RECITALS -------- Borrower wishes to obtain credit from time to time from Bank, and Bank desires to extend credit to Borrower. This Agreement sets forth the terms on which Bank will advance credit to Borrower, and Borrower will repay the amounts owing...Loan and Security Agreement • March 6th, 1998 • Evolving Systems Inc • Services-computer programming services • California
EXHIBIT 1.1 EVOLVING SYSTEMS, INC. COMMON STOCK, PAR VALUE $.001 UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • March 6th, 1998 • Evolving Systems Inc • Services-computer programming services • New York
EXHIBIT 10.7 EVOLVING SYSTEMS, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 9th, 1998 • Evolving Systems Inc • Colorado
RIGHTS AGREEMENTRights Agreement • March 3rd, 1999 • Evolving Systems Inc • Services-computer programming services • Delaware
EVOLVING SYSTEMS, INC. AND AMERICAN STOCK TRANSFER & TRUST COMPANY LLC AS RIGHTS AGENT RIGHTS AGREEMENT DATED AS OF MARCH 4, 2009Rights Agreement • March 9th, 2009 • Evolving Systems Inc • Services-computer programming services • Delaware
THIS RIGHTS AGREEMENT (“Agreement”), dated as of March 4, 2009, between EVOLVING SYSTEMS, INC., a Delaware corporation (the “Company”), and AMERICAN STOCK TRANSFER & TRUST COMPANY LLC (“Rights Agent”).
EVOLVING SYSTEMS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • July 29th, 2005 • Evolving Systems Inc • Services-computer programming services • Delaware
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is effective as of the day of , 200 , by and between EVOLVING SYSTEMS, INC., a Delaware corporation (the “Company”), and (“Indemnitee”).
EXHIBIT 10.1 EVOLVING SYSTEMS, INC. INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT ("Agreement") is effective as of the ___ day of _____________, 199__, by and between EVOLVING SYSTEMS, INC., a Delaware corporation (the "Company"), and...Indemnification Agreement • January 9th, 1998 • Evolving Systems Inc • Delaware
COLLATERAL ASSIGNMENT PATENT MORTGAGE ------------------------------------- AND SECURITY AGREEMENT ---------------------- This Collateral Assignment, Patent Mortgage and Security Agreement is made as of September 18, 1996, by and between Evolving...Collateral Assignment • March 6th, 1998 • Evolving Systems Inc • Services-computer programming services
EMPLOYMENT AGREEMENTEmployment Agreement • December 4th, 2017 • Evolving Systems Inc • Services-computer programming services • Colorado
This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into effective December 4, 2017 (the “Effective Date”), by MARK P. SZYNKOWSKI (“Executive”) and EVOLVING SYSTEMS, INC. (the “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 19th, 2011 • Evolving Systems Inc • Services-computer programming services • Colorado
This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into effective May 19, 2011 (the “Effective Date”), by and among ANITA T. MOSELEY (“Executive”) and EVOLVING SYSTEMS, INC. (the “Company”).
MANAGEMENT AGREEMENT BETWEEN EVOLVING SYSTEMS, INC. AND CIDM II LLCManagement Agreement • January 24th, 2022 • Evolving Systems Inc • Services-computer programming services
This management agreement, dated January 21, 2022 (the “Agreement”) is between CIDM II LLC, a Delaware limited liability company (the “Manager”) and Evolving Systems, Inc, a Delaware corporation (the “Company”)
MAY 31, 1996Note and Warrant Purchase Agreement • January 9th, 1998 • Evolving Systems Inc • Colorado
EMPLOYMENT AGREEMENTEmployment Agreement • July 23rd, 2019 • Evolving Systems Inc • Services-computer programming services • Colorado
This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into effective July 17, 2019 (the “Effective Date”), by MATTHEW STECKER (“Executive”) and EVOLVING SYSTEMS, INC. (the “Company”).
