1 Exhibit 10.1 LOAN AGREEMENT THIS LOAN AGREEMENT (this "AGREEMENT"), is entered into as of December 10, 1999, between SERVICEWARE, INC., a Pennsylvania corporation (the "BORROWER"), and PNC BANK, NATIONAL ASSOCIATION (the "BANK"). For good and...Loan Agreement • March 31st, 2000 • Serviceware Com Inc • Pennsylvania
AMENDMENT TONote Purchase Agreement • September 11th, 2002 • Serviceware Technologies Inc/ Pa • Services-prepackaged software
EXHIBIT 4.3 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 19th, 2002 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • New York
BY AND AMONGRegistration Rights Agreement • February 14th, 2005 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • Delaware
1 Exhibit 1.0 [ ] Shares of Common Stock ServiceWare Technologies, Inc. UNDERWRITING AGREEMENT BEAR, STEARNS & CO. INC. SG COWEN SECURITIES CORPORATION WIT SOUNDVIEW CORPORATION C.E. UNTERBERG, TOWBIN, L.P. as Representatives of the several...Underwriting Agreement • July 13th, 2000 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • New York
RECITALSLoan and Security Agreement • March 31st, 2003 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • California
WITNESSETH:Lease • March 31st, 2000 • Serviceware Com Inc
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER BY AND AMONGAgreement and Plan of Merger • February 14th, 2005 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • Delaware
EXHIBIT 10.23 RESTRICTED STOCK AWARD AGREEMENT This Restricted Stock Award Agreement (the "Award") is made this 29th day of March, 2004 ("Date of Grant") by ServiceWare Technologies, Inc., a Delaware corporation (the "Company") to Kent F. Heyman (the...Restricted Stock Award Agreement • June 8th, 2004 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • Pennsylvania
EXHIBIT 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is entered into by and between Kanisa Inc., a Delaware corporation ("Kanisa" or the "Company") and Bruce Armstrong (the "Executive"), effective as of the consummation of...Employment Agreement • February 14th, 2005 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • California
1 EXHIBIT 4.1 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT ("Agreement") is made as of this 2nd day of June, 2000, by and among ServiceWare Technologies, Inc., a Delaware corporation (the...Registration Rights Agreement • August 18th, 2000 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • Pennsylvania
August __, 2000 ServiceWare Technologies, Inc. 333 Allegheny Avenue Oakmont, Pennsylvania 15139 C.E. Unterberg, Towbin Swiss Bank Tower 10 E. 50th Street, 22nd Floor New York, New York 10022 Re: Agreement to Act as "Qualified Independent Underwriter"...Serviceware Technologies Inc/ Pa • August 22nd, 2000 • Services-prepackaged software • New York
1 Exhibit 4.1 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT ("Agreement") is made as of this ____ day of July, 1999 by and among ServiceWare, Inc., a Pennsylvania corporation (the "Company"), the persons or entities listed on...Registration Rights Agreement • March 31st, 2000 • Serviceware Com Inc • Pennsylvania
R E C I T A L S :Asset Purchase and Sale Agreement • November 13th, 2002 • Serviceware Technologies Inc/ Pa • Services-prepackaged software
JULY 20, 2001Purchase and Sale Agreement • August 6th, 2001 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • Delaware
EXHIBIT 4.6 [FORM OF WARRANT] THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT") OR WITH ANY STATE SECURITIES COMMISSION, AND MAY NOT BE TRANSFERRED OR DISPOSED...Serviceware Technologies Inc/ Pa • March 30th, 2004 • Services-prepackaged software • New York
1 Exhibit 10.12 LOAN AGREEMENT THIS AGREEMENT is made as of this 19 day of January, 2000, by and between SERVICEWARE, INC., a Pennsylvania corporation (the "Company") located in Oakmont, Pennsylvania, and Rajiv Enand, an individual residing at 526...Agreement • April 7th, 2000 • Serviceware Com Inc • Services-prepackaged software • Pennsylvania
EXHIBIT 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is entered into by and between Kanisa Inc., a Delaware corporation ("Kanisa" or the "Company") and Mark Angel (the "Executive"), effective as of the consummation of the...Employment Agreement • February 14th, 2005 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • California
SECTION 1 DEFINITIONSLicense Agreement • April 7th, 2000 • Serviceware Com Inc • Services-prepackaged software • Pennsylvania
EXHIBIT 10.18 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into as of January 26, 2004 (the "Effective Date"), by and between ServiceWare Technologies, Inc. (the "Company") a Delaware corporation, with offices...Employment Agreement • March 30th, 2004 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • New Jersey
BETWEENMaster Software License Agreement • July 13th, 2000 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • Texas
