EXHIBIT 99.2 The Agreement and Plan of Merger has been included to provide investors and security holders with information regarding its terms. It is not intended to provide any other factual information about NICE. The representations, warranties and...Merger Agreement • August 30th, 2007 • Nice Systems LTD • Electronic computers • New York
REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN NICE SYSTEMS LIMITEDRegistration Rights Agreement • June 26th, 2003 • Nice Systems LTD • Electronic computers • New York
EXHIBIT 4.5 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 31st, 2010 • Nice Systems LTD • Electronic computers
TO TRUSTEE INDENTUREIndenture • August 26th, 2005 • Nice Systems LTD • Electronic computers • New York
TO TRUSTEE INDENTUREIndenture • August 26th, 2005 • Nice Systems LTD • Electronic computers • New York
INSTEM TECHNOLOGIES LIMITED (2) ---------------------- MANUFACTURING AGREEMENT ---------------------- [LOGO] ADDLESHAW BOOTH & CO CONTENTSManufacturing Agreement • June 26th, 2003 • Nice Systems LTD • Electronic computers
EXHIBIT 4.10 STOCK PURCHASE AGREEMENT BY AND BETWEENStock Purchase Agreement • May 17th, 2006 • Nice Systems LTD • Electronic computers • New York
THE PURCHASERS (2) SALE AND PURCHASE AGREEMENTSale and Purchase Agreement • June 26th, 2003 • Nice Systems LTD • Electronic computers • New York
WITNESSETH:Asset Purchase and Sale Agreement • May 17th, 2006 • Nice Systems LTD • Electronic computers
AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY RECEIPTS Deposit Agreement Dated as of January 24, 1996Deposit Agreement • February 17th, 2009 • Nice Systems LTD • Electronic computers • New York
DEPOSIT AGREEMENT dated as of January 24, 1996, as amended and restated as of July 22, 1997, among NICE - SYSTEMS LTD., incorporated under the laws of Israel (herein called the "Issuer"), THE BANK OF NEW YORK, a New York banking corporation (herein called the "Depositary"), and all Owners (as hereinafter defined) and holders from time to time of American Depositary Receipts (as hereinafter defined) issued hereunder.
Exhibit A to Deposit AgreementDeposit Agreement • February 17th, 2009 • Nice Systems LTD • Electronic computers
The Bank of New York as depositary (hereinafter called the "Depositary"), hereby certifies that __________________________________________________________ _____________________________________, or registered assigns IS THE OWNER OF _______________________________________
EXHIBIT 4.9 SHARE PURCHASE AGREEMENTShare Purchase Agreement • May 17th, 2006 • Nice Systems LTD • Electronic computers
AGREEMENT AND PLAN OF MERGERMerger Agreement • April 21st, 2017 • NICE Ltd. • Electronic computers • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of May 17, 2016 among inContact, Inc., a Delaware corporation (the “Company”), NICE-Systems Ltd., a company organized under the laws of the State of Israel (“Parent”), and Victory Merger Sub Inc., a Delaware corporation and a wholly owned indirect subsidiary of Parent (“Merger Subsidiary”).
EXHIBIT 1.1Underwriting Agreement • December 9th, 2005 • Nice Systems LTD • Electronic computers • New York
NICE SYSTEMS INC., as Issuer AND NICE LTD., as Guarantor AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of January 18, 2017 1.25% Exchangeable Senior Notes due 2024Indenture • April 21st, 2017 • NICE Ltd. • Electronic computers • New York
INDENTURE dated as of January 18, 2017 among NICE Systems Inc., a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01), NICE Ltd., an Israeli corporation, as guarantor (“NICE”), and U.S. Bank National Association, as trustee (the “Trustee”, as more fully set forth in Section 1.01).
AGREEMENT AND PLAN OF MERGERMerger Agreement • April 21st, 2017 • NICE Ltd. • Electronic computers • Delaware
This AGREEMENT AND PLAN OF MERGER, dated as of January 10, 2016 (this “Agreement”), is by and among NICE Systems, Inc., a Delaware corporation (the “Parent”), Diag Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of the Parent (“Merger Sub”), Nexidia Inc., a Delaware corporation (the “Company”), and Shareholder Representative Services LLC, a Colorado limited liability company, solely in its capacity as the Securityholder Representative hereunder.
