Exhibit 10.8 ================================================================== ============== SECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • December 30th, 2002 • Cooperative Computing Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledDecember 30th, 2002 Company Industry Jurisdiction
TERM: From June 1999, through September 30, 2002 (the "Initial Term"), automatically renewed on a year to year basis unless either party elects not to renew at least 60 days prior to the end of the then applicable term. For the purposes of any...Employment Agreement • August 16th, 1999 • Cooperative Computing Inc /De/ • Services-computer integrated systems design
Contract Type FiledAugust 16th, 1999 Company Industry
EXHIBIT 10.1 THIRD AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • July 2nd, 2003 • Cooperative Computing Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledJuly 2nd, 2003 Company Industry Jurisdiction
145,000,000 Floating Rate Senior Notes due 2010Purchase Agreement • October 24th, 2005 • Activant Solutions Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledOctober 24th, 2005 Company Industry Jurisdiction
ACTIVANT SOLUTIONS HOLDINGS INC., as IssuerFirst Supplemental Indenture • April 14th, 2006 • Activant Solutions Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledApril 14th, 2006 Company Industry Jurisdiction
1 EXHIBIT 10.15 LOAN AND SECURITY AGREEMENT DATED AS OF JULY 1, 1999Loan and Security Agreement • December 29th, 1999 • Cooperative Computing Inc /De/ • Services-computer integrated systems design • Illinois
Contract Type FiledDecember 29th, 1999 Company Industry Jurisdiction
BY AND AMONGMerger Agreement • March 13th, 2006 • Activant Solutions Inc /De/ • Services-computer integrated systems design • Delaware
Contract Type FiledMarch 13th, 2006 Company Industry Jurisdiction
COOPERATIVE COMPUTING, INC., ISSUER AND WELLS FARGO BANK MINNESOTA, N.A., TRUSTEESupplemental Indenture • July 2nd, 2003 • Cooperative Computing Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledJuly 2nd, 2003 Company Industry Jurisdiction
INDENTUREIndenture • March 30th, 2005 • Activant Solutions Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledMarch 30th, 2005 Company Industry Jurisdiction
1 EXHIBIT 10.22 THE SHARES ISSUABLE PURSUANT TO THIS AGREEMENT ARE SUBJECT TO AN OPTION TO REPURCHASE PROVIDED UNDER THE PROVISIONS OF THE COMPANY'S 1998 STOCK OPTION PLAN AND THIS AGREEMENT ENTERED INTO PURSUANT THERETO. A COPY OF SUCH PLAN IS...Non-Qualified Stock Option Agreement • December 29th, 1998 • Cooperative Computing Inc /De/ • Services-computer integrated systems design
Contract Type FiledDecember 29th, 1998 Company Industry
FIRST AMENDMENTCredit Agreement • July 8th, 1998 • Cooperative Computing Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledJuly 8th, 1998 Company Industry Jurisdiction
FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 3rd, 1998 • Cooperative Computing Inc /De/
Contract Type FiledApril 3rd, 1998 Company
1 EXHIBIT 10.12 ASSIGNMENT AND ASSUMPTION AGREEMENT This Assignment and Assumption Agreement ("ASSIGNMENT"), effective as of February 27, 1997 (the "EFFECTIVE DATE") is between Triad Systems Corporation, a Delaware corporation ("ASSIGNOR"), and Triad...Assignment and Assumption Agreement • April 3rd, 1998 • Cooperative Computing Inc /De/ • California
Contract Type FiledApril 3rd, 1998 Company Jurisdiction
157,000,000 10 1/2% Senior Notes due 2011Purchase Agreement • August 14th, 2003 • Cooperative Computing Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledAugust 14th, 2003 Company Industry Jurisdiction
120,000,000 Floating Rate Senior Notes due 2010Purchase Agreement • March 30th, 2005 • Activant Solutions Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledMarch 30th, 2005 Company Industry Jurisdiction
January 24, 2005 SPEEDWARE CORPORATION INC. TO: THE PERSONS NAMED ON SCHEDULE A TO THIS LETTER (each person being referred to individually as a "SELLER" or collectively as the "SELLERS") This letter sets out the terms and conditions upon which...Acquisition Agreement • January 25th, 2005 • Activant Solutions Inc /De/ • Services-computer integrated systems design • Ontario
Contract Type FiledJanuary 25th, 2005 Company Industry Jurisdiction
ANDCredit Agreement • September 19th, 2005 • Activant Solutions Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledSeptember 19th, 2005 Company Industry Jurisdiction
WITNESSETH:Credit Agreement • December 27th, 2001 • Cooperative Computing Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledDecember 27th, 2001 Company Industry Jurisdiction
