This Employment Agreement ("Agreement") is made as of the Effective Date --------- between QuadraMed Corporation, a Delaware corporation with offices at 12110 Sunset Hill Road, Suite 600, Reston, Virginia 20190 ("Company"), and Charles J. Stahl, an...Employment Agreement • September 19th, 2003 • Quadramed Corp • Services-computer programming services
1 EXHIBIT 2.1 ACQUISITION AGREEMENT AND PLAN OF MERGEREscrow Agreement • February 18th, 1999 • Quadramed Corp • Services-computer programming services • Delaware
1 EXHIBIT 2.1 ACQUISITION AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 15th, 1998 • Quadramed Corp • Services-computer programming services • Delaware
CHARTONE, INC.Stockholders Agreement • June 22nd, 2000 • Quadramed Corp • Services-computer programming services • Delaware
Exhibit 10.1 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 21st, 2001 • Quadramed Corp • Services-computer programming services • Delaware
EXHIBIT 10.1 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of April 17, 2003, by QuadraMed Corporation, a Delaware corporation (the "Company"), the investors whose signatures appear on...Registration Rights Agreement • November 4th, 2003 • Quadramed Corp • Services-computer programming services • Delaware
2 3 or their properties or assets, except where such conflict, violation, default, termination, cancellation or acceleration with respect to the foregoing provisions would not result in a Material Adverse Effect on Purchaser. No consent, approval,...Stock Purchase Agreement • November 20th, 1997 • Quadramed Corp • Services-computer programming services • Delaware
1 EXHIBIT 4.9 THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THE SECURITIES UNDER SUCH...Quadramed Corp • August 14th, 1997 • Services-computer programming services
CHARTONE, INC.Registration Rights Agreement • June 22nd, 2000 • Quadramed Corp • Services-computer programming services • Delaware
1 EXHIBIT 4.12 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (the "Agreement") is entered into as of December 5, 1996, by and among QuadraMed Corporation, a Delaware corporation (the "Company"), and certain holders of the Common...Registration Rights Agreement • September 4th, 1997 • Quadramed Corp • Services-computer programming services • Delaware
BACKGROUNDIncentive Stock Option Agreement • September 19th, 1997 • Quadramed Corp • Services-computer programming services • Georgia
EXHIBIT 10.63 [QUADRAMED(TM) LOGO] Stock Exchange Deferred Compensation Plan Exchange Agreement ============================================================ ==================== THIS EXCHANGE AGREEMENT (this "Agreement") is entered into as of January...Exchange Agreement • May 26th, 2000 • Quadramed Corp • Services-computer programming services • California
EXHIBIT 2.1 EXECUTION COPY SECURITIES PURCHASE AGREEMENT dated as of May 5, 2000Securities Purchase Agreement • June 22nd, 2000 • Quadramed Corp • Services-computer programming services • Delaware
COMMON STOCKUnderwriting Agreement • October 15th, 1997 • Quadramed Corp • Services-computer programming services • California
2 3 or their properties or assets, except where such conflict, violation, default, termination, cancellation or acceleration with respect to the foregoing provisions would not result in a Material Adverse Effect on Purchaser. No consent, approval,...Stock Purchase Agreement • December 9th, 1997 • Quadramed Corp • Services-computer programming services • Delaware
AMENDMENTTrust Agreement • August 14th, 2001 • Quadramed Corp • Services-computer programming services
QUADRAMED CORPORATION AMENDMENT OF SEPARATION AGREEMENT THIS AGREEMENT entered into effective as of July 31, 2001 (the "Effective Date"), by and between James D. Durham, an individual currently residing at 31 West Shore Road, Belvedere, California...Separation Agreement • August 14th, 2001 • Quadramed Corp • Services-computer programming services
1 EXHIBIT 2.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT is made as of September 28, 2000, by and among QuadraMed Corporation, a Delaware corporation ("QM"), QuadraMed Operating Corporation, a Delaware corporation and a wholly...Securities Purchase Agreement • November 6th, 2000 • Quadramed Corp • Services-computer programming services • New York
2 3 Agreement or any policy or policies of QuadraMed that are annexed to this Agreement as Exhibit A or any supplements or amendments thereto, provided such supplements or amendments have been approved by the Board of Directors in the exercise of...Employment Agreement • April 18th, 1997 • Quadramed Corp • Services-computer programming services • California
