CPS Systems Inc Sample Contracts

STANDARD OFFICE BUILDING LEASE AGREEMENT STATE OF TEXAS -------------- COUNTY OF DALLAS -------------
Lease Agreement • October 31st, 1997 • CPS Systems Inc • Texas
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EXHIBIT 1.1 1,900,000 SHARES/1/ CPS SYSTEMS, INC. COMMON STOCK UNDERWRITING AGREEMENT ----------------------
Underwriting Agreement • March 20th, 1998 • CPS Systems Inc • Services-computer integrated systems design • California
ARTICLE I THE MERGER
Merger Agreement • May 17th, 1999 • CPS Systems Inc • Services-computer integrated systems design • Texas
AGREEMENT AND PLAN OF MERGER AMENDMENT NO. 1
Agreement and Plan of Merger • May 17th, 1999 • CPS Systems Inc • Services-computer integrated systems design • Texas
Agreement ---------
Security Agreement • January 13th, 1998 • CPS Systems Inc • Services-computer integrated systems design • Colorado
COMMON STOCK
Underwriting Agreement • February 13th, 1998 • CPS Systems Inc • Services-computer integrated systems design • California
EMPLOYMENT AGREEMENT
Employment Agreement • January 13th, 1998 • CPS Systems Inc • Services-computer integrated systems design • Texas
EXHIBIT INDEX 10.4 OFFICE LEASE CMD REALTY INVESTMENT FUND II, L.P., an Illinois limited partnership, as Landlord,
Office Lease • April 15th, 1999 • CPS Systems Inc • Services-computer integrated systems design
CPS ACQUISITION CORP. and CPS SYSTEMS, INC.
Note Agreement • October 31st, 1997 • CPS Systems Inc • Texas
ARTICLE 1 ---------
Term Loan Agreement • October 31st, 1997 • CPS Systems Inc • Arizona
AGREEMENT ---------
Security Agreement • January 13th, 1998 • CPS Systems Inc • Services-computer integrated systems design • Colorado
ADDENDUM TO
Value Added Reseller Agreement • January 13th, 1998 • CPS Systems Inc • Services-computer integrated systems design • New York
ARTICLE 1 --------- GUARANTY --------
Guaranty and Subordination Agreement • January 13th, 1998 • CPS Systems Inc • Services-computer integrated systems design • Arizona
LOCK UP AGREEMENT
Lock Up Agreement • February 12th, 1998 • CPS Systems Inc • Services-computer integrated systems design

This agreement is irrevocable and will be binding on the undersigned and the respective successors, heirs, personal representatives and assigns of the undersigned; provided, however, that this agreement will be deemed terminated, and will have no further force and effect, if, for any reason whatsoever, the Offering is not completed prior to April 30, 1998.

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ARTICLE 1 --------- GUARANTY --------
Guaranty and Subordination • January 13th, 1998 • CPS Systems Inc • Services-computer integrated systems design • Arizona
RECITALS
Assignment of Contracts, Intangibles, Licenses and Permits • January 13th, 1998 • CPS Systems Inc • Services-computer integrated systems design
Agreement for Ongoing Maintenance & Enhancement (OME) of software products
Ongoing Maintenance & Enhancement Agreement • January 13th, 1998 • CPS Systems Inc • Services-computer integrated systems design
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