Exhibit 1.1 3,000,000 SHARES TUMBLEWEED COMMUNICATIONS CORP. COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • July 26th, 2000 • Tumbleweed Communications Corp • Services-business services, nec • New York
EXHIBIT 1.1 _____________ Shares TUMBLEWEED COMMUNICATIONS CORP. COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • July 28th, 1999 • Tumbleweed Communications Corp • Communications services, nec • New York
RECITALSIndemnification Agreement • December 10th, 1999 • Tumbleweed Communications Corp • Communications services, nec • Delaware
EXHIBIT 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is entered into as of January 23, 2006 by and between James P. Scullion (the "Executive") and Tumbleweed Communications Corp., a Delaware corporation (the "Company"). 1....Employment Agreement • January 27th, 2006 • Tumbleweed Communications Corp • Services-prepackaged software • California
WITNESSETH: ----------Stock Option Agreement • July 6th, 2000 • Tumbleweed Communications Corp • Communications services, nec • Delaware
EXHIBIT 4.3 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION...Warrant Agreement • May 28th, 1999 • Tumbleweed Software Corp • California
RECITALSInvestors' Rights Agreement • February 23rd, 2000 • Tumbleweed Communications Corp • Communications services, nec • California
RECITALSIndemnification & Liability • May 28th, 1999 • Tumbleweed Software Corp • Delaware
EXHIBIT A VOTING AGREEMENT VOTING AGREEMENT (this "Agreement"), dated as of June __, 2000, by and among [PARENT], a Delaware corporation ("Parent"), [SUB], a Delaware corporation and wholly owned subsidiary of Parent (the "Sub"), and [STOCKHOLDER]...Voting Agreement • July 6th, 2000 • Tumbleweed Communications Corp • Communications services, nec • Michigan
PLAN OF MERGERMerger Agreement • July 6th, 2000 • Tumbleweed Communications Corp • Communications services, nec • Delaware
DATE: MAR. 31, 1999 POSTA LICENSE AND DISTRIBUTION AGREEMENT This Agreement is made and entered into by and between K.K. HIKARI TSUSHIN (hereinafter referred to as "Kou") and Tumbleweed Software, K.K. (Hereinafter referred to as "Otsu") in connection...License and Distribution Agreement • July 28th, 1999 • Tumbleweed Communications Corp • Communications services, nec
ContractMerger Agreement • June 6th, 2008 • Tumbleweed Communications Corp • Services-prepackaged software • Delaware
Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is entered into as of June 30, 2005 by and between Craig D. Brennan (the "Executive") and Tumbleweed Communications Corp., a Delaware corporation (the "Company"). 1. Duties...Employment Agreement • July 6th, 2005 • Tumbleweed Communications Corp • Services-prepackaged software • California
PLAN OF MERGERMerger Agreement • November 26th, 1999 • Tumbleweed Communications Corp • Communications services, nec • Delaware
INTERFACE SYSTEMS, INC. CONVERTIBLE SUBORDINATED NOTE PURCHASE AGREEMENT THIS CONVERTIBLE SUBORDINATED NOTE PURCHASE AGREEMENT (this "Agreement") is made as of the 28th day of June, 2000, by and between Interface Systems, Inc., a Michigan corporation...Convertible Subordinated Note Purchase Agreement • July 6th, 2000 • Tumbleweed Communications Corp • Communications services, nec • Delaware
RESTRICTIVE COVENANTS AGREEMENTRestrictive Covenants Agreement • March 17th, 2003 • Tumbleweed Communications Corp • Services-business services, nec • California
THIS RESTRICTIVE COVENANTS AGREEMENT (this “Agreement”) is entered into as of February 18, 2003, by and between Tumbleweed Communications Corp., a Delaware corporation (the “Company”), and Yosi Amran (“Shareholder”), a shareholder of Valicert, Inc., a Delaware corporation (“Valicert”).
AGREEMENT andMerger Agreement • March 6th, 2003 • Tumbleweed Communications Corp • Services-business services, nec • Delaware
COMPANY]Employee Proprietary Information and Inventions Agreement • November 26th, 1999 • Tumbleweed Communications Corp • Communications services, nec • California
AGREEMENT ANDAgreement and Plan of Merger and Reorganization • March 23rd, 2004 • Tumbleweed Communications Corp • Services-prepackaged software • Delaware
WARRANT TO PURCHASE SHARES OF COMMON STOCK OF Valicert, Inc. A Delaware CorporationWarrant Agreement • March 17th, 2008 • Tumbleweed Communications Corp • Services-prepackaged software • California
THIS CERTIFIES THAT, for value received, Pentech Financial Services, Inc. (the “Holder”) is entitled to subscribe for and purchase from Valicert, Inc., a Delaware corporation (the “Company”), 87,719 fully paid and nonassessable shares (as adjusted pursuant to Section 2 hereof) (the “Warrant Shares”) of Common Stock of the Company (“ Common Stock”) at a purchase price of $2,565 per share, (as adjusted pursuant to Section 2 hereof) (the “Exercise Price”), upon the terms and subject to the conditions hereinafter set forth:
Amendment to Employment Offer Letter (“Amendment”)Employment Offer Letter • May 20th, 2003 • Tumbleweed Communications Corp • Services-prepackaged software
WHEREAS, Tumbleweed Communications Corp. (the “Company”) and David Jevans (“Jevans,” and, together with the Company, the “Parties”) executed the Employment Offer Letter between the Company and Jevans, dated February 18, 2003 (“Offer Letter”); and
TUMBLEWEED LOGO] August 11, 1999 Hikari Tsushin, Inc. 22F Ohtemachi Nomura Bldg. 2-1-1 Ohtemachi, Chiyoda-ku, Tokyo Japan Ladies and Gentlemen: As we discussed Tumbleweed Communications Corp., (together with its subsidiaries or divisions, the...Letter Agreement • November 15th, 1999 • Tumbleweed Communications Corp • Communications services, nec
SETTLEMENT AND RELEASE AGREEMENTSettlement Agreement • February 21st, 2006 • Tumbleweed Communications Corp • Services-prepackaged software • California
THIS SETTLEMENT AND RELEASE AGREEMENT ("Agreement" or “Release”) is entered into between Tumbleweed Communications Corp. (“Tumbleweed” or the "Company") and Craig D. Brennan (“Brennan”) (together the "Parties").
