1 EXHIBIT 4.3 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. SUCH SECURITIES AND ANY SECURITIES OR SHARES ISSUED HEREUNDER MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION...Critical Path Inc • August 14th, 2001 • Services-business services, nec • California
Company FiledAugust 14th, 2001 Industry Jurisdiction
EXHIBIT 10.21 [LOGO] Silicon Valley Bank QuickStart Loan and Security Agreement Borrower: Critical Path, Inc. Address: 320 First Street Date: May 12, 1998 San Francisco, CA 94105 SILICON'S OFFER TO EXTEND FINANCING ON THE TERMS SET FORTH HEREIN SHALL...Loan and Security Agreement • January 29th, 1999 • Critical Path Inc
Contract Type FiledJanuary 29th, 1999 Company
LOAN AGREEMENTLoan Agreement • August 14th, 2002 • Critical Path Inc • Services-business services, nec • California
Contract Type FiledAugust 14th, 2002 Company Industry Jurisdiction
EXHIBIT 10.13 THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT"), OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD OR TRANSFERRED UNLESS SUCH SALE OR TRANSFER IS IN ACCORDANCE WITH THE...Warrant Agreement • January 29th, 1999 • Critical Path Inc • California
Contract Type FiledJanuary 29th, 1999 Company Jurisdiction
EXHIBIT 10.38 SHARE PURCHASE AGREEMENTShare Purchase Agreement • March 31st, 2003 • Critical Path Inc • Services-business services, nec
Contract Type FiledMarch 31st, 2003 Company Industry
EXHIBIT 10.3 August 1, 2001 David C. Hayden 2510 Jackson Street San Francisco, California 94115 Dear David: This letter agreement (the "Agreement") sets forth the terms and conditions of your employment with Critical Path, Inc., a California...Letter Agreement • November 14th, 2001 • Critical Path Inc • Services-business services, nec • California
Contract Type FiledNovember 14th, 2001 Company Industry Jurisdiction
EXHIBIT 10.1 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT is made and entered into as of the ____ day of ______________, 1999 (the "Agreement"), by and between CRITICAL PATH, INC., a California corporation (the "Company"), and...Indemnification Agreement • January 29th, 1999 • Critical Path Inc • California
Contract Type FiledJanuary 29th, 1999 Company Jurisdiction
EXHIBIT 4.28 THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR SALE IN CONNECTION WITH, THE DISTRIBUTION THEREOF. THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND...Critical Path Inc • March 15th, 2004 • Services-computer programming, data processing, etc. • California
Company FiledMarch 15th, 2004 Industry Jurisdiction
EXHIBIT 4.42 THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR SALE IN CONNECTION WITH, THE DISTRIBUTION THEREOF. THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND...Critical Path Inc • March 15th, 2004 • Services-computer programming, data processing, etc. • California
Company FiledMarch 15th, 2004 Industry Jurisdiction
This ASSET PURCHASE AGREEMENT ("Agreement"), dated as of May 26, 1999, is --------- by and between Critical Path, Inc., a California corporation ("Buyer") and ----- Fabrik Communications, Inc., a California corporation ("Seller"). ------ RECITALS --------Asset Purchase Agreement • May 28th, 1999 • Critical Path Inc • Services-business services, nec • California
Contract Type FiledMay 28th, 1999 Company Industry Jurisdiction
ESCROW AGREEMENTEscrow Agreement • April 1st, 2002 • Critical Path Inc • Services-business services, nec • New York
Contract Type FiledApril 1st, 2002 Company Industry Jurisdiction
EXHIBIT 4.25 SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 15th, 2004 • Critical Path Inc • Services-computer programming, data processing, etc. • New York
Contract Type FiledMarch 15th, 2004 Company Industry Jurisdiction
Exhibit 4.44 THIRD AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 15th, 2004 • Critical Path Inc • Services-computer programming, data processing, etc. • New York
Contract Type FiledMarch 15th, 2004 Company Industry Jurisdiction
EXHIBIT 4.27 THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR FOR SALE IN CONNECTION WITH, THE DISTRIBUTION THEREOF. THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND...Critical Path Inc • March 15th, 2004 • Services-computer programming, data processing, etc. • California
Company FiledMarch 15th, 2004 Industry Jurisdiction
EXHIBIT 4.20 AMENDED AND RESTATED STOCKHOLDERS AGREEMENTStockholders Agreement • March 15th, 2004 • Critical Path Inc • Services-computer programming, data processing, etc. • New York
Contract Type FiledMarch 15th, 2004 Company Industry Jurisdiction
EXHIBIT 10.36 LOAN AND SECURITY AGREEMENT CRITICAL PATH, INC. LOAN AND SECURITY AGREEMENT TABLE OF CONTENTSLoan and Security Agreement • March 31st, 2003 • Critical Path Inc • Services-business services, nec
Contract Type FiledMarch 31st, 2003 Company Industry
EXHIBIT 10.4 CRITICAL PATH, INC. SERIES B PREFERRED STOCK PURCHASE AGREEMENT September 11, 1998 TABLE OF CONTENTS -----------------Preferred Stock Purchase Agreement • January 29th, 1999 • Critical Path Inc • California
