of business process outsourcing services, specializing primarily in accounts receivable management services, for $325.0 million in cash. The deal, which is expected to close in the first quarter of 2008, is subject to OSI stockholder approval, certain adjustments and the satisfaction of customary closing conditions including governmental approvals.