0001021408-02-014146 Sample Contracts

RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • November 14th, 2002 • CSG Systems International Inc • Services-computer processing & data preparation • Delaware

This Restricted Stock Award Agreement (this “Agreement”) is entered into as of August 22, 2002 (the “Award Date”), by and between CSG SYSTEMS INTERNATIONAL, INC., a Delaware corporation (the “Company”), and PETER E. KALAN (“Grantee”).

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STOCK OPTION CANCELLATION AGREEMENT
Stock Option Cancellation Agreement • November 14th, 2002 • CSG Systems International Inc • Services-computer processing & data preparation • Delaware

This Stock Option Cancellation Agreement is entered into as of August 30, 2002, by and between CSG SYSTEMS INTERNATIONAL, INC., a Delaware corporation (the “Company”), and EDWARD C. NAFUS (“Grantee”).

THIRD AMENDMENT to EMPLOYMENT AGREEMENT among CSG SYSTEMS INTERNATIONAL, INC. and CSG SYSTEMS, INC. and NEAL C. HANSEN
Employment Agreement • November 14th, 2002 • CSG Systems International Inc • Services-computer processing & data preparation

This Third Amendment to Employment Agreement (the “Amendment”) is made this 30th day of August, 2002, among CSG SYSTEMS INTERNATIONAL, INC. (“CSGS”), a Delaware corporation, CSG SYSTEMS, INC. (“Systems”), a Delaware corporation, and NEAL C. HANSEN (the “Executive”). CSGS and Systems collectively are referred to in this Amendment and the Employment Agreement referred to below as the “Companies”.

STOCK OPTION CANCELLATION AGREEMENT
Stock Option Cancellation Agreement • November 14th, 2002 • CSG Systems International Inc • Services-computer processing & data preparation • Delaware

This Stock Option Cancellation Agreement is entered into as of August 30, 2002, by and between CSG SYSTEMS INTERNATIONAL, INC., a Delaware corporation (the “Company”), and JOHN P. POGGE (“Grantee”).

STOCK OPTION CANCELLATION AGREEMENT
Stock Option Cancellation Agreement • November 14th, 2002 • CSG Systems International Inc • Services-computer processing & data preparation • Delaware

This Stock Option Cancellation Agreement is entered into as of August 30, 2002, by and between CSG SYSTEMS INTERNATIONAL, INC., a Delaware corporation (the “Company”), and NEAL C. HANSEN (“Grantee”).

STOCK OPTION CANCELLATION AGREEMENT
Stock Option Cancellation Agreement • November 14th, 2002 • CSG Systems International Inc • Services-computer processing & data preparation • Delaware

This Stock Option Cancellation Agreement is entered into as of August 30, 2002, by and between CSG SYSTEMS INTERNATIONAL, INC., a Delaware corporation (the “Company”), and PETER E. KALAN (“Grantee”).

STOCK OPTION CANCELLATION AGREEMENT
Stock Option Cancellation Agreement • November 14th, 2002 • CSG Systems International Inc • Services-computer processing & data preparation • Delaware

This Stock Option Cancellation Agreement is entered into as of August 30, 2002, by and between CSG SYSTEMS INTERNATIONAL, INC., a Delaware corporation (the “Company”), and WILLIAM E. FISHER (“Grantee”).

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