EXHIBIT 4.1 POST-MERGER STOCKHOLDERS AGREEMENT THIS POST-MERGER STOCKHOLDERS AGREEMENT (this "Stockholders Agreement"), dated as of April 23, 1998, is made and entered into by and among Specialty Teleconstructors, Inc., a Nevada corporation (the...Stockholders Agreement • May 8th, 1998 • Specialty Teleconstructors Inc • Water, sewer, pipeline, comm & power line construction • Texas
NOTICE OF REDEMPTION OF REDEEMABLE COMMON STOCK PURCHASE WARRANTS Dear Warrantholder:Warrant Agreement • February 19th, 1997 • Specialty Teleconstructors Inc • Water, sewer, pipeline, comm & power line construction
The Warrant Agreement (the "Warrant Agreement") dated effective as of November 4, 1994, between Specialty Teleconstructors, Inc., a Nevada corporation (the "Company"), American Stock Transfer & Trust Company, a New York corporation (the "Warrant Agent") and Thomas James & Associates, Inc., a New York corporation, provides that the Company may, at its option, upon at least 30 days prior written notice, redeem the Company's Redeemable Common Stock Purchase Warrants (the "Warrants") if the closing sales price of the Common Stock as reported by the Pacific Stock Exchange or other national trading market on which the Common Stock may then be listed has equaled or exceeded $9.00 per share for ten (10) consecutive trading days (the "Target Price"). As of the close of trading on February 18, 1997, the price of the Company's Common Stock has exceeded the Target Price, as reported by the Pacific Stock Exchange and Nasdaq, for more than 10 consecutive trading days.
EXHIBIT 10.4 EXECUTIVE EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into as of February 16, 1998, to be effective as of the Effective Date (as hereinafter defined), by and between Specialty Teleconstructors,...Executive Employment Agreement • May 8th, 1998 • Specialty Teleconstructors Inc • Water, sewer, pipeline, comm & power line construction • Texas
CONFORMED COPY CREDIT AGREEMENTCredit Agreement • September 28th, 1998 • Omniamerica Inc • Water, sewer, pipeline, comm & power line construction • New York
EXHIBIT 10.6 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this "Agreement") dated June 20, 1996, between SPECIALTY MANAGEMENT, INC., a Nevada corporation (together with its assigns, the "Employer") and a wholly-owned direct subsidiary of SPECIALITY...Employment Agreement • September 15th, 1997 • Specialty Teleconstructors Inc • Water, sewer, pipeline, comm & power line construction • New Mexico
1 EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • November 16th, 1998 • Omniamerica Inc • Water, sewer, pipeline, comm & power line construction • New York
EXHIBIT 2.1 ASSET PURCHASE AGREEMENT Dated as of May 28, 1997Asset Purchase Agreement • July 30th, 1997 • Specialty Teleconstructors Inc • Water, sewer, pipeline, comm & power line construction • New Mexico
EXHIBIT 10.2 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this "Agreement") dated as of May 14, 1997, between NOVAK & LACKEY CONSTRUCTION CO., INC., an Oklahoma corporation (together with its assigns, "N&L"), Frank D. Lackey ("Employee"), and...Employment Agreement • May 19th, 1997 • Specialty Teleconstructors Inc • Water, sewer, pipeline, comm & power line construction • New Mexico
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • May 8th, 1998 • Specialty Teleconstructors Inc • Water, sewer, pipeline, comm & power line construction
EXHIBIT 2.1 AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 8th, 1998 • Specialty Teleconstructors Inc • Water, sewer, pipeline, comm & power line construction • Texas
1 EXHIBIT 10.13 AMENDMENT TO ASSET PURCHASE AND SALE AGREEMENT This Amendment to Asset Purchase and Sale Agreement (this "Amendment"), dated as of June 26, 1998, between OmniAmerica, Inc., a Delaware corporation, (the "Buyer") and certain wholly-owned...Asset Purchase and Sale Agreement • September 28th, 1998 • Omniamerica Inc • Water, sewer, pipeline, comm & power line construction
and Terry A. Klein 2 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • September 28th, 1998 • Omniamerica Inc • Water, sewer, pipeline, comm & power line construction • New Mexico
MADE BY SPECIALTY TELECONSTRUCTORS, INC. AND CERTAIN OF ITS SUBSIDIARIES, IN FAVOR OF THE CHASE MANHATTAN BANK, AS ADMINISTRATIVE AGENTGuarantee and Collateral Agreement • September 28th, 1998 • Omniamerica Inc • Water, sewer, pipeline, comm & power line construction • New York
EXHIBIT 4.3 WARRANT AGREEMENT ----------------- AGREEMENT, dated as of November 4, 1994, by and among SPECIALTY TELECONSTRUCTORS, INC., a Nevada corporation (the "Company"), AMERICAN STOCK TRANSFER & TRUST COMPANY, a New York corporation, as Warrant...Warrant Agreement • February 3rd, 1997 • Specialty Teleconstructors Inc • Water, sewer, pipeline, comm & power line construction • Nevada
U.S. Securities and Exchange Commission Washington, D.C. 20549 Form 10-QSBSpecialty Teleconstructors Inc • August 13th, 1998 • Water, sewer, pipeline, comm & power line construction
1 EXHIBIT 10.10 FINANCIAL ADVISORY AGREEMENT THIS FINANCIAL ADVISORY AGREEMENT (this "Agreement") is made and entered into effective as of April 23, 1998, among Specialty Teleconstructors, Inc., a Nevada corporation ("Holdings"), OmniAmerica Holdings...Financial Advisory Agreement • September 28th, 1998 • Omniamerica Inc • Water, sewer, pipeline, comm & power line construction • Texas
EXHIBIT 10.9 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this "Agreement") dated as of June 30, 1997, between MICROWAVE TOWER SERVICE, INC., an Oregon corporation (together with its assigns, "MTS") and a wholly-owned subsidiary of SPECIALTY...Employment Agreement • September 15th, 1997 • Specialty Teleconstructors Inc • Water, sewer, pipeline, comm & power line construction • New Mexico
1 EXHIBIT 10.9 MONITORING AND OVERSIGHT AGREEMENT THIS MONITORING AND OVERSIGHT AGREEMENT (this "Agreement") is made and entered into as of April 23, 1998, among Specialty Teleconstructors, Inc., a Nevada corporation ("Holdings"), OmniAmerica Holdings...Monitoring and Oversight Agreement • September 28th, 1998 • Omniamerica Inc • Water, sewer, pipeline, comm & power line construction • Texas
WITNESSETH:Employment Agreement • February 20th, 1998 • Specialty Teleconstructors Inc • Water, sewer, pipeline, comm & power line construction • New Mexico
1 EXHIBIT 10.12 ASSET PURCHASE AND SALE AGREEMENTAsset Purchase and Sale Agreement • September 28th, 1998 • Omniamerica Inc • Water, sewer, pipeline, comm & power line construction • Massachusetts
AMONGAgreement and Plan of Merger • May 19th, 1997 • Specialty Teleconstructors Inc • Water, sewer, pipeline, comm & power line construction • Oklahoma
AMONGAgreement and Plan of Merger • July 15th, 1997 • Specialty Teleconstructors Inc • Water, sewer, pipeline, comm & power line construction • Oregon