AMENDMENT TO CONFIDENTIALITY AGREEMENTTo Confidentiality Agreement • March 18th, 2011 • Evolving Systems Inc • Services-computer programming services
This Amendment to Confidentiality Agreement (“Amendment”) is entered into as of the 15th day of March, 2011, by and between Evolving Systems, Inc. (“Evolving Systems”) and Karen Singer, as Trustee of the Singer Children’s Management Trust and Gary Singer (collectively, “Recipient”).
EVOLVING SYSTEMS, INC. EAST WEST BANK LOAN AND SECURITY AGREEMENTLoan and Security Agreement • October 25th, 2012 • Evolving Systems Inc • Services-computer programming services • California
This LOAN AND SECURITY AGREEMENT is entered into as of October 22, 2012, by and between EAST WEST BANK (“Bank”) and EVOLVING SYSTEMS, INC. (“Borrower”).
PLEDGE AGREEMENTPledge Agreement • November 10th, 2004 • Evolving Systems Inc • Services-computer programming services • Delaware
THIS PLEDGE AGREEMENT (this “Pledge Agreement”), dated as of this 2nd day of November, 2004 by Evolving Systems, Inc., a Delaware corporation (“Maker”), in favor of Advent International Corporation, a Delaware corporation, as collateral agent (in such capacity, “Collateral Agent”) for the holders of the Notes (defined below) from time to time (each individually a “Payee” and collectively, the “Payees”).
PATENT SECURITY AGREEMENTPatent Security Agreement • November 10th, 2004 • Evolving Systems Inc • Services-computer programming services • Delaware
PATENT SECURITY AGREEMENT, dated as of this 2nd day of November, 2004, by and between Evolving Systems, Inc., a Delaware corporation (the “Maker”), and Advent International Corporation, a Delaware corporation, as collateral agent (in such capacity, “Collateral Agent”) for the holders of the Notes (defined below) from time to time (each individually a “Payee” and collectively, the “Payees”).
SECURITY AGREEMENTSecurity Agreement • November 10th, 2004 • Evolving Systems Inc • Services-computer programming services • Delaware
SECURITY AGREEMENT, dated as of this 2nd day of November, 2004, by and between Evolving Systems, Inc., a Delaware corporation (the “Maker”), and Advent International Corporation, a Delaware corporation, as collateral agent (in such capacity, “Collateral Agent”) for the holders of the Notes (defined below) from time to time (each individually a “Payee” and collectively, the “Payees”).
INVESTOR RIGHTS AGREEMENT BY AND AMONG EVOLVING SYSTEMS, INC., TERTIO TELECOMS GROUP LTD. AND THE INVESTORS LISTED HEREIN DATED: NOVEMBER 2, 2004Investor Rights Agreement • November 10th, 2004 • Evolving Systems Inc • Services-computer programming services • Delaware
THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”) dated November _2_, 2004 by and among EVOLVING SYSTEMS, INC., a Delaware corporation (the “Company”), TERTIO TELECOMS GROUP LTD., a an entity formed and registered in England and Wales with a company number 4419858 (“Tertio”) and the entities listed on the signature pages hereto (such entities and Tertio are hereinafter referred to collectively as the “Investors”).
STOCK PURCHASE AGREEMENT BY AND AMONG EVOLVING SYSTEMS, INC., EVOLVING SYSTEMS HOLDING LIMITED, TERTIO TELECOMS GROUP, LTD. AND TERTIO TELECOMS, LTD. DATED NOVEMBER 2, 2004Stock Purchase Agreement • November 10th, 2004 • Evolving Systems Inc • Services-computer programming services • Delaware
THIS STOCK PURCHASE AGREEMENT (“Agreement”) is made as of November 2, 2004, by and among Evolving Systems, Inc., a Delaware corporation (“Buyer”), Evolving Systems Holdings Limited, an entity formed and registered in England and Wales with company number 5272751 (“Buyer UK Sub”), Tertio Telecoms Group, Ltd., an entity formed and registered in England and Wales with company number 4419858 (“Parent”), and Tertio Telecoms, Ltd., an entity formed and registered in England and Wales with company number 2325854 (“Company”).
