EXHIBIT 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement"), made as of July 1, 1998, by and among Avery Communications, Inc., a Delaware corporation (hereinafter referred to as the "Company"), and Patrick J. Haynes, III...Employment Agreement • July 20th, 1999 • Avery Communications Inc • Communications services, nec • Illinois
by and amongAsset Purchase Agreement • August 20th, 2001 • Avery Communications Inc • Communications services, nec • California
EXHIBIT 10.43 EXECUTIVE EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement"), made as of November 1, 2001, by and among Avery Communications, Inc., a Delaware corporation (hereinafter referred to as the "Company"), and Patrick J. Haynes,...Executive Employment Agreement • April 1st, 2002 • Avery Communications Inc • Communications services, nec • Illinois
EXHIBIT 4.21 SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT AND SCHEDULE TO LOAN AND SECURITY AGREEMENT This Second Amendment to Loan and Security Agreement and Schedule to Loan and Security Agreement ("Amendment") dated as of the ____ day of April,...Loan and Security Agreement • July 20th, 1999 • Avery Communications Inc • Communications services, nec • Arizona
EXHIBIT 4.13 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this "Agreement") is dated as ofRegistration Rights Agreement • July 20th, 1999 • Avery Communications Inc • Communications services, nec • Virginia
EXHIBIT 10.47 NONQUALIFIED STOCK OPTION AGREEMENT AVERY COMMUNICATIONS, INC.Nonqualified Stock Option Agreement • April 1st, 2002 • Avery Communications Inc • Communications services, nec
EXHIBIT 4.18 Borrower: HOLD BILLING SERVICES, LTD. Address: 11550 IH-10 West, Suite 285 San Antonio, Texas 78230 Date: March __, 1997 THIS LOAN AND SECURITY AGREEMENT ("Agreement") dated the date set forth above, is entered into by and between the...Loan and Security Agreement • July 20th, 1999 • Avery Communications Inc • Communications services, nec • Arizona
EXHIBIT 10.6 INVESTMENT AGREEMENT BY AND BETWEEN THE FRANKLIN HOLDING CORPORATION (DELAWARE)Investment Agreement • July 20th, 1999 • Avery Communications Inc • Communications services, nec • Delaware
EXHIBIT 4.5 WARRANT EXERCISE AND SECURITIES EXCHANGE AGREEMENT [$340,000 RULE 504 NOTES] This WARRANT EXERCISE AND SECURITIES EXCHANGE AGREEMENT is dated and effective as of July ___, 1996, and is being entered by and between or among, as the case may...Avery Communications Inc • July 20th, 1999 • Communications services, nec • Texas
EXHIBIT 10.45 CONSULTING AGREEMENT CONSULTING AGREEMENT, dated as of September 1, 2001, by and between Avery Communications, Inc. (the "Company"), a Delaware corporation, and Robert T Isham, Jr. (the "Consultant"). W I T N E S S E T H: - - - - - - - -...Consulting Agreement • April 1st, 2002 • Avery Communications Inc • Communications services, nec • New Jersey
| Exhibit 2.5 | | | | | | | | | | | | Agreement and Plan of Merger | | | | | | By and Among | | | | | | Avery Communications, Inc. | | | | | | ACI Telecommunications Financial Services Corporation | | | | | | Primal Systems, Inc. | | | | | | Mark J....Agreement and Plan of Merger • July 20th, 1999 • Avery Communications Inc • Communications services, nec • Delaware
EXHIBIT 4.19 FINOVA Schedule to Loan and Security Agreement Borrower: HOLD BILLING SERVICES, LTD Address: 11550 IH-10 West, Suite 285 San Antonio, Texas 78230 Date: March __, 1997 This Schedule forms an integral part of the Loan and Security Agreement...Avery Communications Inc • July 20th, 1999 • Communications services, nec
ANDReceivables Sale Agreement • May 15th, 2002 • Avery Communications Inc • Communications services, nec • Ohio
EXHIBIT 4.20 AMENDMENT TO LOAN AND SECURITY AGREEMENT AND SCHEDULE TO LOAN AND SECURITY AGREEMENT This Amendment to Loan and Security Agreement and Schedule to Loan and Security Agreement ("Amendment") dated as of the ____ day of February 1998 is by...Loan and Security Agreement • July 20th, 1999 • Avery Communications Inc • Communications services, nec • Arizona