Contract Type FiledJanuary 29th, 1999 Company Jurisdiction
ISSUER TOCritical Path Inc • May 15th, 2000 • Services-business services, nec • New York
Company FiledMay 15th, 2000 Industry Jurisdiction
EXHIBIT 10.61 EMPLOYMENT AGREEMENT This Employment Agreement (the "Agreement") is entered into effective as of March 29, 2004 (the "Effective Date") by and between Critical Path, Inc. (the "Company") and Mark Ferrer ("Executive") (collectively...Employment Agreement • April 19th, 2004 • Critical Path Inc • Services-computer programming, data processing, etc. • California
Contract Type FiledApril 19th, 2004 Company Industry Jurisdiction
RECITALSStock Option Agreement • November 1st, 1999 • Critical Path Inc • Services-business services, nec • California
Contract Type FiledNovember 1st, 1999 Company Industry Jurisdiction
EXHIBIT 10.1 SILICON VALLEY BANK AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT BORROWER: CRITICAL PATH, INC. ADDRESS: 350 The Embarcadero, San Francisco, California 94105 DATE: July 18, 2003 THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT...Loan and Security Agreement • August 14th, 2003 • Critical Path Inc • Services-business services, nec • California
Contract Type FiledAugust 14th, 2003 Company Industry Jurisdiction
OFFICE LEASEOffice Lease • March 20th, 2000 • Critical Path Inc • Services-business services, nec • California
Contract Type FiledMarch 20th, 2000 Company Industry Jurisdiction
AGREEMENTAgreement • November 14th, 2001 • Critical Path Inc • Services-business services, nec
Contract Type FiledNovember 14th, 2001 Company Industry
EXHIBIT 10.10 STANDARD INDUSTRIAL/COMMERCIAL MULTI-TENANT LEASE--GROSS AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION 1. Basic Provisions ("Basic Provisions"). ------------------------------------- 1.1 Parties. The Lease ("Lease"), dated for reference...Critical Path Inc • January 29th, 1999
Company FiledJanuary 29th, 1999
Agreement No. 9800051509 CONFIDENTIAL TREATMENT REQUESTED. CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION. MASTER SERVICES AGREEMENT U S WEST Communications Services, Inc. ("Customer") and...Master Services Agreement • March 26th, 1999 • Critical Path Inc • Services-business services, nec • Colorado
Contract Type FiledMarch 26th, 1999 Company Industry Jurisdiction
CRITICAL PATH, INC. -------------------Stock Purchase Agreement • January 29th, 1999 • Critical Path Inc
Contract Type FiledJanuary 29th, 1999 Company
EXHIBIT 10.6 CRITICAL PATH, INC. AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT TABLE OF CONTENTS -----------------Investors' Rights Agreement • January 29th, 1999 • Critical Path Inc • California
Contract Type FiledJanuary 29th, 1999 Company Jurisdiction
EXHIBIT 4.46 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AND PURSUANT TO THE PROVISIONS OF ARTICLE 5 BELOW, MAY NOT...Critical Path Inc • March 15th, 2004 • Services-computer programming, data processing, etc. • California
Company FiledMarch 15th, 2004 Industry Jurisdiction
This AGREEMENT AND PLAN OF REORGANIZATION (this "Agreement") is made and --------- entered into as of June 22, 1999, among Critical Path, Inc., a California corporation ("Parent"), Apollo Acquisition Corp., a California corporation and a ------...Agreement and Plan of Reorganization • September 13th, 1999 • Critical Path Inc • Services-business services, nec • California
Contract Type FiledSeptember 13th, 1999 Company Industry Jurisdiction
EXHIBIT 4.10 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 1st, 2002 • Critical Path Inc • Services-business services, nec • New York
Contract Type FiledApril 1st, 2002 Company Industry Jurisdiction
EXHIBIT 10.28 Critical Path, Inc. 1998 STOCK OPTION PLAN NONSTATUTORY STOCK OPTION AGREEMENT [Standard Promotional or Bonus Employee Grant: No Vesting Cliff and Monthly Vesting over Four Years] [SEE NOTICE OF GRANT FOR VESTING SCHEDULE All capitalized...Critical Path Inc • March 31st, 2003 • Services-business services, nec • California
Company FiledMarch 31st, 2003 Industry JurisdictionNONSTATUTORY STOCK OPTION AGREEMENT [Standard Promotional or Bonus Employee Grant: No Vesting Cliff and Monthly Vesting over Four Years] [SEE NOTICE OF GRANT FOR VESTING SCHEDULE
GAPSTAR, LLC,Note and Warrant Purchase Agreement • January 3rd, 2005 • Critical Path Inc • Services-business services, nec • New York
Contract Type FiledJanuary 3rd, 2005 Company Industry Jurisdiction
RECITALSControl Severance Agreement • August 14th, 2003 • Critical Path Inc • Services-business services, nec • California
Contract Type FiledAugust 14th, 2003 Company Industry Jurisdiction
RECITALSLoan and Security Agreement • March 15th, 2004 • Critical Path Inc • Services-computer programming, data processing, etc. • California
Contract Type FiledMarch 15th, 2004 Company Industry Jurisdiction
SUBLEASECritical Path Inc • March 3rd, 1999 • Services-business services, nec
Company FiledMarch 3rd, 1999 Industry