1 EXHIBIT 2.1 SHARE PURCHASE AGREEMENT THIS AGREEMENT is made effective as of August 10, 2000 (the "Effective Date"). AMONG: DEBORAH M. DEAN, an individual residing in the State of Washington, U.S.A. (the "Vendor"); AND: JEFFREY W. DEAN, an individual...Employment Agreement • November 20th, 2000 • Global Election Systems Inc • Services-computer integrated systems design • Texas
3 4 receive had the Investor exercised the Warrant immediately prior to the closing of such transaction.Global Election Systems Inc • August 10th, 2001 • Services-computer integrated systems design • New York
RECITALSVoting Agreement • September 20th, 2001 • Global Election Systems Inc • Services-computer integrated systems design • Delaware
2 - 3 11. The Company hereby represents that as of the Agreement Date the Employee is a bona fide employee of either the Company, a subsidiary of the Company or a management company providing services to the Company (other than investor relations).Option Agreement • July 31st, 1998 • Global Election Systems Inc
AGREEMENT Global Election Systems Inc., a corporation formed under the laws of British Columbia, Canada (the "Company"), Global Election Systems, Inc., a corporation formed under the laws of the State of Delaware (the "Subsidiary"), and Jones, Gable &...Agreement • May 22nd, 2001 • Global Election Systems Inc • Services-computer integrated systems design
1 EXHIBIT 10g BUSINESS PROPERTY LEASE THIS LEASE is entered into this ________ day of August, 1997 between Richard H. Craig, Jr. Landlord, and Global Election Systems, a Texas Corporation, Tenant. 1. PREMISES. Landlord leases to Tenant the real...Lease • September 28th, 1999 • Global Election Systems Inc • Services-computer integrated systems design
EXHIBIT 10.2 GREATER DALLAS ASSOCIATION OF REALTORS(R), INC. SHORT FORM COMMERCIAL LEASEGlobal Election Systems Inc • May 15th, 2000 • Services-computer integrated systems design
RECITALS:Security Agreement • May 22nd, 2001 • Global Election Systems Inc • Services-computer integrated systems design • Texas
AMENDED AND RESTATED PERFORMANCE SHARES ALLOTMENT AGREEMENT THIS AGREEMENT made the 22nd day of November, 1991 and amended the 6th day of December, 1996. BETWEEN: GLOBAL ELECTION SYSTEMS INC. (formerly Macrotrends International Ventures.) a...Escrow Agreement • July 31st, 1998 • Global Election Systems Inc • British Columbia
RECITALS:Loan Agreement • November 19th, 2001 • Global Election Systems Inc • Services-computer integrated systems design • Texas
1 EXHIBIT 4.1 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR ANY CANADIAN, STATE OR PROVINCIAL SECURITIES LAWS. THESE SECURITIES MAY NOT BE...Global Election Systems Inc • August 10th, 2001 • Services-computer integrated systems design • New York
1 EXHIBIT (6)(6)(ii) DIRECTOR'S OPTION AGREEMENT THIS AGREEMENT IS MADE AS OF THE 22ND DAY OF AUGUST, 1997 (THE "AGREEMENT DATE"). BETWEEN: GLOBAL ELECTION SYSTEMS INC. a company duly incorporated under the laws of the Province of British Columbia,...Option Agreement • July 31st, 1998 • Global Election Systems Inc
1 EXHIBIT 99.7 ARRANGEMENT AGREEMENT THIS ARRANGEMENT AGREEMENT made this 10th day of September, 2001 AMONG: DIEBOLD, INCORPORATED, a corporation incorporated under the Laws of Ohio ("Buyer") AND: DIEBOLD ACQUISITION LTD., a company incorporated under...Arrangement Agreement • September 20th, 2001 • Global Election Systems Inc • Services-computer integrated systems design • Delaware
EXHIBIT 10 s CHANGE IN TERMS AGREEMENTChange in Terms Agreement • September 28th, 1999 • Global Election Systems Inc • Services-computer integrated systems design
RECITALSContract Manufacturing Agreement • August 10th, 2001 • Global Election Systems Inc • Services-computer integrated systems design
