1 EXHIBIT 2.7 STOCK PURCHASE AGREEMENTStock Purchase Agreement • February 2nd, 2000 • Clientlogic Corp • New York
RECITALSPledge Agreement • February 2nd, 2000 • Clientlogic Corp • New York
BY AND AMONGAgreement and Plan of Merger • February 2nd, 2000 • Clientlogic Corp • Delaware
1 EXHIBIT 10.1 STOCKHOLDERS AGREEMENT CUSTOMERONE HOLDING CORPORATION Dated as of October 1, 1998 TABLE OF CONTENTSStockholders Agreement • February 2nd, 2000 • Clientlogic Corp • New York
EXHIBIT 2.5 SHARE PURCHASE AGREEMENTShare Purchase Agreement • February 2nd, 2000 • Clientlogic Corp
1 EXHIBIT 10.11 INDEMNIFICATION AGREEMENT This INDEMNIFICATION AGREEMENT is made and entered into as of the 27th day of January, 1999 (the "Agreement"), by and among CustomerONE Holding Corporation, a Delaware corporation (the "Company"), LCS...Indemnification Agreement • February 2nd, 2000 • Clientlogic Corp • Delaware
1 EXHIBIT 2.6 STOCK PURCHASE AGREEMENTStock Purchase Agreement • February 2nd, 2000 • Clientlogic Corp
BRIGGS THE SHARES ISSUABLE PURSUANT TO THIS AGREEMENT ARE SUBJECT TO AN OPTION TO REPURCHASE PROVIDED UNDER THE PROVISIONS OF THE COMPANY'S 1998 STOCK OPTION PLAN FOR KEY EMPLOYEES AND THIS AGREEMENT ENTERED INTO PURSUANT THERETO. A COPY OF SUCH PLAN...Non-Qualified Stock Option Agreement • February 2nd, 2000 • Clientlogic Corp
1 EXHIBIT 2.4 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 2nd, 2000 • Clientlogic Corp • New York
1 EXHIBIT 10.2 AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENT THIS AMENDMENT NO. 1 TO STOCKHOLDERS AGREEMENT, dated as of December 21, 1999 (this "Amendment"), is entered into by and among ClientLogic Holding Corporation, a Delaware corporation, formerly...Stockholders Agreement • February 2nd, 2000 • Clientlogic Corp
1 EXHIBIT 2.2 SHARE EXCHANGE AGREEMENT THIS AGREEMENT made the 17th day of December, 1998. BETWEEN: ONEX CORPORATION, a corporation existing under the laws of the Province of Ontario, (hereinafter referred to as the "Transferor"),Share Exchange Agreement • February 2nd, 2000 • Clientlogic Corp • Ontario
Mark R. Briggs CUSTOMERONE HOLDING CORPORATION PHANTOM STOCK UNIT AGREEMENT 1. Participation. CustomerONE Holding Corporation, a Delaware corporation (the "Company"), hereby selects Mark R. Briggs (the "Participant") to participate in the Company's...Clientlogic Corp • February 2nd, 2000 • New York
1 EXHIBIT 10.9 NOTICE IS HEREBY GIVEN THAT THIS AGREEMENT CONTAINS INDEMNIFICATION PROVISIONS IN SECTION 5 THAT APPLY TO CLAIMS, LIABILITIES, LOSSES, DAMAGES OR EXPENSES THAT HAVE RESULTED FROM OR ARE ALLEGED TO HAVE RESULTED FROM THE ACTIVE OR...Financial Advisory Agreement • February 2nd, 2000 • Clientlogic Corp • New York
1 EXHIBIT 10.8 NOTICE IS HEREBY GIVEN THAT THIS AGREEMENT CONTAINS INDEMNIFICATION PROVISIONS IN SECTION 5 THAT APPLY TO CLAIMS, LIABILITIES, LOSSES, DAMAGES OR EXPENSES THAT HAVE RESULTED FROM OR ARE ALLEGED TO HAVE RESULTED FROM THE ACTIVE OR...Monitoring and Oversight Agreement • February 2nd, 2000 • Clientlogic Corp • New York
1 EXHIBIT 10.27 EMPLOYMENT AGREEMENT AGREEMENT, dated August 13, 1998, between Onex Service Partners, a general partnership organized under the laws of the State of New York (the "Partnership"), and Thomas O. Harbison (the "Employee"). The Partnership...Employment Agreement • February 2nd, 2000 • Clientlogic Corp • New York
Steve Kawalick CUSTOMERONE HOLDING CORPORATION PHANTOM STOCK UNIT AGREEMENT 1. Participation. CustomerONE Holding Corporation, a Delaware corporation (the "Company"), hereby selects Steve Kawalick (the "Participant") to participate in the Company's...Stock Unit Agreement • February 2nd, 2000 • Clientlogic Corp • New York
Joanne Biltekoff CUSTOMERONE HOLDING CORPORATION PHANTOM STOCK UNIT AGREEMENT 1. Participation. CustomerONE Holding Corporation, a Delaware corporation (the "Company"), hereby selects Joanne Biltekoff (the "Participant") to participate in the...Phantom Stock Unit Agreement • February 2nd, 2000 • Clientlogic Corp • New York
1 EXHIBIT 2.1 STOCK PURCHASE AGREEMENTStock Purchase Agreement • February 2nd, 2000 • Clientlogic Corp • New York
TONon-Qualified Stock Option Agreement • February 2nd, 2000 • Clientlogic Corp
CLIENTLOGIC HOLDING CORPORATION STOCK OPTION AGREEMENTKey Employees • February 2nd, 2000 • Clientlogic Corp