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • November 10th, 2004 • Evolving Systems Inc • Services-computer programming services • Delaware
TRADEMARK SECURITY AGREEMENT, dated as of this 2nd day of November, 2004, by and between Evolving Systems, Inc., a Delaware corporation (the “Maker”), and Advent International Corporation, a Delaware corporation, as collateral agent (in such capacity, “Collateral Agent”) for the holders of the Notes (defined below) from time to time (each individually a “Payee” and collectively, the “Payees”).
SECOND AMENDMENT TO RIGHTS AGREEMENTRights Agreement • May 6th, 2010 • Evolving Systems Inc • Services-computer programming services • Delaware
THIS SECOND AMENDMENT TO RIGHTS AGREEMENT (the “Amendment”) is entered into as of April 20, 2010, between EVOLVING SYSTEMS, INC., a Delaware corporation (the “Company”), and AMERICAN STOCK TRANSFER & TRUST COMPANY LLC (the “Rights Agent”).
AMENDMENT TO CONFIDENTIALITY AGREEMENTTo Confidentiality Agreement • April 25th, 2011 • Evolving Systems Inc • Services-computer programming services
This Amendment to Confidentiality Agreement (“Amendment”) is entered into as of the 22nd day of April, 2011, by and between Evolving Systems, Inc. (“Evolving Systems”) and Karen Singer, as Trustee of the Singer Children’s Management Trust and Gary Singer (collectively, “Recipient”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 18th, 2003 • Evolving Systems Inc • Services-computer programming services • Colorado
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 3rd day of November, 2003, by and among Evolving Systems, Inc., a Delaware corporation (the “Parent”), and the shareholders listed on Exhibit A hereto, referred to hereinafter collectively as the “Company Shareholders” and individually as a “Company Shareholder.”
AgreementAgreement • April 21st, 2010 • Evolving Systems Inc • Services-computer programming services • Delaware
This AGREEMENT, dated April 20, 2010 (the “Agreement”), is by and between Evolving Systems, Inc., a Delaware corporation (the “Company”), and Karen Singer, as Trustee of the Singer Children’s Management Trust (the “Stockholder” and, together with the Stockholder’s Affiliates (as defined below) and Associates (as defined below) from time to time, the “Singer Group”).
SOFTWARE PURCHASE AGREEMENTSoftware Purchase Agreement • October 18th, 2021 • Evolving Systems Inc • Services-computer programming services • New York
This Software Purchase Agreement, including all Schedules (the “Agreement”) dated October 15, 2021, is by and among Evolving Systems Limited, a company incorporated in England & Wales (“Seller”), ETI-NET Inc., a Quebec Corporation (“Buyer”), and Evolving Systems Inc., a Delaware Corporation (“Parent”). Seller, Parent and Buyer shall collectively be referred to as the “Parties” or individually as a “Party”.
CONSULTING SERVICES AGREEMENTConsulting Services Agreement • November 16th, 2011 • Evolving Systems Inc • Services-computer programming services • Colorado
This Consulting Services Agreement (this “Agreement”), dated as of the 30th day of November, 2011, is between Brian R. Ervine (“Consultant”), and Evolving Systems, Inc., a Delaware corporation, whose address is 9777 Pyramid Court, Suite 100, Englewood, Colorado 80112 (“EVOLVING SYSTEMS”).
AMENDMENT TO EMPLOYMENT AGREEMENTSEmployment Agreements • May 19th, 2011 • Evolving Systems Inc • Services-computer programming services
This Amendment to Employment Agreements (the “Amendment”) is entered into as of this 19th day of May, 2011 (the “Effective Date”) by and between Evolving Systems Limited (“ESL”), Evolving Systems, Inc. (the “Company”), and James King (the “Executive”).
