AMENDED AND RESTATED BUSINESS LOAN AND SECURITY AGREEMENT dated as of October 5, 2005 by and among ICF CONSULTING GROUP HOLDINGS, INC. and ICF CONSULTING GROUP, INC. and other “Borrower” parties hereto from time to time, as Borrowers, CITIZENS BANK OF...Business Loan and Security Agreement • May 11th, 2006 • ICF International, Inc. • Virginia
THIS AMENDED AND RESTATED BUSINESS LOAN AND SECURITY AGREEMENT is executed as of October 5th, 2005, and is by and among (i) CITIZENS BANK OF PENNSYLVANIA, a Pennsylvania state chartered bank (“Citizens Bank”), acting in the capacity of Lender, Swing Line Lender and as Agent for the Lenders; (ii) CHEVY CHASE BANK, F.S.B., a federal savings bank (“Chevy Chase Bank”), PNC BANK, NATIONAL ASSOCIATION, as successor-in-interest to Riggs Bank, N.A., a national banking association (“PNC Bank”), COMMERCE BANK, N.A., a national banking association (“Commerce Bank”), and other “Lender” parties to this Amended and Restated Business Loan and Security Agreement from time to time; (iii) ICF CONSULTING GROUP, INC., a Delaware corporation, ICF CONSULTING GROUP HOLDINGS, INC., a Delaware corporation, ICF CONSULTING LIMITED, a private limited company organized under the laws of England and Wales, COMMENTWORKS.COM COMPANY, L.L.C., a Delaware limited liability company, THE K.S. CRUMP GROUP, L.L.C., a Delawa
STOCK PURCHASE AGREEMENT BY AND AMONG ICF CONSULTING GROUP, INC. ICF CONSULTING GROUP HOLDINGS, INC. TERRENCE R. COLVIN WESLEY C. PICKARD DONALD L. ZIMMERMAN AND THE OTHER SHAREHOLDERS OF SYNERGY, INC. Effective January 1, 2005Stock Purchase Agreement • May 11th, 2006 • ICF International, Inc.
This Table of Contents is for convenience of reference only and is not intended to define, limit or describe the scope, intent or meaning of any provision of this Agreement.
AGREEMENT OF SUBLEASEAgreement of Sublease • May 11th, 2006 • ICF International, Inc. • Virginia
WHEREAS, ICF Kaiser Hunters Branch Leasing, Inc. (“ICF-HB”) is the tenant under certain Consolidated, Amended and Restated Deed of Lease agreements by and between HMCE Associates Limited Partnership, R.L.L.P., as landlord, and ICF-HB, as tenant, dated as of November 12, 1997, for space in that building known as “Hunter’s Branch-Phase I” and located at 9300 Lee Highway, Fairfax, Virginia (the “9300 Lease”) and for space in that building known as “Hunter’s Branch-Phase I, Building 2, located at 9302 Lee Highway (the “9302 Lease”), (together, the “Leases”);
ASSIGNMENT AGREEMENTAssignment Agreement • May 11th, 2006 • ICF International, Inc. • Virginia
This Assignment Agreement dated as of October 7, 2005 (“Assignment Agreement”) among B2TECS (“Assignor”), Hunters Branch Leasing, LLC (“Landlord”) and ICF Consulting Group, Inc. (“Assignee”).
STOCK PURCHASE AGREEMENT BY AND AMONG ICF CONSULTING GROUP, INC. CALIBER ASSOCIATES, INC. EMPLOYEE STOCK OWNERSHIP PLAN AND TRUST CALIBER ASSOCIATES, INC. GERALD CROAN AND SHARON BISHOP Effective September 12, 2005Stock Purchase Agreement • May 11th, 2006 • ICF International, Inc.
STOCK PURCHASE AGREEMENT (“Agreement”), dated September 12, 2005 (the “Effective Date”), by and among (i) ICF Consulting Group, Inc., a Delaware corporation (“ICF”), (ii) Caliber Associates, Inc., a Virginia corporation (“Caliber”), (iii) the Caliber ESOP (as hereinafter defined), the sole shareholder of Caliber (the “Shareholder”) and (iv) Gerald Croan (“Croan”) and Sharon Bishop (“Bishop” and jointly with Croan the “Founders”).
FORM OF ICF INTERNATIONAL, INC. AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT Dated as of April 28, 2006Rights Agreement • May 11th, 2006 • ICF International, Inc. • Delaware
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 28, 2006, among ICF INTERNATIONAL, INC. (formerly named ICF CONSULTING GROUP HOLDINGS, INC.), a Delaware corporation (the “Company”) and each of the Persons listed on the signature pages hereof or Schedule A hereto and any Person who shall hereafter become a party to this Agreement (whereupon such Person shall be added to an amended Schedule A).
