Enherent Corp Sample Contracts

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BY AND AMONG
Asset Purchase Agreement • April 30th, 1998 • PRT Group Inc • Services-computer programming services • New York
CONFORMED COPY STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • September 23rd, 1997 • PRT Group Inc • New York
UNDERWRITING AGREEMENT
Underwriting Agreement • November 13th, 1997 • PRT Group Inc • Services-computer programming services • New York
Between
Loan and Security Agreement • April 4th, 2001 • Enherent Corp • Services-computer programming services • New York
BY AND AMONG PRT GROUP INC. ("BUYER") AND ADVANCED COMPUTING TECHNIQUES, INC. ("SELLER"),
Asset Purchase Agreement • January 29th, 1998 • PRT Group Inc • Services-computer programming services • New York
FORM OF REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 4th, 1997 • PRT Group Inc • Services-computer programming services • Delaware
RECITALS
Intercreditor and Subordination Agreement • April 6th, 2005 • Enherent Corp • Services-computer programming services • New York
FORM OF WARRANT EXCHANGE AGREEMENT
Warrant Exchange Agreement • November 4th, 1997 • PRT Group Inc • Services-computer programming services • New York
EXHIBIT 2 ---------
Securities Purchase Agreement • December 19th, 2002 • Enherent Corp • Services-computer programming services • New York
EMPLOYMENT AGREEMENT
Employment Agreement • March 30th, 2004 • Enherent Corp • Services-computer programming services • Connecticut

THIS EMPLOYMENT AGREEMENT (the "Agreement") is effective the 1st day of December, 2003 by and between enherent Corp. (fka PRT Group Inc.), a Delaware corporation, with its principal place of business at 80 Lamberton Rd., Windsor, CT 06095, with all of its direct and indirect subsidiaries, (the "Employer") and James C. Minerly, an individual residing at 45 Raynor Ave., Trumbull, CT 06611 (the "Executive").

WAIVER, CONSENT AND NINTH AMENDMENT TO AMENDED AND RESTATED FINANCING AGREEMENT
Financing Agreement • January 6th, 2010 • Enherent Corp • Services-computer programming services • New York

WAIVER, CONSENT AND NINTH AMENDMENT, dated as of December 31, 2009 (the “Ninth Amendment”), to the Financing Agreement referred to below, by and among (i) ENHERENT CORP., a Delaware corporation (“enherent” or the “Parent”), and each Subsidiary of Parent listed as a borrower on the signature pages thereto (together with the Parent, each, a “Borrower” and collectively, the “Borrowers”), and (ii) ABLECO FINANCE LLC, a Delaware limited liability company (“Ableco”) as lender and as agent (in such capacity, the “Agent”) for itself and each Person that purchases any portion of Ableco’s rights and obligations under the Financing Agreement pursuant to Sections 2.07 and 10.07 thereof (collectively with Ableco, the “Lenders”).

FORM OF EMPLOYMENT AGREEMENT FOR GC
Employment Agreement • December 22nd, 2004 • Enherent Corp • Services-computer programming services • New York

THIS EMPLOYMENT AGREEMENT (“Agreement”) dated as of the day of , 200 (the “Effective Date”) is made and entered into by and between enherent Corp., and its affiliates, associated companies, subsidiaries, parent, divisions or related entities (collectively “Company”), a Delaware corporation, having a principal place of business at 192 Lexington Avenue, New York, New York 10016 and Lori L. Stanley (“Employee”), an individual residing at 525 East Washington Avenue, Woodbridge, New Jersey, 07095.

PRT GROUP INC. SECURITIES PURCHASE AGREEMENT SERIES A SENIOR PARTICIPATING CONVERTIBLE PREFERRED STOCK
Securities Purchase Agreement • April 14th, 2000 • PRT Group Inc • Services-computer programming services • New York
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AGREEMENT
Employment Agreement • July 15th, 1999 • PRT Group Inc • Services-computer programming services • New York
EMPLOYMENT AGREEMENT
Employment Agreement • May 14th, 2003 • Enherent Corp • Services-computer programming services • Texas

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is executed this 1st day of November, 2002 by and between enherent Corp. (fka PRT Group Inc.), a Delaware corporation, with its principal place of business at 12300 Ford Rd., Suite 450, Dallas, Texas, 75234, with all of its direct and indirect subsidiaries, (the “Employer”) and Robert D. Merkl, an individual residing at 5419 Ashleigh Road, Fairfax, Virginia 22030 (the “Executive”).

