WITNESSETH:Management Agreement • May 14th, 1999 • Global Vacation Group Inc • Transportation services
1 EX 10.40 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 14th, 2000 • Global Vacation Group Inc • Transportation services • New York
JOINT FILING AGREEMENT In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto)...Joint Filing Agreement • November 15th, 2001 • Classic Vacation Group Inc • Transportation services
In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, par value $0.01 per Share, of Classic Vacation Group, Inc. and further agree that this Joint Filing Agreement be included as an Exhibit to such joint filings. In evidence thereof, the undersigned, being duly authorized, have executed this Joint Filing Agreement this 14th day of November 2001.
BY AND AMONG GLOBAL VACATION GROUP, INC., ("BUYER")Stock Purchase Agreement • August 14th, 2000 • Global Vacation Group Inc • Transportation services • New York
EXHIBIT 1.1 FORM OF UNDERWRITING AGREEMENT 2 GLOBAL VACATION GROUP, INC.Global Vacation Group Inc • July 29th, 1998 • Transportation services • New York
AMONGNote Purchase Agreement • January 23rd, 2002 • Classic Vacation Group Inc • Transportation services • Washington
1 EXHIBIT 10.7 STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 25th, 1998 • Global Vacation Group Inc • Transportation services • California
RECITALSConsulting Agreement • May 21st, 1998 • Global Vacation Group Inc • New York
1 EXHIBIT 10.11 CREDIT AGREEMENT, DATED AS OF MARCH 27, 1998,Credit Agreement • May 21st, 1998 • Global Vacation Group Inc • New York
AMENDMENT NO. 2Global Vacation Group Inc • May 21st, 1998 • New York
WITNESSETH:Management Agreement • May 14th, 1999 • Global Vacation Group Inc • Transportation services
AMENDMENT NO. 3Global Vacation Group Inc • August 14th, 2000 • Transportation services • New York
1 EXHIBIT 2.1 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • June 16th, 1999 • Global Vacation Group Inc • Transportation services • New York
RECITALS:Joinder Agreement • June 25th, 1998 • Global Vacation Group Inc • Transportation services • New York
RECITALSClassic Vacation Group Inc • November 15th, 2001 • Transportation services • Delaware
RECITALSProfessional Services Agreement • June 25th, 1998 • Global Vacation Group Inc • Transportation services • New York
RECITALSSenior Management Agreement • November 15th, 1999 • Global Vacation Group Inc • Transportation services • New York
ARTICLE I.Unit Purchase Agreement • February 1st, 2002 • Classic Vacation Group Inc • Transportation services • New York
EXHIBIT 10.54 STOCK AND ASSET PURCHASE AGREEMENT THIS STOCK AND ASSET PURCHASE AGREEMENT is entered into as of January 22, 2002, by and among Classic Vacation Group, Inc., a New York corporation ("SELLER"), GVG Technology, Inc. ("TECHNOLOGY"), a...Stock and Asset Purchase Agreement • February 1st, 2002 • Classic Vacation Group Inc • Transportation services • Delaware
CAPITAL CONTRIBUTION AGREEMENT This is an Agreement (the "Agreement") dated November 2, 2001 among CVG Investment LLC (the "Company"), a Delaware limited liability company, Three Cities Fund III, L.P. ("TCF III"), a Delaware limited partnership, GV...Capital Contribution Agreement • November 15th, 2001 • Classic Vacation Group Inc • Transportation services • Delaware
ARTICLE I TERMS AND CONDITIONS OF RESIGNATIONResignation Agreement • November 14th, 2000 • Global Vacation Group Inc • Transportation services • New York
1 EXHIBIT 10.9 STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 21st, 1998 • Global Vacation Group Inc • New York
2 - 3 purchase the Stock for his or her own account, with no present intention of distributing or reselling the Stock or any part thereof, and that he or she is prepared to bear the economic risk of retaining the Stock for an indefinite period, all...Equity Subscription Agreement • May 21st, 1998 • Global Vacation Group Inc • New York