EXHIBIT 99.5 LINKSOFT TECHNOLOGIES, INC. STOCK OPTION AGREEMENT AGREEMENT dated as of the 31 day of January, 1998 between LinkSoft Technologies, Inc., a Connecticut corporation (the "Corporation"), and Elwin W. Hannock, III (the "Optionee"). WHEREAS,...Stock Option Agreement • June 21st, 2000 • Quadramed Corp • Services-computer programming services • Connecticut
1 Exhibit 4.10 THIS SUBORDINATED SECURITY (THE "SECURITY") HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAWS. NEITHER THIS SECURITY NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE...Quadramed Corp • June 2nd, 1998 • Services-computer programming services • New York
LEASE BETWEEN WAREHAM DEVELOPMENT CORPORATION AND QUADRAMED CORPORATION 2 TABLE OF CONTENTSQuadramed Corp • March 30th, 2000 • Services-computer programming services • California
1 EXHIBIT 2.12 ACQUISITION AGREEMENT AND PLAN OF MERGERQuadramed Corp • February 18th, 1998 • Services-computer programming services • Delaware
Exhibit 10.6 QUADRAMED CORPORATION AMENDMENT OF EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement"), dated this 19th day of September, 2001, is by and between QuadraMed Corporation, a corporation organized under the laws of the State of Delaware and...Employment Agreement • November 14th, 2001 • Quadramed Corp • Services-computer programming services
1 EXHIBIT 99.29 COMPENSATION AGREEMENT This Agreement is made as of the _______ day of ___________, 199___ by and between QuadraMed Corporation, a Delaware corporation (the "Corporation"), and _____________________ ("Optionee"). W I T N E S S E T H...Compensation Agreement • April 9th, 1999 • Quadramed Corp • Services-computer programming services
1 EXHIBIT 99.31 [PURSUANT TO WRITTEN COMPENSATION AGR.] QUADRAMED CORPORATION STOCK OPTION AGREEMENT RECITALS A. The Board has deemed it appropriate to grant Optionee an option to purchase shares of Common Stock of the Corporation. B. Optionee is to...Quadramed Corp • April 9th, 1999 • Services-computer programming services • California
April 27, 1998 SALOMON SMITH BARNEY SMITH BARNEY INC. BEAR, STEARNS & CO. INC. BT ALEX. BROWN INCORPORATED c/o SMITH BARNEY INC. 388 Greenwich Street New York, New York 10013 Dear Sirs: QuadraMed Corporation, a Delaware corporation (the "Company"),...Quadramed Corp • June 2nd, 1998 • Services-computer programming services • New York
Exhibit 10.9 QUADRAMED CORPORATION AMENDMENT OF EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement"), dated this 20th day of September, 2001, is by and between QuadraMed Corporation , a corporation organized under the laws of the State of Delaware...Employment Agreement • November 14th, 2001 • Quadramed Corp • Services-computer programming services
EXHIBIT 2.10 AGREEMENT AND PLAN OF REORGANIZATION BY AND BETWEEN QUADRAMED CORPORATIONAgreement and Plan of Reorganization • November 21st, 1997 • Quadramed Corp • Services-computer programming services • Delaware
ADDENDUM TO STOCK OPTION AGREEMENTStock Option Agreement • November 19th, 1996 • Quadramed Corp • Services-computer programming services
ADDENDUM TO STOCK OPTION AGREEMENTStock Option Agreement • November 19th, 1996 • Quadramed Corp • Services-computer programming services
1 EXHIBIT 99.32 QUADRAMED CORPORATION STOCK OPTION ASSUMPTION AGREEMENT _______________ PLAN OPTIONEE: <> STOCK OPTION ASSUMPTION AGREEMENT effective as of the ____th day of __________, _____ by Quadramed Corporation, a Delaware corporation...Stock Option Assumption Agreement • April 9th, 1999 • Quadramed Corp • Services-computer programming services
1 Exhibit 10.46 EMPLOYMENT AGREEMENT This Employment Agreement (the "Agreement") is made this 29th day of September, 1997 (the "Effective Date") by and between QuadraMed Corporation, a Delaware corporation ("QuadraMed" or the "Employer"), and Steven...Employment Agreement • March 31st, 1998 • Quadramed Corp • Services-computer programming services • Delaware
o QuadraMed will continue your employment under currently existing terms during your employment. Between now and the completion of the term of this Agreement, QuadraMed shall only terminate your employment for cause, which includes, but is not limited...Retention Agreement • September 19th, 2003 • Quadramed Corp • Services-computer programming services
1 EXHIBIT 10.36 January 1, 1997 James D. Durham Chairman and Chief Executive Officer QuadraMed Corporation 157 West Blithedale Mill Valley, California 94941 Dear Mr. Durham: We are pleased to inform you that the Board of Directors (the "Board") of...Quadramed Corp • April 18th, 1997 • Services-computer programming services • California
