RECITALSRegistration Rights Agreement • March 22nd, 2005 • Insignia Solutions PLC • Services-prepackaged software • California
R E C I T A LConsulting Agreement • March 31st, 1999 • Insignia Solutions PLC • Services-prepackaged software • California
RECITALSRegistration Rights Agreement • December 15th, 1999 • Insignia Solutions PLC • Services-prepackaged software • New York
ARTICLE 2 PURCHASERS' REPRESENTATIONS AND WARRANTIESSecurities Purchase Agreement • December 15th, 1999 • Insignia Solutions PLC • Services-prepackaged software • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 7th, 2005 • Insignia Solutions PLC • Services-prepackaged software • England and Wales
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 30, 2005, by and between INSIGNIA SOLUTIONS PLC, a public limited company incorporated under the laws of England and Wales (registered number: 1961960) (the “Company”) and ____ (the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in the Securities Subscription Agreement by and among the parties hereto and INSIGNIA SOLUTIONS INC. a company incorporated under the laws of Delaware (the “Issuer”), dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Subscription Agreement”).
INSIGNIA SOLUTIONS plc AND THE BANK OF NEW YORK As Depositary AND OWNERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY RECEIPTS Deposit AgreementDeposit Agreement • March 24th, 2004 • Insignia Solutions PLC • Services-prepackaged software • New York
DEPOSIT AGREEMENT dated as of November 17, 1995 among INSIGNIA SOLUTIONS plc, a public limited company incorporated under the laws of England and Wales (herein called the Company), THE BANK OF NEW YORK, a New York banking corporation (herein called the Depositary), and all Owners and Beneficial Owners from time to time of American Depositary Receipts issued hereunder.
Exhibit 10.41 "Confidential treatment has been requested with respect to certain information contained in this document. Confidential portions have been omitted from the public filing and have been filed separately with the Securities and Exchange...License Agreement • November 12th, 1998 • Insignia Solutions PLC • Services-prepackaged software • Washington
EXHIBIT 10.52Subscription Agreement • November 29th, 2000 • Insignia Solutions PLC • Services-prepackaged software • New York
AMENDMENT NUMBER ONE TO THE OEM AGREEMENT BETWEEN WIND RIVER SYSTEMS, INC. AND INSIGNIA SOLUTIONS, INC.Oem Agreement • March 22nd, 2001 • Insignia Solutions PLC • Services-prepackaged software • California
EXHIBIT 10.55 WARRANT AGREEMENTWarrant Agreement • February 15th, 2001 • Insignia Solutions PLC • Services-prepackaged software • New York
EXHIBIT 4.15Line of Credit Loan Agreement • February 13th, 2001 • Insignia Solutions PLC • Services-prepackaged software • California
TECHNOLOGY LICENSE AND DISTRIBUTION AGREEMENTTechnology License and Distribution Agreement • May 13th, 1999 • Insignia Solutions PLC • Services-prepackaged software • California
BY AND AMONGStock Purchase and Sale Agreement • February 10th, 2005 • Insignia Solutions PLC • Services-prepackaged software • California
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAW. NEITHER THIS WARRANT NOR ANY WARRANT SHARES ISSUABLE UPON EXERCISE HEREOF NOR ANY INTEREST OR PARTICIPATION HEREIN OR THEREIN...Warrant Agreement • July 7th, 2006 • Insignia Solutions PLC • Services-prepackaged software • Illinois
This Warrant (“Warrant”) is issued in connection with and pursuant to that certain Securities Subscription Agreement (the “Subscription Agreement”) dated as of February 10, 2005, by and between INSIGNIA SOLUTIONS PLC, a company incorporated under the laws of England and Wales (the “Company”) and FUSION CAPITAL FUND II, LLC (the “Buyer”).
LEASE OFLease Agreement • March 31st, 1999 • Insignia Solutions PLC • Services-prepackaged software • England
SECURITIES SUBSCRIPTION AGREEMENTSecurities Subscription Agreement • February 10th, 2005 • Insignia Solutions PLC • Services-prepackaged software • Illinois
SECURITIES SUBSCRIPTION AGREEMENT (the “Agreement”), dated as of February 10, 2005 by and between INSIGNIA SOLUTIONS PLC, a public limited company incorporated under the laws of England and Wales (registered number: 1961960) (the “Company”), and FUSION CAPITAL FUND II, LLC, an Illinois limited liability company (the “Buyer”). Capitalized terms used herein and not otherwise defined herein are defined in Section 10 hereof.
EXHIBIT 10.54Subscription Agreement • February 15th, 2001 • Insignia Solutions PLC • Services-prepackaged software • New York
MASTER DISTRIBUTION AND LICENSE AGREEMENTMaster Distribution and License Agreement • May 8th, 2003 • Insignia Solutions PLC • Services-prepackaged software • California
This Master Distribution and License Agreement, (the “Agreement”), effective this 4th day of March, 2003 (the “Effective Date”), is entered into by and between Insignia Solutions, Plc. a company organized under the laws of Great Britain, with principal offices at 41300 Christy Street, Fremont, California 94538 (“Insignia”) and Esmertec A.G. with a registered address at Lagerstrasse 14, CH-8600 Dubendorf, Switzerland (“Esmertec”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 30th, 2010 • America's Suppliers, Inc. • Services-prepackaged software • Delaware
This EMPLOYMENT AGREEMENT (the “Agreement”) is dated as of November 30, 2010 (the “Effective Date”) by and between AMERICA’S SUPPLIERS, INC., a Delaware corporation (the “Company”), and MICHAEL MOORE (the “Executive”).