Evolving Systems, Inc. Non-Qualified Stock Option Option Agreement March 12, 2007Option Agreement • March 23rd, 2007 • Evolving Systems Inc • Services-computer programming services
Evolving Systems, Inc. (the “Company”), pursuant to the James E. King Equity Incentive Plan (the “Plan”), has this day granted to you, the optionee named above (“Optionee”), options (the “Options”) to purchase shares of the common stock of the Company (“Common Stock”). The Options are not intended to qualify and will not be treated as an “incentive stock option” within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”).
AGREEMENT AND PLAN OF MERGER AMONG EVOLVING SYSTEMS, INC., EVOLVING SYSTEMS NC, INC., RATEINTEGRATION, INC., AND, SECOND ALPHA PARTNERS III (B) LP, AS THE EXCLUSIVE REPRESENTATIVE OF THE EFFECTIVE TIME STOCKHOLDERS AND THE CHANGE IN CONTROL PAYMENT...Agreement and Plan of Merger • September 30th, 2015 • Evolving Systems Inc • Services-computer programming services • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of September 30, 2015 among Evolving Systems, Inc., a Delaware corporation (“Parent”), Evolving Systems NC, Inc., a Delaware corporation and wholly owned Subsidiary of Parent (“Merger Sub”), RateIntegration, Inc., a Delaware corporation (the “Company”), and Second Alpha Partners III (B) LP, a Delaware limited partnership, solely in its capacity as the exclusive representative of the Effective Time Stockholders (as defined herein) and the Change in Control Payment Recipients (as defined herein) in connection with the transactions contemplated by this Agreement (“Representative”). Each of Parent, Merger Sub, the Company and Representative are sometimes referred to herein as a “Party” and collectively as the “Parties”.
FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 3rd, 2016 • Evolving Systems Inc • Services-computer programming services • California
This Fifth Amendment to Loan and Security Agreement (the “Fifth Amendment”) is entered into as of February 29, 2016 by and among EAST WEST BANK (“Bank”) and EVOLVING SYSTEMS, INC. (“Borrower”).
FORM OF FIRST AMENDMENT TO INDEMNIFICATION AGREEMENTIndemnification Agreement • January 3rd, 2008 • Evolving Systems Inc • Services-computer programming services
THIS First Amendment to the Indemnification Agreement by and between EVOLVING SYSTEMS, INC., a Delaware corporation (the “Company”), and (“Indemnitee”) (the “Agreement”) is effective as of January 1, 2008.
FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 10th, 2015 • Evolving Systems Inc • Services-computer programming services
This Fourth Amendment to Loan and Security Agreement (the “Fourth Amendment”) is entered into as of November 9, 2015 by and among EAST WEST BANK (“Bank”) and EVOLVING SYSTEMS, INC. (“Borrower”).
Evolving Systems, Inc. Consulting AgreementConsulting Agreement • October 15th, 2009 • Evolving Systems Inc • Services-computer programming services • Colorado
I, George A. Hallenbeck, agree to serve as a Consultant to Evolving Systems, Inc. (Evolving Systems) on the terms described below, which I have read, and accept:
HOLD-BACK SHARE ESCROW AGREEMENTShare Escrow Agreement • January 22nd, 2004 • Evolving Systems Inc • Services-computer programming services • Colorado
This Hold-Back Share Escrow Agreement (this "Agreement"), dated as of November 3, 2003 (the "Closing Date"), by and among: Evolving Systems, Inc., a Delaware corporation ("Parent"); John M. Cullen, Jr., an individual resident of the state of Ohio, in his capacity as the representative of the Company Shareholders ("Representative"), and in his capacity as one of the Company Shareholders, and each other shareholder of CMS Communications, Inc., an Ohio corporation ("Company"), listed as a signatory hereto (collectively with John M. Cullen, Jr., the "Company Shareholders"); and Wells Fargo Bank West, N.A., as escrow agent ("Escrow Agent").