WAIVER, CONSENT AND THIRD AMENDMENT TO AMENDED AND RESTATED FINANCING AGREEMENT
Financing Agreement • November 9th, 2007 • Enherent Corp • Services-computer programming services • New York

WAIVER, CONSENT AND THIRD AMENDMENT, dated as of August 27, 2007 (the “Third Amendment”), to the Financing Agreement referred to below, by and among (i) ENHERENT CORP., a Delaware corporation (“enherent” or the “Parent”), and each Subsidiary of Parent listed as a borrower on the signature pages thereto (together with the Parent, each, a “Borrower” and collectively, the “Borrowers”), and (ii) ABLECO FINANCE LLC, a Delaware limited liability company (“Ableco”) as lender and as agent (in such capacity, the “Agent”) for itself and each Person that purchases any portion of Ableco’s rights and obligations under the Financing Agreement pursuant to Sections 2.07 and 10.07 thereof (collectively with Ableco, the “Lenders”).

RECITALS
Stock Purchase Agreement • March 22nd, 2002 • Enherent Corp • Services-computer programming services
FINANCING AGREEMENT Dated as of March 24, 1999 Among DYNAX ACQUISITION CORP., APPLICATION RESOURCES CONSULTING SERVICE, INC., ICS ACQUISITION CORP., ARCS ACQUISITION CORP., DSI ACQUISITION CORP., DYNAX RESOURCES, INC., PRIME TIME STAFFING INC., and...
Financing Agreement • December 22nd, 2004 • Enherent Corp • Services-computer programming services • New York

Financing Agreement, dated as of March 24, 1999 by and among DYNAX ACQUISITION CORP., a Delaware corporation, APPLICATION RESOURCES CONSULTING SERVICES, INC., a New York corporation, ICS ACQUISITION CORP., a Delaware corporation, ARCS ACQUISITION CORP., a Delaware corporation, DSI ACQUISITION CORP., a Delaware corporation, DYNAX RESOURCES, INC., a Delaware corporation, LAUREN AND ASSOCIATES, INC., a New York corporation, and PRIME TIME STAFFING, INC., a New York corporation (each, a “Borrower” and collectively, the “Borrowers”), and ABLECO FINANCE LLC, a Delaware limited liability company (as lender and as agent for itself and each Person that purchases any portion of Ableco Finance LLC’s rights and obligations under this Agreement pursuant to Section 2.07, collectively, the “Lender”).

SEVENTH AMENDMENT TO FINANCING AGREEMENT
Financing Agreement • December 22nd, 2004 • Enherent Corp • Services-computer programming services • New York

SEVENTH AMENDMENT, dated as of March 13, 2002 (the “Amendment”), to the Financing Agreement referred to below, by and among (i) DYNAX SOLUTIONS, INC., a Delaware corporation formerly known as Dynax Acquisition Corp. (the “Parent”), APPLICATION RESOURCES CONSULTING SERVICES, INC., a New York corporation, ICS ACQUISITION CORP., a Delaware corporation, ARCS ACQUISITION CORP., a Delaware corporation, DSI ACQUISITION CORP., a Delaware corporation, DYNAX RESOURCES, INC., a Delaware corporation, LAUREN AND ASSOCIATES, INC., a New York corporation, PRIME TIME STAFFING, INC., a New York corporation, PURPLE CRAYONS, INC., a New York corporation, PURPLE CRAYONS ACQUISITION CORP., a Delaware corporation, and FATSAUCE STUDIO, INC., a Delaware corporation (each, a “Borrower” and collectively, the “Borrowers”), and (ii) ABLECO FINANCE LLC, as agent (the “Agent”) for itself and its assigns (the “Lenders”).

WAIVER, CONSENT AND EIGHTH AMENDMENT TO AMENDED AND RESTATED FINANCING AGREEMENT
Financing Agreement • October 6th, 2009 • Enherent Corp • Services-computer programming services • New York

WAIVER, CONSENT AND EIGHTH AMENDMENT, dated as of October 2, 2009 (the “Eighth Amendment”), to the Financing Agreement referred to below, by and among (i) ENHERENT CORP., a Delaware corporation (“enherent” or the “Parent”), and each Subsidiary of Parent listed as a borrower on the signature pages thereto (together with the Parent, each, a “Borrower” and collectively, the “Borrowers”), and (ii) ABLECO FINANCE LLC, a Delaware limited liability company (“Ableco”) as lender and as agent (in such capacity, the “Agent”) for itself and each Person that purchases any portion of Ableco’s rights and obligations under the Financing Agreement pursuant to Sections 2.07 and 10.07 thereof (collectively with Ableco, the “Lenders”).