RECITALS:Loan Agreement • November 19th, 2001 • Global Election Systems Inc • Services-computer integrated systems design • Texas
RECITALSRegistration Rights Agreement • August 10th, 2001 • Global Election Systems Inc • Services-computer integrated systems design • Delaware
1 EXHIBIT 6(1)(iii) EMPLOYMENT AGREEMENT GLOBAL ELECTION SYSTEMS, INC. (U.S.A.) ("Company"), and ROBERT J. UROSEVICH ("Employee") agree: 1. EMPLOYMENT. Company employs Employee for the period beginning on the date of this Employment Agreement and...Employment Agreement • July 31st, 1998 • Global Election Systems Inc • Texas
LANDLORD: TENANT:Lease Agreement • July 31st, 1998 • Global Election Systems Inc • Texas
EXHIBIT 10 v PROMISSORY NOTEPromissory Note • September 28th, 1999 • Global Election Systems Inc • Services-computer integrated systems design
RECITALSBridge Loan Agreement • August 10th, 2001 • Global Election Systems Inc • Services-computer integrated systems design
RECITALSCollateral and Guarantee Agreement • August 10th, 2001 • Global Election Systems Inc • Services-computer integrated systems design • New York
1 EXHIBIT 6(1)(ii) EMPLOYMENT AGREEMENT This Agreement, made October 1, 1996, by and between Global Election Systems, Inc. (Canada & USA) hereinafter "Global", and Clinton E. Rickards, hereinafter "Employee." 1. SERVICES. Global hereby retains...Employment Agreement • July 31st, 1998 • Global Election Systems Inc
GES") - 1 - 2 CONTRACT MANUFACTURING AGREEMENTContract Manufacturing Agreement • August 10th, 2001 • Global Election Systems Inc • Services-computer integrated systems design • Ohio
RECITALSCommon Share Option Agreement • September 14th, 2001 • Global Election Systems Inc • Services-computer integrated systems design • Delaware
1 EXHIBIT (6)(4) ACQUISITION AGREEMENT THIS ACQUISITION AGREEMENT is made this 31st day of July, 1997, between GLOBAL ELECTION SYSTEMS, INC., a British Columbia corporation ("Purchaser") and I-MARK SYSTEMS, INC., a Nebraska corporation, d/b/a I-MARK...Acquisition Agreement • July 31st, 1998 • Global Election Systems Inc • New Mexico
RECITALSCommon Share Option Agreement • September 20th, 2001 • Global Election Systems Inc • Services-computer integrated systems design • Delaware
RECITALSBridge Loan Agreement • August 10th, 2001 • Global Election Systems Inc • Services-computer integrated systems design • New York
1 EXHIBIT 10.1 Texas Association of Realtors(R) ----------------------------- IMPROVED PROPERTY COMMERCIAL LEASE USE OF THIS FORM BY PERSONS WHO ARE NOT MEMBERS OF THE TEXAS ASSOCIATION OF REALTORS(R) IS NOT AUTHORIZED (C)TEXAS ASSOCIATION OF...Global Election Systems Inc • May 15th, 2000 • Services-computer integrated systems design
Global Election Systems Inc. WESTERN BANK This agreement relates to 1611 Wilmeth Rd. 505 MARQUETTE, P.O. BOX 26144 LOAN NUMBER 2000300/DT#20655 McKinney, TX 75069 ALBUQUERQUE, NEW MEXICO 87125 ORIGINALLY DATED NOVEMBER 14, 1995. 85-0394190 WTF/nw "I"...Global Election Systems Inc • July 31st, 1998
RECITALSBridge Loan Agreement • August 10th, 2001 • Global Election Systems Inc • Services-computer integrated systems design • New York
WITNESSETH:Loan Agreement • September 28th, 2000 • Global Election Systems Inc • Services-computer integrated systems design • Texas
EXHIBIT 10.12 GUARANTY AGREEMENT WHEREAS, the execution of this Guaranty Agreement is a condition to Global Election Systems Inc., a British Columbia corporation ("Borrower"), borrowing from Jones, Gable & Company Limited, an Ontario corporation...Guaranty Agreement • May 22nd, 2001 • Global Election Systems Inc • Services-computer integrated systems design • Texas
AGREEMENTGlobal Election Systems Inc • November 19th, 2001 • Services-computer integrated systems design
1 EXHIBIT 10 r ADDENDUM TO LEASEGlobal Election Systems Inc • September 28th, 1999 • Services-computer integrated systems design
