Pivotal Corp Sample Contracts

EXHIBIT 2.1 SHARE PURCHASE AGREEMENT
Share Purchase Agreement • July 11th, 2000 • Pivotal Corp • Services-business services, nec • British Columbia
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Standard Contracts

AMONG
Merger Agreement • October 29th, 2002 • Pivotal Corp • Services-business services, nec • Washington
LEASE
Lease • September 28th, 2001 • Pivotal Corp • Services-business services, nec
1 EXHIBIT 10.14 PIVOTAL SOFTWARE INC. SHAREHOLDERS AGREEMENT January 15, 1999 TABLE OF CONTENTS
Shareholder Agreement • July 14th, 1999 • Pivotal Corp • British Columbia
PIVOTAL CORPORATION (a British Columbia company) 3,500,000 Common Shares PURCHASE AGREEMENT Dated: o, 1999 2 TABLE OF CONTENTS
Purchase Agreement • August 2nd, 1999 • Pivotal Corp • Services-business services, nec • New York
OFFICE LEASE
Office Lease • July 14th, 1999 • Pivotal Corp
MATHESON ORMSBY PRENTICE 30 HERBERT STREET DUBLIN 2 IRELAND
Assignment Agreement • September 28th, 2000 • Pivotal Corp • Services-business services, nec
1 EXHIBIT 10.15 PIVOTAL SOFTWARE INC. INVESTORS' RIGHTS AGREEMENT JANUARY 15, 1999
Investors' Rights Agreement • July 14th, 1999 • Pivotal Corp • British Columbia
1 EXHIBIT 10.16 SHARE PURCHASE AGREEMENT THIS AGREEMENT dated > is between:
Share Purchase Agreement • July 14th, 1999 • Pivotal Corp
EXHIBIT A TO SCHEDULE 13G JOINT FILING AGREEMENT
Joint Filing Agreement • February 14th, 2003 • Pivotal Corp • Services-business services, nec

Each of the undersigned persons hereby agrees and consents to this joint filing of Schedule 13G on such person's behalf, pursuant to Section 13(d) and (g) of the Securities and Exchange Act of 1934, as amended, and the rules promulgated thereunder. Each of these persons is not responsible for the completeness or accuracy of the information concerning the other persons making this filing, unless such persons know or have reason to believe that such information is inaccurate.

1 EXHIBIT 10.5 STANDARD FORM - NET LEASE BETWEEN: NOVO ESPLANADE LIMITED
Net Lease Agreement • July 14th, 1999 • Pivotal Corp
AMONG
Stock Purchase Agreement • June 19th, 2000 • Pivotal Corp • Services-business services, nec • Washington
EXHIBIT 1 JOINT FILING AGREEMENT Agreement dated as of May 15, 2003, by and among Crescendo Partners II L.P., Series V, Crescendo Investments II, LLC and Eric Rosenfeld (collectively, the "Parties"). Pursuant to Rule 13d-1(k) under the Securities...
Joint Filing Agreement • May 15th, 2003 • Pivotal Corp • Services-business services, nec

Agreement dated as of May 15, 2003, by and among Crescendo Partners II L.P., Series V, Crescendo Investments II, LLC and Eric Rosenfeld (collectively, the "Parties").

AND-
Sublease Agreement • September 28th, 2001 • Pivotal Corp • Services-business services, nec
MODIFICATION OF LEASE
Modification of Lease • August 28th, 2002 • Pivotal Corp • Services-business services, nec
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OFFICE PREMISES LEASE BETWEEN DUNSMUIR & HORNBY LTD. AND PIVOTAL CORPORATION DATED AUGUST 18, 2000
Office Premises Lease • November 14th, 2002 • Pivotal Corp • Services-business services, nec • British Columbia
LEASE EXTENSION
Lease Extension • August 28th, 2002 • Pivotal Corp • Services-business services, nec

Re: Leases between Pivotal Corporation (the "Tenant") and Dunsmuir and Hornby Ltd. (the "Landlord") for the 4th and 6th floor premises of the building located at 885 Dunsmuir, Vancouver, BC (the "Building") dated August 18, 2000.

May 29, 2002 Andre Beaulieu c/o Pivotal Corporation Suite 300 - 224 W. Esplanade North Vancouver, B.C. V7M 3M6 Dear Andre: Re: Personal loan agreement / Pivotal Corporation
Personal Loan Agreement • August 28th, 2002 • Pivotal Corp • Services-business services, nec

May this letter serve to confirm that Pivotal Corporation has agreed to amend your current loan agreement to reflect our subsequent agreement (Manning/Beaulieu) that this loan be repaid by way of your assignment of any and all Pivotal bonus payments to which you will be entitled, and including your bonus from the previous quarter (Q3 of fiscal 2002) until such time as the entire loan amount has been repaid to Pivotal.

Re: Employment Agreement
Employment Agreement • February 14th, 2002 • Pivotal Corp • Services-business services, nec

This document will confirm the terms and conditions regarding your appointment as Chief Financial Officer effective October 1, 2001. In this role, you will report to the President and CEO and your salary will be $200,000 CDN. You will be entitled to earn incentive compensation of $50,000 USD annually based on corporate performance targets. This incentive compensation is paid on a quarterly basis.

LEASE AMENDMENT AGREEMENT
Lease Amendment Agreement • August 28th, 2002 • Pivotal Corp • Services-business services, nec • British Columbia

354875 B.C. Ltd., a company incorporated under the laws of British Columbia and having offices at #206 - 126 East 15th Street, North Vancouver, British Columbia, V7L 2P9.

To: CB Richard Ellis Limited #600 - 111 West Georgia Street Vancouver, BC V6E 4M3
Sublease Agreement • August 28th, 2002 • Pivotal Corp • Services-business services, nec • Georgia

Pivotal Corporation (the “Subtenant”) of 300-224 West Esplanade, North Vancouver, BC V7M 3M6 hereby offers to sublease from Primus Telecommunications (Canada) Inc. (the “Sublandlord”) of 1750-1188 West Georgia Street, Vancouver, BC, V6B 4A2 a portion of the building located at 885 Dunsmuir Street, Vancouver, BC (the “Building”), on the following terms and conditions:

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