ContractUnderwriting Agreement • September 20th, 2007 • Nice Systems LTD • Electronic computers • New York
The Underwriting Agreement has been included to provide investors and security holders with information regarding its terms. It is not intended to provide any other factual information about NICE. The representations, warranties and covenants contained in the Underwriting Agreement were made only for purposes of such agreement and as of the specific dates therein, were solely for the benefit of the parties to such agreement, and may be subject to limitations agreed upon by the contracting parties. The representations and warranties may have been made for the purposes of allocating contractual risk between the parties to the agreement instead of establishing those matters as facts, and may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors. Investors are not third party beneficiaries under the Underwriting Agreement and should not rely on the representations, warranties and covenants or any descriptions thereof as
AGREEMENT AND PLAN OF MERGER by and among NICE-SYSTEMS LTD., NEPTUNE MERGER SUB INC., E-GLUE SOFTWARE TECHNOLOGIES, INC., and MR. ZEEV HOLTZMAN AND MR. EREZ SHACHAR (TOGETHER), AS STOCKHOLDERS' REPRESENTATIVEMerger Agreement • March 31st, 2011 • Nice Systems LTD • Electronic computers • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made as of June 9th, 2010, by and among (i) NICE-Systems Ltd., a company organized under the laws of the State of Israel (the “Parent”), (ii) Neptune Merger Sub Inc., a Delaware corporation and wholly owned subsidiary of the Parent (the “Merger Sub”), (iii) e-Glue Software Technologies, Inc., a Delaware corporation (the “Company”), and (iv) solely for the purpose of Section 10.17, Mr. Zeev Holtzman and Mr. Erez Shachar (together, the “Stockholders' Representative”). Capitalized terms used herein and not otherwise defined herein shall have the meaning given such terms in Article IX.
ContractSale and Purchase of Shares Agreement • March 29th, 2012 • Nice Systems LTD • Electronic computers • England and Wales
This Agreement for the Sale and Purchase of Shares in the Capital of Fizzback Group (Holdings) Limited (the "Agreement") has been included to provide investors with information regarding its terms. It is not intended to provide any other factual information about the Registrant. The representations, warranties and covenants contained in the Agreement were made only for purposes of such agreement and as of the specific dates therein, were solely for the benefit of the parties to such agreement, and may be subject to limitations agreed upon by the contracting parties, including being qualified by confidential disclosures exchanged between the parties in connection with the execution of the Agreement. The representations and warranties may have been made for the purposes of allocating contractual risk between the parties to the agreement instead of establishing those matters as facts, and may be subject to standards of materiality applicable to the contracting parties that differ from tho
CREDIT AGREEMENT dated as of November 14, 2016, among NICE LTD., as Parent, NICE SYSTEMS INC., as the Borrower, The LENDERS Party Hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent, ROYAL BANK OF CANADA, as Syndication Agent and CITIBANK...Credit Agreement • April 21st, 2017 • NICE Ltd. • Electronic computers • New York
CREDIT AGREEMENT dated as of November [14], 2016, among NICE LTD., a public company formed under the laws of the State of Israel ( "Parent"), NICE SYSTEMS INC., a Delaware corporation (the "Borrower"), the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, ROYAL BANK OF CANADA, as Syndication Agent and CITIBANK N.A., BMO HARRIS BANK, N.A., WELLS FARGO BANK, N.A., CAPITAL ONE, NATIONAL ASSOCIATION and TD BANK, N.A., as Co-Documentation Agents.
ASSET PURCHASE AND SALE AGREEMENTAsset Purchase and Sale Agreement • June 29th, 2005 • Nice Systems LTD • Electronic computers • New York
THIS AMENDMENT NO. 1 TO ASSET PURCHASE AND SALE AGREEMENT (this “Amendment”) is made and entered into as of May 31, 2005, by and between Dictaphone Corporation, a Delaware corporation (“Dictaphone”), and NICE Systems Inc., a Delaware corporation (“Buyer”), in connection with that certain Asset Purchase and Sale Agreement, dated as of April 11, 2005, by and among Buyer and Dictaphone (the “Agreement”).
THIS SETTLEMENT AGREEMENT is made on 24 February 2005 B E T W E E N: WHEREAS:Settlement Agreement • June 29th, 2005 • Nice Systems LTD • Electronic computers
A Thales, Nice and the Subsidiaries signed a Sale and Purchase Agreement on 30 July 2002 in connection with the acquisition by Nice of certain assets and liabilities of Thales Contact Solutions Limited, Thales Contact Solutions S.A. Thales Contact Solutions GmbH and Thales Contact Solutions Inc. (the “SPA”).