ARTICLE I TERMS AND CONDITIONS OF RESIGNATIONResignation Agreement • November 14th, 2000 • Global Vacation Group Inc • Transportation services • New York
1 EXHIBIT 10.8 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 21st, 1998 • Global Vacation Group Inc • New York
EXHIBIT 10.33 AMENDMENT NO. 4 AND WAIVER NO. 1 AMENDMENT NO. 4 and WAIVER NO. 1, dated August 13, 1999, to and under the First Amended and Restated Credit Agreement, dated as of February 19, 1999, by and among Global Vacation Group, Inc., the Lenders...Global Vacation Group Inc • November 15th, 1999 • Transportation services • New York
ARTICLE I TERMS AND CONDITIONS OF RESIGNATIONResignation of Employment Agreement • March 15th, 2000 • Global Vacation Group Inc • Transportation services • New York
2 3 (60) days prior to the expiration of the Term or any Renewal Term. Either Executive or Employer may terminate this Agreement with or without Cause as provided in Section 7 below. Upon termination of Executive's employment with Employer pursuant to...Employment Agreement • May 21st, 1998 • Global Vacation Group Inc • New York
VOTING AGREEMENT AND IRREVOCABLE PROXYVoting Agreement and Irrevocable Proxy • January 30th, 2002 • Classic Vacation Group Inc • Transportation services • New York
VOTING AGREEMENT AND IRREVOCABLE PROXYVoting Agreement and Irrevocable Proxy • January 30th, 2002 • Classic Vacation Group Inc • Transportation services • New York
EXHIBIT 10.6 STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 21st, 1998 • Global Vacation Group Inc • New York
1 TYPE>EX 10.36 SECOND AMENDED AND RESTATED CREDIT AGREEMENT, DATED AS OF OCTOBER 28, 1999Credit Agreement • March 15th, 2000 • Global Vacation Group Inc • Transportation services • New York
AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 27th, 2001 • Classic Vacation Group Inc • Transportation services • New York
THIS AMENDMENT NO. 1 TO THE REGISTRATION RIGHTS AGREEMENT (this “Amendment”) is made as of June 20, 2000, by and among Global Vacation Group, Inc., a New York corporation (the “Company”), Thayer Equity Investors III, L.P., a Delaware limited partnership (the “Investor”), and GV Investment, LLC, a Delaware limited liability company (“GVI”).
EXHIBIT 10.32 AMENDMENT NO. 3 AMENDMENT NO. 3, dated July 21, 1999 (this AMENDMENT"), to the First Amended and Restated Credit Agreement, dated as of February 19, 1999, by and among Global Vacation Group, Inc., the Lenders party thereto and The Bank...Global Vacation Group Inc • November 15th, 1999 • Transportation services • New York
This Note was issued in a transaction which was not registered under the Securities Act of 1933, as amended, and may not be sold or transferred other than in a transaction which is registered under that Act or is exempt from the registration...Classic Vacation Group Inc • November 8th, 2001 • Transportation services
Classic Vacation Group, Inc. (the “Company”), a New York corporation, promises to pay to CVG Investment LLC or its assigns (the “Holder”), at the time described below, the principal sum of $5,000,000. The Company also promises to pay interest on the balance of that principal sum which is unpaid from time to time at the rate of (i) 7.5% per annum, from the date of this Note through March 31, 2002, and (ii) 15% per annum, after March 31, 2002, based on the actual number of days elapsed in a year of 365 or 366 days. This Note is being issued (x) in accordance with a Note Purchase Agreement (the “Note Purchase Agreement”) dated November 2, 2001 between the Company and CVG Investment LLC or (y) in payment of interest with regard to 7.5% Exchangeable Senior Subordinated Notes due December 31, 2006. This Note, all the other 7.5% Exchangeable Senior Subordinated Notes due December 31, 2006 issued by the Company under circumstances described in clause (x) or (y) of the preceding sentence, and a
