MANAGEMENT AGREEMENTManagement Agreement • January 13th, 2004 • TNS Inc • Services-business services, nec • Virginia
THIS MANAGEMENT AGREEMENT (this "Agreement") is made as of December 1, 2003, between Transaction Network Services, Inc., a Delaware corporation ("Employer"), and James J. Mullen, an individual residing at ("Executive").
FORM OF AMENDED AND RESTATED SENIOR MANAGEMENT AGREEMENTSenior Management Agreement • January 13th, 2004 • TNS Inc • Services-business services, nec • Delaware
This Agreement amends and restates that certain Senior Management Agreement (the "Prior Agreement"), dated as of April 3, 2001, by and among Holdings LLC, Employer and Executive. The Company, Holdings LLC, Employer and Executive desire to amend and restate the Prior Agreement in order to facilitate a dissolution of Holdings LLC and an initial public offering of the Company's common stock.
FORM OF DISSOLUTION AGREEMENTDissolution Agreement • January 13th, 2004 • TNS Inc • Services-business services, nec • Delaware
THIS DISSOLUTION AGREEMENT (the "Agreement") is made as of , 2004 by and among TNS, Inc., a Delaware corporation (the "Company"), TNS Holdings, L.L.C., a Delaware limited liability company ("Holdings LLC"), the members of Holdings LLC listed on Exhibit A hereto under the heading "Existing Members" (the "Existing Members") and the members of Dunluce Investors III, L.L.C., a Delaware limited liability company ("Dunluce") listed on Exhibit A hereto under the heading "Dunluce Members" (the "Dunluce Members" and together with the Existing Members, the "Members").
AMENDMENT NO. 1 TO THE STOCK PURCHASE AGREEMENTThe Stock Purchase Agreement • January 13th, 2004 • TNS Inc • Services-business services, nec • Delaware
This STOCK PURCHASE AGREEMENT (this "Agreement") is made as of April 3, 2001, between TNS Holdings, Inc., a Delaware corporation (the "Company"), and TNS Holdings, L.L.C., a Delaware limited liability company (the "Purchaser"). Except as otherwise indicated herein, capitalized terms used herein are defined in Section 6 hereof.
FORM OF AMENDED AND RESTATED REGISTRATION AGREEMENTRegistration Agreement • January 13th, 2004 • TNS Inc • Services-business services, nec • Delaware
THIS AMENDED AND RESTATED REGISTRATION AGREEMENT (this "Agreement") is made as of , 2004, by and among (i) TNS, Inc., a Delaware corporation formerly known as TNS Holdings, Inc. (together with its successors and permitted assigns, the "Company") and each of the persons listed on Schedule A hereto (the "Stockholders").
