EXHIBIT 2.1 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • November 2nd, 1999 • Watchguard Technologies Inc • Services-prepackaged software • Washington
] SharesUnderwriting Agreement • July 28th, 1999 • Watchguard Technologies Inc • Services-prepackaged software • Minnesota
This Amendment No. 1 to Agreement and Plan of Merger (this "Amendment") is --------- made and entered into as of March 1, 2002, by and among WatchGuard Technologies, Inc., a Delaware corporation ("Acquiror"), River Acquisition Corporation, a --------...Agreement and Plan of Merger • April 12th, 2002 • Watchguard Technologies Inc • Services-prepackaged software
Exhibit (d)(5) WATCHGUARD TECHNOLOGIES, INC. 1996 STOCK INCENTIVE COMPENSATION PLAN NONQUALIFIED STOCK OPTION LETTER AGREEMENT To: ((Name)) We are pleased to inform you that you have been granted a stock option (the "Option") for the purchase of...Nonqualified Stock Option Agreement • April 19th, 2005 • Watchguard Technologies Inc • Services-prepackaged software
This Escrow Agreement (this "Agreement") is entered into as of April 2, --------- 2002 by and among WatchGuard Technologies, Inc., a Delaware corporation ("Acquiror"), RapidStream, Inc., a California corporation (the "Company"), Wai -------- -------...Escrow Agreement • April 12th, 2002 • Watchguard Technologies Inc • Services-prepackaged software • New York
This Registration Rights Agreement (this "Agreement") is made as of the 4th --------- day of October, 2000, by and among WatchGuard Technologies, Inc., a Delaware corporation ("WatchGuard"), and each of the stockholders of Qiave Technologies...Registration Rights Agreement • October 19th, 2000 • Watchguard Technologies Inc • Services-prepackaged software • Delaware
RECITALSShareholders Agreement • February 15th, 2002 • Watchguard Technologies Inc • Services-prepackaged software • Delaware
EXHIBIT 10.1 EMPLOYMENT AGREEMENT WATCHGUARD TECHNOLOGIES, INC. DANNY M. BEADLE Dated as of October 19, 1999 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement"), dated as of October 19, 1999, between WatchGuard Technologies, Inc., a...Employment Agreement • November 2nd, 1999 • Watchguard Technologies Inc • Services-prepackaged software
LEASE Between WATCHGUARD TECHNOLOGIES, INC. a Delaware corporation (Tenant) and 505 UNION STATION LTD., a Washington corporation (Landlord) LEASELease • May 1st, 2000 • Watchguard Technologies Inc • Services-prepackaged software
MSIOffice Lease • June 29th, 1999 • Watchguard Technologies Inc • Services-prepackaged software • Washington
EXHIBIT 10.14 LOAN MODIFICATION AGREEMENT BETWEEN: WatchGuard Technologies, Inc., a Delaware corporation ("Borrower"), whose address is 316 Occidental Ave. S., Suite 200, Seattle, WA 98104; AND: Silicon Valley Bank ("Silicon"), whose address is 3003...Loan Modification Agreement • May 1st, 2000 • Watchguard Technologies Inc • Services-prepackaged software
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • October 19th, 2000 • Watchguard Technologies Inc • Services-prepackaged software • Delaware
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 31st, 2005 • Watchguard Technologies Inc • Services-prepackaged software • Delaware
THIS AGREEMENT is entered into, effective as of March 29, 2005, by and between WatchGuard Technologies, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
UNDERWRITING AGREEMENTUnderwriting Agreement • February 14th, 2000 • Watchguard Technologies Inc • Services-prepackaged software • New York
EXHIBIT 10.2 OFFICE LEASE OCCIDENTAL MALL Martin Smith Inc 500 Watermark Tower 1109 First Avenue Seattle, WA 98101-2988 Tel: 682-3300 Fax: 340-1283 This Lease is made this 10th day of October 1997 by and between BURKE STATE BLDG., L.L.C., a Washington...Office Lease • June 29th, 1999 • Watchguard Technologies Inc • Services-prepackaged software • Washington
Exhibit (d)(4) WATCHGUARD TECHNOLOGIES, INC. 1996 STOCK INCENTIVE COMPENSATION PLAN STOCK OPTION LETTER AGREEMENT To: ((name)) We are pleased to inform you that you have been granted a stock option (the "Option") for the purchase of shares of common...Stock Option Agreement • April 19th, 2005 • Watchguard Technologies Inc • Services-prepackaged software
Exhibit 10.3 COMMERCIAL LEASE THIS LEASE dated this 17th day of August, 1998, by and between CEDERSTRAND RENTALS, a Washington general partnership (Landlord), and WATCHGUARD, INC., a Washington corporation ("Tenant"). The parties covenant and agree as...Commercial Lease • June 29th, 1999 • Watchguard Technologies Inc • Services-prepackaged software
EXHIBIT 10.9 TOOem Master License Agreement • July 16th, 1999 • Watchguard Technologies Inc • Services-prepackaged software • California
RECITALSStock Vesting Agreement • November 2nd, 1999 • Watchguard Technologies Inc • Services-prepackaged software • Washington
STANDARDIZEDCash or Deferred Profit-Sharing Plan • April 20th, 1999 • Watchguard Technologies Inc
RAPIDSTREAM, INC.Stock Option Agreement • April 19th, 2005 • Watchguard Technologies Inc • Services-prepackaged software • California
Unless otherwise defined herein, the capitalized terms used in this Stock Option Agreement (the “Option Agreement”) shall have the same meanings as defined in the 1998 Stock Option Plan (the “Plan”).