Exhibit 10.1 Information denoted by [*] herein has been omitted pursuant to a request for confidential treatment. This information has been filed separately with the Securities and Exchange Commission. KANA COMMUNICATIONS, INC. [KANA LOGO] KANA...Manufacturer Agreement • November 14th, 2000 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • Delaware
PRIVATE / PROPRIETARY / LOCK Contains private and/or proprietary information. May not be used or disclosed outside Cingular Wireless LLC, ServiceWare or their affiliated or subsidiary Companies except pursuant to a separate written agreement. 1Software License and Maintenance Agreement • April 1st, 2002 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • Georgia
RECITALSSecurities Purchase Agreement • February 2nd, 2004 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • New York
AGREEMENTAgreement • February 14th, 2005 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • Pennsylvania
SERVICEWARE TECHNOLOGIES, INC. WARRANTServiceware Technologies Inc/ De • March 31st, 2005 • Services-prepackaged software • Delaware
ServiceWare Technologies, Inc., a Delaware corporation (the “Company”), hereby certifies that, for value received, ____________or its registered assigns (including permitted transferees, the “Holder”), is entitled to purchase from the Company up to a total of ___________shares (as adjusted from time to time as provided in Section 9) of Common Stock (as defined below) (each such share, a “Warrant Share” and all such shares, the “Warrant Shares”) at an exercise price equal to $7.20 per share (as adjusted from time to time as provided in Section 9, the “Exercise Price”), at any time and from time to time on or after the Original Issue Date (as defined below) through and including January 30, 2009 (the “Expiration Date”), and subject to the following terms and conditions. This Warrant is one of a series of similar warrants (the “Warrants”) issued pursuant to that certain Amended and Restated Agreement and Plan of Merger, dated as of February 8, 2005, by and among the Company, Kanisa Inc.,
EMPLOYMENT AGREEMENTEmployment Agreement • August 8th, 2005 • Knova Software, Inc. • Services-prepackaged software • California
This Employment Agreement (this “Agreement”) is entered into by and between Knova Software, Inc., a Delaware corporation (“Knova” or the “Company”) and Thomas J. Muise (the “Executive”), on this 23rd day of June 2005 (the “Effective Date”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG SERVICEWARE TECHNOLOGIES, INC., SVCW ACQUISITION, INC. AND KANISA INC.Agreement and Plan of Merger • December 29th, 2004 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of December 22, 2004, among ServiceWare Technologies, Inc., a Delaware corporation (“Parent”), SVCW Acquisition, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Kanisa Inc., a Delaware corporation (the “Company”).
1 Exhibit 10.2 AGREEMENT AND PLAN OF MERGER AGREEMENT AND PLAN OF MERGER ("Agreement"), dated as of July 13, 1999, by and among ServiceWare, Inc., a Pennsylvania corporation ("ServiceWare"), Molloy Acquisition Corporation, a Delaware corporation and a...Agreement and Plan of Merger • March 31st, 2000 • Serviceware Com Inc • Pennsylvania
RECITALSWarrant Purchase Agreement • July 13th, 2000 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • Delaware
EXHIBIT 10.25 2004 EXECUTIVE COMPENSATION PLAN Lokesh Seth VP Product Development Components of Compensation: Base Salary Cash Bonus Incentive Stock Options Severance Agreement 2004 PlanServiceware Technologies Inc/ Pa • August 6th, 2004 • Services-prepackaged software
AMENDMENT TO 10% SENIOR UNSECURED CONVERTIBLE PROMISSORY NOTE THIS AMENDMENT is entered into as of March 31, 2003, by and between [_____________________________] (the "Holder") and ServiceWare Technologies, Inc., a Delaware corporation (the...Serviceware Technologies Inc/ Pa • May 15th, 2003 • Services-prepackaged software
1 Exhibit 10.18 Confidential portions of this Exhibit have been omitted and are identified by square brackets ([ ]) and three asterisks (***). Such material has been separately filed with the Securities and Exchange Commission pursuant to a request...Master Alliance Agreement • July 13th, 2000 • Serviceware Technologies Inc/ Pa • Services-prepackaged software • Pennsylvania
1 2 2. Delivery and Acceptance. Company shall deliver the ServiceWare Knowledge Base to Microsoft no later than _________________, 1998 and all Updates thereto pursuant to section 3 below. Upon the delivery of the ServiceWare Knowledge Base and the...License Agreement • April 7th, 2000 • Serviceware Com Inc • Services-prepackaged software • Washington
KNOVA SOFTWARE, INC. SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement and General Release • August 8th, 2005 • Knova Software, Inc. • Services-prepackaged software • New Jersey
This Separation Agreement and General Release (this “Agreement”) is made on this 30th day of June 2005 by and between Knova Software, Inc., a Delaware corporation, and its parents, subsidiaries and other affiliates (collectively, the “Company”), and Scott Schwartzman (“Employee”).