EXHIBIT 4.5 MANUFACTURING OUTSOURCING AGREEMENT This Manufacturing Outsourcing Agreement (The "AGREEMENT") is entered into on January 21st, 2002, by and between Nice Systems Ltd., an Israeli registered corporation no. 52-0036872 having its place of...Manufacturing Outsourcing Agreement • June 26th, 2003 • Nice Systems LTD • Electronic computers
Non-Disclosure AgreementNon-Disclosure Agreement • May 10th, 2018 • NICE Ltd. • Electronic computers • New York
In connection with your consideration of the possible business combination transaction (the “Transaction”) between you and Mattersight Corporation (the “Company”), the Company and you expect to make available to one another certain nonpublic information concerning their respective businesses, financial condition, operations, technologies, assets and liabilities. As a condition to such information being furnished to each party and its controlled subsidiaries, directors, officers, employees, agents or advisors (including, without limitation, attorneys, accountants, consultants, bankers and financial advisors) (collectively, “Representatives”), each party agrees to treat any nonpublic information concerning the other party (whether prepared by the disclosing party, its Representatives or otherwise and irrespective of the form of communication) that is furnished hereunder to a party or to its Representatives now or in the future during the term of this letter agreement by or on behalf of t
ASSET PURCHASE AND SALE AGREEMENT dated as of April 11, 2005 between DICTAPHONE CORPORATION and NICE SYSTEMS INC.Asset Purchase and Sale Agreement • June 29th, 2005 • Nice Systems LTD • Electronic computers • New York
SHARE PURCHASE AGREEMENT Parties: IEX Corporation B.V. as the Purchaser NICE Systems Limited as Guarantor CyberTech Beheer B.V. and Stichting Administratiekantoor CyberTech as the Sellers of 100% of the shares in the capital of CyberTech Investments...Share Purchase Agreement • March 31st, 2011 • Nice Systems LTD • Electronic computers
The Sellers, the Purchaser and the Guarantor hereafter collectively referred to as "Parties" and each individually "Party".
CREDIT AGREEMENT dated as of November 14, 2016, among NICE LTD., as Parent, NICE SYSTEMS INC., as the Borrower, The LENDERS Party Hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent, ROYAL BANK OF CANADA, as Syndication Agent and CITIBANK...Credit Agreement • January 10th, 2017 • NICE Ltd. • Electronic computers • New York
CREDIT AGREEMENT dated as of November 14, 2016, among NICE LTD., a public company formed under the laws of the State of Israel ( “Parent”), NICE SYSTEMS INC., a Delaware corporation (the “Borrower”), the LENDERS party hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, ROYAL BANK OF CANADA, as Syndication Agent and CITIBANK N.A., BMO HARRIS BANK, N.A., WELLS FARGO BANK, N.A., CAPITAL ONE, NATIONAL ASSOCIATION and TD BANK, N.A., as Co-Documentation Agents.
London August 26, 2005 NICE-Systems Ltd. 8 Hapnina Street P.O. Box 690 Ra'anana 43107, Israel Ladies and Gentlemen: We have acted as United States counsel to NICE-Systems Ltd., a company limited by shares organized under the laws of the State of...Legal Counsel Agreement • August 26th, 2005 • Nice Systems LTD • Electronic computers
THE RULES OF THE CAUSATA INC. EXECUTIVE SHARE OPTION SCHEME Adopted by the board of directors of the Company on 2013Executive Share Option Scheme • September 16th, 2013 • Nice Systems LTD • Electronic computers • England and Wales
EXHIBIT 4.4 SHARE PURCHASE AND SALE AGREEMENTShare Purchase and Sale Agreement • March 31st, 2010 • Nice Systems LTD • Electronic computers • New York
AGREEMENT AND PLAN OF MERGERSale and Purchase of Shares Agreement • March 29th, 2012 • Nice Systems LTD • Electronic computers • New York
THIS AGREEMENT AND PLAN OF MERGER, dated December 1, 2011 (this “Agreement”), by and among NICE Systems Inc., a corporation organized under the laws of Delaware (“Parent”), Moneyball Acquisition Corp., a corporation organized under the laws of the State of Delaware and a wholly owned subsidiary of Parent (“Merger Sub”) and Merced Systems, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and solely for the purposes of Sections 2.3, Article VII, Article IX, and Article X, Gregory P. Sands, an individual, as the Stockholder Representative (together with any permitted successors thereof, the “Stockholder Representative”). Capitalized terms used and not otherwise defined herein shall have the meaning given such terms in Article X.
EXCLUSIVITY AGREEMENTExclusivity Agreement • May 10th, 2018 • NICE Ltd. • Electronic computers • Delaware
This Exclusivity Agreement (this “Agreement”) is made as of March 17, 2018, by and between NICE Ltd. (“NICE”) and Mattersight Corporation (the “Company” and, together with NICE, the “Parties”).
EXHIBIT 4.10 AMENDMENT NUMBER 1 TO ORSUS SOLUTIONS LIMITED. 2007 INCENTIVE OPTION PLAN _________________________________________________ AMENDED: JANUARY, 2010 __________________________________ 1. Section 2.7 of the Plan shall be replaced in its...Amendment to the 2007 Incentive Option Plan • March 31st, 2010 • Nice Systems LTD • Electronic computers • Delaware
