LOAN AND SECURITY AGREEMENT OPTIKA IMAGING SYSTEMS, INC. TABLE OF CONTENTSLoan and Security Agreement • November 16th, 1998 • Optika Imaging Systems Inc • Services-prepackaged software
Exhibit 2.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • August 13th, 2003 • Optika Inc • Services-prepackaged software • Colorado
EXHIBIT 10.1 SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 24th, 2000 • Optika Inc • Services-prepackaged software • New York
AMENDED AND RESTATED RIGHTS AGREEMENT, dated as of January 23, 2002 (the "Agreement"), between Optika Inc., a Delaware corporation (the "Company"), and --------- ------- EquiServe Trust Company, N.A. (the "Rights Agent"). ------------Rights Agreement • January 25th, 2002 • Optika Inc • Services-prepackaged software • Delaware
RECITALSExchange Agreement • May 15th, 2001 • Optika Inc • Services-prepackaged software • New York
BETWEENOffice Lease • March 31st, 1997 • Optika Imaging Systems Inc • Services-prepackaged software • Colorado
EXHIBIT 10.4 EMPLOYMENT AGREEMENT This Agreement is entered into as of October 15, 2003 by and between Optika Inc., a Delaware corporation (the "COMPANY"), and Mark K. Ruport ("EXECUTIVE"). WHEREAS, the Company desires to obtain the services of...Employment Agreement • February 6th, 2004 • Optika Inc • Services-prepackaged software • Colorado
EXHIBIT 10.18 LOAN MODIFICATION AGREEMENT This Loan Modification Agreement is entered into as of December 4, 2003 and effective as of November 5, 2003, by and between Optika, Inc. (the "Borrower") and Silicon Valley Bank ("Bank"). 1. DESCRIPTION OF...Loan Modification Agreement • February 6th, 2004 • Optika Inc • Services-prepackaged software
THE PARTIES LISTED ON THE SIGNATURE PAGE HERETO WARRANT AGREEMENT TABLE OF CONTENTS*Warrant Agreement • February 24th, 2000 • Optika Inc • Services-prepackaged software • New York
Exhibit 10.23 FIRST AMENDMENT TO REGISTRATION RIGHTS AGREEMENT This First Amendment to Registration Rights Agreement (this "First Amendment"), is made by and between Optika Inc., a Delaware corporation (the "Company") and the investors set forth on...Registration Rights Agreement • May 15th, 2001 • Optika Inc • Services-prepackaged software
EXHIBIT 10.3 ------------ REGISTRATION RIGHTS AGREEMENT Dated as of February 23, 2000 by and amongRegistration Rights Agreement • February 24th, 2000 • Optika Inc • Services-prepackaged software • New York
Exhibit 10.17 AMENDMENT TO LOAN AND SECURITY AGREEMENT --------------------------- This Amendment to Loan and Security Agreement is entered into as of March 2, 1998, by and between Silicon Valley Bank ("Bank") and Optika Imaging Systems, Inc....Loan and Security Agreement • March 31st, 1998 • Optika Imaging Systems Inc • Services-prepackaged software
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT OPTIKA, INC. TABLE OF CONTENTSLoan and Security Agreement • March 26th, 2003 • Optika Inc • Services-prepackaged software
OPTIKA INC. and COMPUTERSHARE TRUST COMPANY, INC. as Rights Agent AMENDED AND RESTATED RIGHTS AGREEMENT Dated as of July 29, 2002Rights Agreement • August 13th, 2002 • Optika Inc • Services-prepackaged software • Delaware
AMENDED AND RESTATED RIGHTS AGREEMENT, dated as of July 29, 2002 (the “Agreement”), between Optika Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, Inc. (the “Rights Agent”).
RECITALSLoan and Security Agreement • March 31st, 1997 • Optika Imaging Systems Inc • Services-prepackaged software
Exhibit 99.2 July 18, 2001 To Our Stockholders: Your Board of Directors has approved a rights plan under which Optika Inc. (the "Company") has declared a dividend of Rights on its Common Stock. We believe that this rights plan will provide protection...Rights Agreement • July 18th, 2001 • Optika Inc • Services-prepackaged software
Your Board of Directors has approved a rights plan under which Optika Inc. (the "Company") has declared a dividend of Rights on its Common Stock. We believe that this rights plan will provide protection to the stockholders from takeover abuses prevalent today. The Rights Agreement is more fully described in the Summary of Rights attached to this letter.
VOTING AGREEMENTVoting Agreement • January 21st, 2004 • Optika Inc • Services-prepackaged software • Delaware
This Voting Agreement (this “Agreement”) is dated as of January 11, 2004, among Optika Inc., a Delaware corporation (the “Company”), and the persons listed on Annex A hereto, each of whom is a holder (a “Shareholder”) of shares of common stock of Stellent, Inc., a Minnesota corporation (the “Buyer”).
AGREEMENT AND PLAN OF MERGER among STELLENT, INC., STEL SUB, INC. and OPTIKA INC. Dated as of January 11, 2004Merger Agreement • January 12th, 2004 • Optika Inc • Services-prepackaged software • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) among Stellent, Inc., a Minnesota corporation (“Buyer”), STEL Sub, Inc., a Delaware corporation formed and wholly owned by Buyer (“Buyer Subsidiary”), and Optika Inc., a Delaware corporation (the “Company” and, together with Buyer Subsidiary, sometimes referred to as the “Constituent Corporations”) is dated as of January 11, 2004.
RECITALSWritten Consent and Voting Agreement • January 13th, 2004 • Optika Inc • Services-prepackaged software • Delaware
AMENDMENT NO. 1 TO VOTING AGREEMENTVoting Agreement • January 30th, 2004 • Optika Inc • Services-prepackaged software
This Amendment No. 1 (this “Amendment”) is entered into as of the 27th day of January, 2004 among Optika Inc., a Delaware corporation (the “Company”), and the persons listed on the signature page hereto, each of whom is a holder (a “Shareholder”) of shares of common stock of Stellent, Inc., a Minnesota corporation (the “Buyer”).
