ANDTelex Communications Inc • July 2nd, 1997 • Electrical industrial apparatus • New York
2 3 issue of senior subordinated notes of the Company (the "Exchange Securities") which are identical in all material respects to the Securities (except that the Exchange Securities will not contain terms with respect to transfer restrictions) and...Telex Communications Inc • July 2nd, 1997 • Electrical industrial apparatus • New York
1 Exhibit 10(g) EMPLOYMENT AGREEMENT This Employment Agreement ("Agreement") is made and entered into this 4th day of March, 1997 by and between JOHN A. PALLESCHI ("Executive") and GST ACQUISITION CORP. a Delaware corporation ("GST"). This Agreement...Employment Agreement • July 2nd, 1997 • Telex Communications Inc • Electrical industrial apparatus • Minnesota
1 CONFORMED COPY CREDIT AGREEMENTCredit Agreement • July 2nd, 1997 • Telex Communications Inc • Electrical industrial apparatus • New York
1 Exhibit 10(h) EMPLOYMENT AGREEMENT This Employment Agreement ("Agreement") is made and entered into this 4th day of March, 1997 by and between JOHN T. HISLOP ("Executive") and GST ACQUISITION CORP., a Delaware corporation. This Agreement shall only...Employment Agreement • July 2nd, 1997 • Telex Communications Inc • Electrical industrial apparatus • Minnesota
Exhibit 4(b) FIRST SUPPLEMENTAL INDENTURETelex Communications Inc • July 2nd, 1997 • Electrical industrial apparatus • New York
1 Exhibit 10(b) TRADEMARK LICENSE AGREEMENT This AGREEMENT ("Agreement") entered into as of this 25th day of May, 1989 by and between MEMOREX TELEX CORPORATION, a Delaware corporation with its principle place of business at 6422 East 41st Street,...Trademark License Agreement • July 2nd, 1997 • Telex Communications Inc • Electrical industrial apparatus • New York
2 3 a. For all services to be rendered by Executive pursuant to this Agreement during the Period of Employment to the Company or Group:Employment Agreement • July 2nd, 1997 • Telex Communications Inc • Electrical industrial apparatus
1 2 to the Company) in connection with the financing of the transactions contemplated by the Recapitalization Agreement (the "Revised Financing Structure"), of which approximately $20,075,000 shall be applied to reduce the net equity capital funds of...Telex Communications Inc • July 2nd, 1997 • Electrical industrial apparatus • New York
FEE AGREEMENTFee Agreement • July 2nd, 1997 • Telex Communications Inc • Electrical industrial apparatus • New York
1 Exhibit 4(g) PATENT AND TRADEMARK SECURITY AGREEMENT PATENT AND TRADEMARK SECURITY AGREEMENT, dated as of May 6, 1997, made by Telex Communications, Inc., a Delaware corporation (the "Grantor"), in favor of The Chase Manhattan Bank, a New York...Patent and Trademark Security Agreement • July 2nd, 1997 • Telex Communications Inc • Electrical industrial apparatus • New York
Exhibit 10(a) STOCKHOLDERS AND REGISTRATION RIGHTS AGREEMENTStockholders and Registration Rights Agreement • July 2nd, 1997 • Telex Communications Inc • Electrical industrial apparatus • New York
1 EXHIBIT 10(c) CONSULTING AGREEMENT This CONSULTING AGREEMENT, dated as of May 6, 1997 (the "Agreement"), is entered by and between GST Acquisition Corp., Inc., a Delaware corporation (the "Company"), and Greenwich Street Capital Partners, Inc., a...Consulting Agreement • July 2nd, 1997 • Telex Communications Inc • Electrical industrial apparatus • New York
1 EXHIBIT 4F ------------------------------------------------------------------ -------------- GUARANTEE AND COLLATERAL AGREEMENTGuarantee and Collateral Agreement • July 2nd, 1997 • Telex Communications Inc • Electrical industrial apparatus • New York
3 4 (b) Tender Offer for Senior Notes. The Company will, as soon as practicable following the date of this Agreement, offer to purchase all of the Senior Notes and solicit consents to the amendment of the terms of the Indenture governing the Senior...Recapitalization Agreement and Plan of Merger • July 2nd, 1997 • Telex Communications Inc • Electrical industrial apparatus • Delaware
2 3 the copies of this Agreement signed by all the parties shall be delivered to Holdings, Telex and the Administrative Agent.Telex Assumption Agreement • July 2nd, 1997 • Telex Communications Inc • Electrical industrial apparatus • New York
1 2 of the State of Delaware, a duly executed certificate of merger as required by the DGCL, and the parties shall take all such other and further actions as may be required by law to make the Merger effective. Prior to the filing referred to in this...The Recapitalization Agreement and Plan of Merger • July 2nd, 1997 • Telex Communications Inc • Electrical industrial apparatus • New York
1 EXHIBIT 10(d) INDEMNIFICATION AGREEMENT This INDEMNIFICATION AGREEMENT, is entered into as of May 6, 1997 (the "Agreement"), by and among GST Acquisition Corp., a Delaware corporation ("GST"), and Greenwich Street Capital Partners, Inc., a Delaware...Indemnification Agreement • July 2nd, 1997 • Telex Communications Inc • Electrical industrial apparatus • Delaware
