RECITALSVoting Agreement • April 21st, 2003 • Tanning Technology Corp • Services-computer integrated systems design • Delaware
EXHIBIT 4 AMENDED AND RESTATED SHAREHOLDER AGREEMENTShareholder Agreement • April 2nd, 2003 • Tanning Technology Corp • Services-computer integrated systems design • Delaware
amongStock Purchase Agreement • June 25th, 1999 • Tanning Technology Corp • Services-computer integrated systems design • Delaware
EXHIBIT 4.2 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 26th, 1999 • Tanning Technology Corp • Services-computer integrated systems design • Delaware
RECITALS: --------Office Lease • June 25th, 1999 • Tanning Technology Corp • Services-computer integrated systems design • Colorado
EXHIBIT 10.21 LEASE AGREEMENTLease Agreement • June 25th, 1999 • Tanning Technology Corp • Services-computer integrated systems design
AGREEMENTEmployment Agreement • July 21st, 1999 • Tanning Technology Corp • Services-computer integrated systems design • Colorado
AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 25th, 1999 • Tanning Technology Corp • Services-computer integrated systems design
FORLease Agreement • June 25th, 1999 • Tanning Technology Corp • Services-computer integrated systems design • Colorado
UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • July 21st, 1999 • Tanning Technology Corp • Services-computer integrated systems design • New York
PROMISSORY NOTE ---------------Promissory Note • July 21st, 1999 • Tanning Technology Corp • Services-computer integrated systems design
This Note may be prepaid in whole or in part at any time or from time to time. Any such prepayment shall be without premium or penalty. Whenever any amount is paid under this Note, such amount shall be applied first to interest and then to principal.
EXHIBIT 4.2 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 22nd, 1999 • Tanning Technology Corp • Services-computer integrated systems design • Delaware
AGREEMENTEmployment Agreement • July 21st, 1999 • Tanning Technology Corp • Services-computer integrated systems design • Colorado
AGREEMENTEmployment Agreement • July 21st, 1999 • Tanning Technology Corp • Services-computer integrated systems design • Colorado
EXHIBIT 10.28 SECOND AMENDMENT TO LEASE THIS SECOND AMENDMENT TO LEASE ("Second Amendment") is made effective as of _____________________, 1999 (the "Effective Date"), by and between DENVER HINES DEVELOPMENT, LLC, a Delaware limited liability company...Lease Agreement • June 25th, 1999 • Tanning Technology Corp • Services-computer integrated systems design
EXHIBIT 10.23 SECOND AMENDMENT TO LEASE ------------------------- THIS SECOND AMENDMENT TO LEASE is made this 6th day of March, 1996, effective as of the Effective Date set forth in paragraph 11 below, by and between HMS OFFICE, L.P. ("Landlord"), and...Lease Agreement • June 25th, 1999 • Tanning Technology Corp • Services-computer integrated systems design
EXHIBIT 10.22 FIRST AMENDMENT TO LEASE ------------------------ THIS FIRST AMENDMENT TO LEASE is made as of the 15th day of September, 1995, by and between HMS OFFICE, LIMITED PARTNERSHIP ("Landlord"), and TANNING TECHNOLOGY CORPORATION, a Colorado...Lease Agreement • June 25th, 1999 • Tanning Technology Corp • Services-computer integrated systems design
Exhibit 10.13 TANNING TECHNOLOGY CORPORATION EMPLOYEE SPECIFIC TERMS ----------------------- (Employment Agreement Appendix Document) Employee: LOUIS D'ALESSANDRO Effective Date: October 1, 1997Employment Agreement • July 21st, 1999 • Tanning Technology Corp • Services-computer integrated systems design
dated as ofMerger Agreement • April 21st, 2003 • Tanning Technology Corp • Services-computer integrated systems design • Delaware
EMPLOYMENT AGREEMENTEmployment Agreement • April 29th, 2002 • Tanning Technology Corp • Services-computer integrated systems design • Colorado
Employer agrees to continue to employ Employee and Employee accepts employment on the terms and conditions set forth below, which are acknowledged by the parties to be good and sufficient consideration for this Agreement. This Agreement supersedes any prior employment agreements between Employee and Tanning, including, without limitation, the Employment, Confidentiality and Non-Competition Agreement dated October 27, 1997 and the Confidentiality and Non-Competition Agreement dated February 1, 1997.