EXHIBIT 10.4 SILICON VALLEY BANK AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT Borrower: WatchGuard Technologies, Inc. Address: 316 Occidental Avenue South, Suite 200 Seattle, WA 98104 Date: March 20, 1998 THIS AMENDED AND RESTATED LOAN AND...Loan and Security Agreement • June 29th, 1999 • Watchguard Technologies Inc • Services-prepackaged software • Washington
EXHIBIT 10.8 TODevelopment and Supply Agreement • July 16th, 1999 • Watchguard Technologies Inc • Services-prepackaged software • California
EXHIBIT 10.2 OFFICE LEASE OCCIDENTAL MALL Martin Smith Inc 500 Watermark Tower 1109 First Avenue Seattle, WA 98101-2988 Tel: 682-3300 Fax: 340-1283 This Lease is made this 10th day of October 1997 by and between BURKE STATE BLDG., L.L.C., a Washington...Office Lease • April 20th, 1999 • Watchguard Technologies Inc • Washington
RIGHTS AGREEMENT Dated as of May 5, 2005 between WATCHGUARD TECHNOLOGIES, INC. and MELLON INVESTOR SERVICES LLC as Rights AgentRights Agreement • May 9th, 2005 • Watchguard Technologies Inc • Services-prepackaged software • New York
Rights Agreement, dated as of May 5, 2005 (this “Agreement”), between WatchGuard Technologies, Inc., a Delaware corporation (the “Company”), and Mellon Investor Services LLC, a New Jersey limited liability company, as Rights Agent (the “Rights Agent”).
CHANGE IN CONTROL SEVERANCE AGREEMENTChange in Control Severance Agreement • April 28th, 2005 • Watchguard Technologies Inc • Services-prepackaged software • Washington
THIS CHANGE IN CONTROL SEVERANCE AGREEMENT (this “Agreement”) is entered into as of April 26, 2005, (the “Effective Date”), by and between Bradley Sparks (“Executive”) and WatchGuard Technologies, Inc., a Delaware corporation, (the “Company”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG GLADIATOR CORPORATION, WARRIOR MERGER SUB, INC. AND WATCHGUARD TECHNOLOGIES, INC. DATED AS OF JULY 24, 2006Merger Agreement • July 26th, 2006 • Watchguard Technologies Inc • Services-prepackaged software • Delaware
THIS AGREEMENT AND PLAN OF MERGER (together with all annexes, letters, schedules and exhibits hereto, this “Agreement”), dated as of July 24, 2006, is by and among Gladiator Corporation, a Delaware corporation (“Parent”), Warrior Merger Sub, Inc., a Delaware corporation and wholly owned direct subsidiary of Parent (“Merger Sub”), and WatchGuard Technologies, Inc., a Delaware corporation (the “Company”).
Exhibit 10.3 COMMERCIAL LEASE THIS LEASE dated this 17th day of August, 1998, by and between CEDERSTRAND RENTALS, a Washington general partnership (Landlord), and WATCHGUARD, INC., a Washington corporation ("Tenant"). The parties covenant and agree as...Commercial Lease • April 20th, 1999 • Watchguard Technologies Inc
EXHIBIT 10.4 SILICON VALLEY BANK AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT Borrower: WatchGuard Technologies, Inc. Address: 316 Occidental Avenue South, Suite 200 Seattle, WA 98104 Date: March 20, 1998 THIS AMENDED AND RESTATED LOAN AND...Loan and Security Agreement • April 20th, 1999 • Watchguard Technologies Inc • Washington
SUPPORT AGREEMENTSupport Agreement • July 26th, 2006 • Watchguard Technologies Inc • Services-prepackaged software • Delaware
SUPPORT AGREEMENT, dated as of July 24, 2006 (this “Agreement”), among the shareholders listed on the signature page(s) hereto (collectively, the “Shareholders” and each individually, a “Shareholder”), and Gladiator Corporation, a Delaware corporation (the “Parent”). Capitalized terms used and not otherwise defined herein shall have the respective meanings assigned to them in the Merger Agreement referred to below.
EXHIBIT 10.4 SILICON VALLEY BANK AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT Borrower: WatchGuard Technologies, Inc. Address: 316 Occidental Avenue South, Suite 200 Seattle, WA 98104 Date: March 20, 1998 THIS AMENDED AND RESTATED LOAN AND...Loan and Security Agreement • June 3rd, 1999 • Watchguard Technologies Inc • Services-prepackaged software • Washington
EXHIBIT 10.2 OFFICE LEASE OCCIDENTAL MALL Martin Smith Inc 500 Watermark Tower 1109 First Avenue Seattle, WA 98101-2988 Tel: 682-3300 Fax: 340-1283 This Lease is made this 10th day of October 1997 by and between BURKE STATE BLDG., L.L.C., a Washington...Office Lease • June 3rd, 1999 • Watchguard Technologies Inc • Services-prepackaged software • Washington
CHANGE IN CONTROL SEVERANCE AGREEMENTChange in Control Severance Agreement • April 19th, 2005 • Watchguard Technologies Inc • Services-prepackaged software • Washington
THIS CHANGE IN CONTROL SEVERANCE AGREEMENT (this “Agreement”) is entered into as of April 19, 2005, (the “Effective Date”), by and between Edward J. Borey (“Executive”) and WatchGuard Technologies, Inc., a Delaware corporation, (the “Company”).