10 1/2% Senior NotesSecond Supplemental Indenture • September 19th, 2005 • Activant Solutions Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledSeptember 19th, 2005 Company Industry Jurisdiction
INDENTUREIndenture • April 3rd, 1998 • Cooperative Computing Inc /De/ • New York
Contract Type FiledApril 3rd, 1998 Company Jurisdiction
BETWEENAsset Purchase Agreement • April 3rd, 1998 • Cooperative Computing Inc /De/ • New York
Contract Type FiledApril 3rd, 1998 Company Jurisdiction
1 EXHIBIT 10.32 EXECUTIVE EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "AGREEMENT") is made and entered into as of October 5, 1999, to be effective for all purposes as of October 1, 1999 (the "EFFECTIVE DATE"), by and between Cooperative...Executive Employment Agreement • December 29th, 1999 • Cooperative Computing Inc /De/ • Services-computer integrated systems design • Texas
Contract Type FiledDecember 29th, 1999 Company Industry Jurisdiction
ANDThird Supplemental Indenture • September 29th, 2005 • Activant Solutions Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledSeptember 29th, 2005 Company Industry Jurisdiction
as Purchaser Purchase and Assignment Leases Lease Receivables Leased Equipment iPurchase Agreement • May 17th, 1999 • Cooperative Computing Inc /De/ • Services-computer integrated systems design • California
Contract Type FiledMay 17th, 1999 Company Industry Jurisdiction
FOURTH AMENDMENTCredit Agreement • December 29th, 1999 • Cooperative Computing Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledDecember 29th, 1999 Company Industry Jurisdiction
EXHIBIT 4.15 ACTIVANT SOLUTIONS INC. Floating Rate Senior Notes due 2010 EXCHANGE AND REGISTRATION RIGHTS AGREEMENTExchange and Registration Rights Agreement • October 24th, 2005 • Activant Solutions Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledOctober 24th, 2005 Company Industry Jurisdiction
Exhibit 4.3 ASSUMPTION AGREEMENT, dated as of September 23, 2005, made by SDI Merger Corporation, an Illinois corporation (the "Additional Grantor"), in favor of JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (in such capacity, the...Assumption Agreement • September 29th, 2005 • Activant Solutions Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledSeptember 29th, 2005 Company Industry Jurisdiction
Exhibit 10.30 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (the "Agreement") is entered into on this ___ day of August, 2002, to be effective as of the 1st day of July, 2002 (the "Effective Date"), by and among Cooperative...Executive Employment Agreement • December 30th, 2002 • Cooperative Computing Inc /De/ • Services-computer integrated systems design • Texas
Contract Type FiledDecember 30th, 2002 Company Industry Jurisdiction
by and amongMerger Agreement • August 17th, 2005 • Activant Solutions Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledAugust 17th, 2005 Company Industry Jurisdiction
EXHIBIT 99.1 SUPPORT AGREEMENT THIS AGREEMENT is made the 24th day of January, 2005, AMONG: ACTIVANT SOLUTIONS INC., a corporation existing under the laws of the State of Delaware, (hereinafter called "PARENT"), - and - ACTIVANT SOLUTIONS...Support Agreement • January 25th, 2005 • Activant Solutions Inc /De/ • Services-computer integrated systems design • Ontario
Contract Type FiledJanuary 25th, 2005 Company Industry Jurisdiction
SUPPLEMENTAL AGREEMENTSupplemental Agreement • April 3rd, 1998 • Cooperative Computing Inc /De/
Contract Type FiledApril 3rd, 1998 Company
FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • October 12th, 2005 • Activant Solutions Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledOctober 12th, 2005 Company Industry Jurisdiction
AMENDMENTLoan and Security Agreement • December 29th, 1999 • Cooperative Computing Inc /De/ • Services-computer integrated systems design • Illinois
Contract Type FiledDecember 29th, 1999 Company Industry Jurisdiction
1 EXHIBIT 10.16 FINANCIAL ADVISORY AGREEMENT THIS FINANCIAL ADVISORY AGREEMENT (this "Agreement") is made and entered into effective as of February 27, 1997 among Cooperative Computing Holding Company, Inc. (formerly named Cooperative Computing,...Financial Advisory Agreement • April 3rd, 1998 • Cooperative Computing Inc /De/ • Texas
Contract Type FiledApril 3rd, 1998 Company Jurisdiction
265,000,000 Floating Rate Senior Notes due 2010Fourth Supplemental Indenture • April 14th, 2006 • Activant Solutions Inc /De/ • Services-computer integrated systems design • New York
Contract Type FiledApril 14th, 2006 Company Industry Jurisdiction