INSIGNIA SOLUTIONS PLC INSIGNIA SOLUTIONS INTERNATIONAL LIMITED INSIGNIA SOLUTIONS, INC INSIGNIA SOLUTIONS SARL ESMERTEC AG TERMINATION AND WAIVER AGREEMENT Macfarlanes London EC4A 1BD WGD/573886Termination and Waiver Agreement • August 13th, 2004 • Insignia Solutions PLC • Services-prepackaged software
A The parties are parties to an Asset Purchase Agreement dated 4 March 2003 (as amended, varied and supplemented) (the Main Agreement) pursuant to which the Insignia Parties have sold and Esmertec has purchased the Business, Assets and Deferred Assets (including intellectual property rights) as therein defined, as the parties hereby acknowledge.
INSIGNIA SOLUTIONS PLCSecurities Subscription Agreement • July 7th, 2005 • Insignia Solutions PLC • Services-prepackaged software
INSIGNIA SOLUTIONS PLC 41300 Christy Street Fremont, CA 94538 Telephone: 510-360-3700 Facsimile: 510-360-3701Securities Subscription Agreement • September 7th, 2005 • Insignia Solutions PLC • Services-prepackaged software
This letter is being delivered to confirm our understanding with respect to certain issues under that certain Securities Subscription Agreement, dated as of February 10, 2005 (the “Subscription Agreement”), by and between INSIGNIA SOLUTIONS PLC, a company incorporated under the laws of England and Wales (the “Company”) and FUSION CAPITAL FUND II, LLC (“Fusion”), pursuant to which the Company has agreed to issue to Fusion the Ordinary Shares, 20 pence nominal value per share, of the Company represented by American Depository Shares (“ADSs”) in an amount up to Twelve Million Dollars ($12,000,000) in accordance with the terms of the Subscription Agreement. All capitalized terms used in this letter that are not defined in this letter shall have the meanings set forth in the Subscription Agreement.
INSIGNIA SOLUTIONS, PLC REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 22nd, 2004 • Insignia Solutions PLC • Services-prepackaged software • California
This Registration Rights Agreement (the “Agreement”) is made as of the 18th day of October, 2004, by and among Insignia Solutions, PLC, a public limited company incorporated under the laws of England and Wales (registered number: 1961960), the individuals and entities listed on the signature pages hereto (each an “Investor” and collectively the “Investors”) and Nash Fitzwilliams Ltd. (the “Placement Agent”).
INSIGNIA SOLUTIONS PLC 41300 Christy Street Fremont, CA 94538 Telephone: 510-360-3700 Facsimile: 510-360-3701Securities Subscription Agreement • May 20th, 2005 • Insignia Solutions PLC • Services-prepackaged software
This letter is being delivered to confirm our understanding with respect to certain issues under that certain Securities Subscription Agreement, dated as of February 10, 2005 (the “Subscription Agreement”), by and between INSIGNIA SOLUTIONS PLC, a company incorporated under the laws of England and Wales (the “Company”) and FUSION CAPITAL FUND II, LLC (“Fusion”), pursuant to which the Company has agreed to issue to Fusion the Ordinary Shares, 20 pence nominal value per share, of the Company represented by American Depository Shares (“ADSs”) in an amount up to Twelve Million Dollars ($12,000,000) in accordance with the terms of the Subscription Agreement. All capitalized terms used in this letter that are not defined in this letter shall have the meanings set forth in the Subscription Agreement.
INSIGNIA SOLUTIONS PLC AMERICAN DEPOSITARY SHARES PURCHASE AGREEMENT October 18, 2004American Depositary Shares Purchase Agreement • October 22nd, 2004 • Insignia Solutions PLC • Services-prepackaged software • California
This American Depositary Shares Purchase Agreement (the “Agreement”) is entered into as of this 18th day of October, 2004 (the “Effective Date”) by and between Insignia Solutions, plc, a public limited company incorporated under the laws of England and Wales (registered number: 1961960) (the “Company”), and the individuals and entities listed on Schedule A hereto (each a “Purchaser” and collectively the “Purchasers”).
WARRANTWarrant Agreement • July 7th, 2005 • Insignia Solutions PLC • Services-prepackaged software • England and Wales
This Warrant (“Warrant”) is issued in connection with and pursuant to that certain Securities Subscription Agreement (the “Subscription Agreement”) dated as of June 30, 2005, by and among INSIGNIA SOLUTIONS PLC, a public limited company incorporated under the laws of England and Wales (registered number: 1961960) (the “Company”), INSIGNIA SOLUTIONS INC. a company incorporated under the laws of Delaware (the “Issuer”), and _____ (the “Buyer”).