SECOND AMENDMENT TO FINANCING AGREEMENT
Financing Agreement • December 22nd, 2004 • Enherent Corp • Services-computer programming services • New York

SECOND AMENDMENT, dated as of March 22, 2000 (the “Amendment”), to the Financing Agreement referred to below, by and among (i) DYNAX SOLUTIONS, INC., a Delaware corporation formerly known as Dynax Acquisition Corp. (the “Parent”), APPLICATION RESOURCES CONSULTING SERVICES, INC., a New York corporation, ICS ACQUISITION CORP., a Delaware corporation, ARCS ACQUISITION CORP., a Delaware corporation, DSI ACQUISITION CORP., a Delaware corporation (“DSI”), DYNAX RESOURCES, INC., a Delaware corporation, LAUREN AND ASSOCIATES, INC., a New York corporation, and PRIME TIME STAFFING, INC., a New York corporation (each, a “Borrower” and collectively, the “Borrowers”), and (ii) ABLECO FINANCE LLC, as agent (the “Agent”) for itself and its assigns (the “Lenders”).

FOURTH AMENDMENT TO AMENDED AND RESTATED FINANCING AGREEMENT
Financing Agreement • November 9th, 2007 • Enherent Corp • Services-computer programming services • New York

FOURTH AMENDMENT, dated as of September 6, 2007 (the “Fourth Amendment”), to the Financing Agreement referred to below, by and among (i) ENHERENT CORP., a Delaware corporation (“enherent” or the “Parent”), and each Subsidiary of Parent listed as a borrower on the signature pages thereto (together with the Parent, each, a “Borrower” and collectively, the “Borrowers”), and (ii) ABLECO FINANCE LLC, a Delaware limited liability company (“Ableco”) as lender and as agent (in such capacity, the “Agent”) for itself and each Person that purchases any portion of Ableco’s rights and obligations under the Financing Agreement pursuant to Sections 2.07 and 10.07 thereof (collectively with Ableco, the “Lenders”).

RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • August 19th, 2005 • Enherent Corp • Services-computer programming services • New York

This Agreement, made as of the 15th day of August, 2005, (the “Award Date”) between enherent Corp. (the “Company”) and Karl Brenza (the “Participant”);

ADDENDUM TO EMPLOYMENT AGREEMENT
Employment Agreement • August 6th, 2001 • Enherent Corp • Services-computer programming services

The EMPLOYMENT AGREEMENT entered into between enherent Corp. f/k/a PRT Group Inc. (herein called The Company) located at 12300 Ford Rd., Suite 450, Dallas, Texas, 75234, and Jack Mullinax (herein called EMPLOYEE), with an effective date of July 26, 1999, is hereby amended as follows:

IBM Business Partner Agreement for Solution Providers
Ibm Business Partner Agreement for Solution Providers • December 22nd, 2004 • Enherent Corp • Services-computer programming services • New York
Re: Agreement and Non-Qualified Stock Option Agreement dated September 14, 2004 by and between enherent Corp. and Douglas Mellinger
Non-Qualified Stock Option Agreement • January 6th, 2006 • Enherent Corp • Services-computer programming services

This letter shall serve as written amendment to the Agreement and associated Non-Qualified Stock Option Agreement dated September 14, 2004 between you and enherent Corp. (the “Company”). You will continue under my direction to provide assistance to the Company related to the development of the Company’s corporate strategy, including but not limited to market position and acquisition strategy through the termination date of the Agreement (December 31, 2007). You will as of December 31, 2005, relinquish your non-employee Vice Chairman position. The Company will pay your monthly fee of $5,000 through June 30, 2006. No further payments will be due and owing or paid under the terms of the Agreement by the Company. In June 2006, the Company agrees to consider the issue of what if any compensation will be paid to you for services provided beyond June 30, 2006. The Company will keep in full force and effect the Non-Qualified Stock Option Agreement, provided that the shares thereunder that are

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