EXHIBIT 10.4 EMPLOYMENT AGREEMENT This Employment Agreement (the "Agreement") is made and entered into by and between AVERY COMMUNICATIONS, INC., a Delaware corporation (the "Company"), and MARK NIELSEN, an individual resident of San Juan Capistrano,...Employment Agreement • July 20th, 1999 • Avery Communications Inc • Communications services, nec
ARTICLE 1Registration Rights Agreement • March 21st, 2001 • Avery Communications Inc • Communications services, nec • Delaware
RECITALSEmployment and Noncompetition Agreement • July 20th, 1999 • Avery Communications Inc • Communications services, nec • Texas
EXHIBIT 4.22 FINOVA SECURED REVOLVING CREDIT NOTEAvery Communications Inc • July 20th, 1999 • Communications services, nec
EXHIBIT 10.10 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO OR FOR SALE IN CONNECTION WITH THE DISTRIBUTION HEREOF. THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF...Avery Communications Inc • July 20th, 1999 • Communications services, nec
RECITALSSecurities Exchange Agreement • July 20th, 1999 • Avery Communications Inc • Communications services, nec • Illinois
EXHIBIT 10.8 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO OR FOR SALE IN CONNECTION WITH THE DISTRIBUTION HEREOF. THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF...Avery Communications Inc • July 20th, 1999 • Communications services, nec
FIRST AMENDMENT TO PARTNERSHIP INTEREST PURCHASE AGREEMENTPartnership Interest Purchase Agreement • July 20th, 1999 • Avery Communications Inc • Communications services, nec • Texas
Exhibit 2.3 FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT This FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT (this "Amendment") is made and entered into as of July 27, 2001, by and between nTelecom Holdings, Inc., a Delaware corporation ("nTelecom"), OAN...Asset Purchase Agreement • October 17th, 2001 • Avery Communications Inc • Communications services, nec
This promissory note (this "Note") is a restatement and replacement, ---- but not an extinguishment or novation, of that certain Promissory Note (the "Original Note"), dated as of October 19, 2000, in the original principal amount ------------- of...Avery Communications Inc • August 14th, 2002 • Communications services, nec
BETWEENBilling Services Agreement • July 20th, 1999 • Avery Communications Inc • Communications services, nec • Texas
Exhibit 4.23 AVERY COMMUNICATIONS, INC. SERIES H PREFERRED STOCK PURCHASE AGREEMENT February 21, 2001 TABLE OF CONTENTS ----------------- ARTICLE 1 AUTHORIZATION AND SALE OF SHARES................................ 1 Section 1.1...Series H Preferred Stock Purchase Agreement • March 21st, 2001 • Avery Communications Inc • Communications services, nec
Exhibit 10.13 FORM OF INDEMNIFICATION AGREEMENT This Indemnification Agreement (this "Agreement") is made and entered into as of the 1st day of June, 1999, by and between Avery Communications, Inc., a Delaware corporation (the "Company"), and...Form of Indemnification Agreement • July 20th, 1999 • Avery Communications Inc • Communications services, nec • Delaware
TOPartnership Interest Option Agreement • July 20th, 1999 • Avery Communications Inc • Communications services, nec • Texas
RECITALSWarrant Exercise and Securities Exchange Agreement • July 20th, 1999 • Avery Communications Inc • Communications services, nec • Texas
Exhibit 4.26 REGISTRATION RIGHTS AGREEMENT Agreement made as of this 21st day of February, 2001 between AVERY COMMUNICATIONS, INC., a Delaware corporation (the "Company"), WATERSIDE CAPITAL CORPORATION, a Virginia corporation ("WSCC") and CAPITALSOUTH...Registration Rights Agreement • March 21st, 2001 • Avery Communications Inc • Communications services, nec
WITNESSETH:Advance Purchase Agreement • July 20th, 1999 • Avery Communications Inc • Communications services, nec • Texas
Amendment No. 2 to Agreement and Plan of MergerAvery Communications Inc • September 28th, 1999 • Communications services, nec
RECITALSWarrant Exchange and Exercise Agreement • July 20th, 1999 • Avery Communications Inc • Communications services, nec • Texas
Exhibit 2.1Preliminary Distribution Agreement • August 15th, 2000 • Avery Communications Inc • Communications services, nec • Delaware
Exhibit 2.6Indemnification Agreement • August 15th, 2000 • Avery Communications Inc • Communications services, nec • California