Exhibit 10.7 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...Oem Object Code License Agreement • May 28th, 1999 • Tumbleweed Software Corp • California
AGREEMENT ---------Transition Agreement • July 6th, 2005 • Tumbleweed Communications Corp • Services-prepackaged software • California
EXHIBIT B November ___, 1999 [TO COME] Dear [__]: As you know, Tumbleweed Communications Corp. (the "Company") is acquiring Worldtalk Communications Corporation ("Worldtalk") as part of an Agreement and Plan of Merger (the "Merger"). In connection...Employment Agreement • November 26th, 1999 • Tumbleweed Communications Corp • Communications services, nec • California
AND SERVICES AGREEMENT BETWEENSoftware License, Development and Services Agreement • May 28th, 1999 • Tumbleweed Software Corp • New York
AGREEMENTTransition Agreement • August 7th, 2007 • Tumbleweed Communications Corp • Services-prepackaged software
THIS AGREEMENT (“Agreement”) is entered into as of August 2, 2007 by and between Tumbleweed Communications Corp. (the “Company”) and Jeffrey C. Smith (“Mr. Smith”) (together the “Parties”).
TUMBLEWEED COMMUNICATIONS CORP. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • March 17th, 2008 • Tumbleweed Communications Corp • Services-prepackaged software • California
This RESTRICTED STOCK AGREEMENT (this “Agreement”), effective as of the day of , 200 (the “Effective Date”), is entered into by and between Tumbleweed Communications Corp., a Delaware corporation (the “Company”), and [Insert Name], an employee of the Company (the “Grantee” and, together with the Company, the “Parties”). Capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings set forth in the Tumbleweed Communications Corp. 1999 Omnibus Stock Incentive Plan, as amended (the “Plan”).
February 18, 2003 Mr. Tim ConleyEmployment Agreement • March 17th, 2003 • Tumbleweed Communications Corp • Services-business services, nec • California
AMENDMENT NO. 1 TO THE AGREEMENT AND PLAN OF REORGANIZATION AND MERGERAgreement and Plan of Reorganization and Merger • April 29th, 2003 • Tumbleweed Communications Corp • Services-prepackaged software • Delaware
This AMENDMENT NO. 1 TO THE AGREEMENT AND PLAN OF REORGANIZATION AND MERGER, dated as of April 23, 2003 (this “Amendment”), is made by and among Tumbleweed Communications Corp., a Delaware corporation (“Parent”), Velocity Acquisition Sub, Inc., a Delaware corporation (the “Sub”), and Valicert, Inc., a Delaware corporation (the “Company”). Capitalized terms used m this Amendment and not otherwise defined herein shall have the respective meanings set forth in the Original Agreement (as defined hereinafter).
TUMBLEWEED COMMUNICATIONS CORP. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • May 12th, 2008 • Tumbleweed Communications Corp • Services-prepackaged software • California
This RESTRICTED STOCK AGREEMENT (this “Agreement”), dated as of the __ day of ______________, 200_ (the “Date of Grant”), is entered into by and between Tumbleweed Communications Corp., a Delaware corporation (the “Company”), and [Insert Name], an employee of the Company (the “Grantee” and, together with the Company, the “Parties”). Capitalized terms used but not otherwise defined in this Agreement shall have the respective meanings set forth in the Tumbleweed Communications Corp. 1999 Omnibus Stock Incentive Plan, as amended (the “Plan”).
PLAN OF MERGERMerger Agreement • November 26th, 1999 • Tumbleweed Communications Corp • Communications services, nec • Delaware
Exhibit 10.13 INDEMNIFICATION AGREEMENT This Indemnification Agreement (the "Agreement"), is entered into as of _____, 2000, by and among Tumbleweed Communications Corp. (the "Company"), Jeffrey C. Smith, Jean-Christophe D. Bandini (Messrs. Smith and...Indemnification Agreement • July 26th, 2000 • Tumbleweed Communications Corp • Services-business services, nec
February 18, 2003 Mr. Denis BrotzelEmployment Agreement • March 17th, 2003 • Tumbleweed Communications Corp • Services-business services, nec • California