Amendment No. 3 To The Technology License and Distribution AgreementTechnology License and Distribution Agreement • November 14th, 2001 • Insignia Solutions PLC • Services-prepackaged software • California
THIS AMENDMENT NO. 3 (the "Amendment 3") to the Technology License and Distribution Agreement No. 15174, dated March 3, 1999 (the "Agreement") between Sun Microsystems, Inc., located at 901 San Antonio Road, Palo Alto, California 94303 ("Sun") and Insignia Solutions, Plc., an English company with its principal place of business located at 41300 Christy Street, Fremont, California 94538 ("Insignia") is entered into this 28th day of September, 2001 (the "Amendment 3 Effective Date") by and between the same parties. This Amendment 3 is in addition to the Agreement. In the event of a conflict between the terms of the Agreement and the terms of this Amendment 3 (including Exhibits attached hereto), the terms of this Amendment 3 shall govern. All capitalized terms used herein shall have the same meaning set forth in the Agreement, unless otherwise stated.
ASSET PURCHASE AGREEMENT BY AND AMONG SMITH MICRO SOFTWARE, INC.; IS ACQUISITION SUB, INC.; INSIGNIA SOLUTIONS PLC; AND VARIOUS SUBSIDIARIES OF INSIGNIA SOLUTIONS PLC Dated as of February 11, 2007Asset Purchase Agreement • February 15th, 2007 • Insignia Solutions PLC • Services-prepackaged software • California
WHEREAS, the Selling Parties are engaged in, among other things, providing device management and over-the-air repair capabilities to mobile operators and terminal manufacturers (the “Business”); and
September 14, 2005 Richard M. Noling [Address] Dear Rick: Insignia Solutions, Inc. (the “Company”) is pleased to offer you employment on the following terms:Employment Agreement • February 15th, 2006 • Insignia Solutions PLC • Services-prepackaged software
SILICON VALLEY BANK LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 15th, 2006 • Insignia Solutions PLC • Services-prepackaged software • Delaware
This LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of October 3, 2005, between SILICON VALLEY BANK, a California chartered bank, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 (FAX ) (“Bank”) and INSIGNIA SOLUTIONS, INC., a Delaware corporation, with offices at 41300 Christy Street, Fremont, California 94538 (FAX ), INSIGNIA SOLUTIONS PLC, a company incorporated in England and Wales with offices at (FAX ), INSIGNIA SOLUTIONS INTERNATIONAL LIMITED, a company incorporated in England and Wales (“Insignia International”), with offices at (FAX ) and INSIGNIA AB (individually and collectively, “Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
September 14, 2005 Richard M. Noling Santa Barbara, CA 93108 Dear Rick: Insignia Solutions, Inc. (the “Company”) is pleased to offer you employment on the following terms:Employment Agreement • December 9th, 2005 • Insignia Solutions PLC • Services-prepackaged software
April 2, 2007 Mark McMillan Insignia Solutions, Inc.Bonus and Change of Control Letter Agreement • May 9th, 2007 • Insignia Solutions PLC • Services-prepackaged software
FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 15th, 2007 • Insignia Solutions PLC • Services-prepackaged software
AMENDMENT DATED AS OF APRIL 10, 2006 TO REGISTRATION RIGHTS AGREEMENT (the “Agreement”), dated as of December 29, 2005 by and among INSIGNIA SOLUTIONS PLC, a public limited company incorporated under the laws of England and Wales (registered number: 1961960) (the “Company”), and the Buyers identified on the signature page hereto (the “Buyers”). Capitalized terms used herein and not otherwise defined herein are defined in the Agreement.
Addendum to Technology License And Distribution Agreement between Sun Microsystems, Inc. and Insignia Solutions, Plc.Technology License and Distribution Agreement • November 14th, 2001 • Insignia Solutions PLC • Services-prepackaged software
This Addendum (the "Addendum") is made to the Technology License and Distribution Agreement (the "Agreement") entered into by and between Sun Microsystems, Inc. ("Sun") and Insignia Solutions, Plc. ("Insignia") dated March 3, 1999, and is effective as of the date signed by Sun below. This Addendum is in addition to the Agreement. In the event of a conflict between the terms of the Agreement and the terms of this Addendum, the terms of this Addendum shall govern. All capitalized terms used herein shall have the same meaning set forth in the Agreement, unless otherwise stated. The parties agree as follows:
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAW. NEITHER THIS WARRANT NOR ANY WARRANT SHARES ISSUABLE UPON EXERCISE HEREOF NOR ANY INTEREST OR PARTICIPATION HEREIN OR THEREIN...Warrant Agreement • July 7th, 2006 • Insignia Solutions PLC • Services-prepackaged software • Illinois
This Warrant (“Warrant”) is issued in connection with and pursuant to that certain Note Purchase Agreement (the “Note Agreement”) dated as of November 4, 2005, by and between INSIGNIA SOLUTIONS PLC, a company incorporated under the laws of England and Wales (the “Company”) and FUSION CAPITAL FUND II, LLC (the “Buyer”).