EXHIBIT 10.27 FIRST AMENDMENT TO LEASE THIS FIRST AMENDMENT TO LEASE ("First Amendment") is made effective as of March 11, 1999 (the "Effective Date"), by and between DENVER HINES DEVELOPMENT, LLC, a Delaware limited liability company ("Landlord"),...Lease Agreement • June 25th, 1999 • Tanning Technology Corp • Services-computer integrated systems design
EXHIBIT 10.34 AMENDED SEPARATION AGREEMENT AND RELEASE This Agreement is entered into effective May 14, 1999, by and between Tom Stack ("Stack") and Tanning Technology Corporation, a Colorado corporation ("Tanning"), with offices at 4600 S. Ulster...Separation Agreement and Release • July 21st, 1999 • Tanning Technology Corp • Services-computer integrated systems design
CONFIDENTIALITY, PROPRIETARY RIGHTS AND NON-COMPETITION AGREEMENTConfidentiality, Proprietary Rights and Non-Competition Agreement • November 1st, 2002 • Tanning Technology Corp • Services-computer integrated systems design • Colorado
QuickLinks -- Click here to rapidly navigate through this documentSale of Shares Agreement • November 1st, 2002 • Tanning Technology Corp • Services-computer integrated systems design
I, Larry G. Tanning, on behalf of myself and Tanning Family Partnership, L.L.L.P. (the "Seller"), hereby agree to sell to Tanning Technology Corporation ("Tanning"), that number of shares of Tanning common stock, par value $.01 (the "Shares") determined by dividing the Repayment Amount (as hereinafter defined) by the closing market price of the Shares (the "Share Price") on August 23, 2002 (the "Determination Date") for a per Share purchase price equal to the Share Price. The "Repayment Amount" shall equal all amounts outstanding, together with accrued interest, as of the Determination Date, under my Promissory Note (the "Note") to the Company dated August 2, 1999, as amended August 2, 2001. I further agree to apply all proceeds from the sale of Shares to fully repay all amounts outstanding, together with accrued interest under the Note. The sale of Shares and repayment referred to herein (the "Transaction") shall be consummated as promptly as practicable following the Determination Da
This letter agreement supplements and amends the Stock Purchase Agreement (the "Stock Purchase Agreement"), dated as of December 24, 1996, among Tanning ------------------------ Technology Group, L.L.C., Courtney Rose Corporation, WinSoft Corporation,...Stock Purchase Agreement • June 25th, 1999 • Tanning Technology Corp • Services-computer integrated systems design
JOINT REPORTING AGREEMENTJoint Reporting Agreement • April 28th, 2003 • Tanning Technology Corp • Services-computer integrated systems design
In consideration of the mutual covenants herein contained, pursuant to Rule 13d-1(k)(1), each of the parties hereto represents to and agrees with the other parties as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • November 7th, 2001 • Tanning Technology Corp • Services-computer integrated systems design • Colorado
Employer agrees to hire Employee and Employee accepts employment on the terms and conditions set forth below and in the attached Employee Term Sheet, which is incorporated into and made a part of this Agreement. Such terms and conditions are acknowledged by the parties to be good and sufficient consideration for this Agreement.
TANNING TECHNOLOGY CORPORATION SUBSCRIPTION AGREEMENTSubscription Agreement • November 7th, 2001 • Tanning Technology Corp • Services-computer integrated systems design
EMPLOYMENT AGREEMENTEmployment Agreement • August 14th, 2001 • Tanning Technology Corp • Services-computer integrated systems design • Colorado
Employer agrees to hire Employee and Employee accepts employment on the terms and conditions set forth below, which are acknowledged by the parties to be good and sufficient consideration for this Agreement.
TANNING TECHNOLOGY CORPORATION CHANGE IN CONTROL PLAN NOTICE OF PARTICIPATIONChange in Control Plan Participation Agreement • May 1st, 2003 • Tanning Technology Corp • Services-computer integrated systems design
This Notice of Participation Agreement ("Notice of Participation") is entered into this 21st day of March 2003 by and between Tanning Technology Corporation, a Delaware Corporation ("Tanning") and Katherine Scherping ("Participant"). The Notice of Participation is subject to and governed by the terms and conditions set forth in the Change in Control Plan ("Plan") adopted by the Tanning Board of Directors on March 18, 2003.
TANNING TECHNOLOGY CORPORATION CHANGE IN CONTROL PLAN NOTICE OF PARTICIPATIONChange in Control Plan Participation Agreement • May 1st, 2003 • Tanning Technology Corp • Services-computer integrated systems design
This Notice of Participation Agreement ("Notice of Participation") is entered into this 21st day of March 2003 by and between Tanning Technology Corporation, a Delaware Corporation ("Tanning") and Mark Teflian ("Participant"). The Notice of Participation is subject to and governed by the terms and conditions set forth in the Change in Control Plan ("Plan") adopted by the Tanning Board of Directors on March 18, 2003.
Exhibit 10.29 EXCISE TAX AGREEMENT THIS AGREEMENT, entered into this ___ day of July, 1999 by and between TANNING TECHNOLOGY CORPORATION, a Delaware corporation doing business at 4600 South Ulster St., Suite 380, Denver, Colorado 80237 (hereafter...Excise Tax Agreement • July 21st, 1999 • Tanning Technology Corp • Services-computer integrated systems design • Colorado
TANNING TECHNOLOGY CORPORATION CHANGE IN CONTROL PLAN NOTICE OF PARTICIPATIONChange in Control Plan Participation Agreement • May 1st, 2003 • Tanning Technology Corp • Services-computer integrated systems design
This Notice of Participation Agreement ("Notice of Participation") is entered into this 21st day of March 2003 by and between Tanning Technology Corporation, a Delaware Corporation ("Tanning") and Larry Tanning ("Participant"). The Notice of Participation is subject to and governed by the terms and conditions set forth in the Change in Control Plan ("Plan") adopted by the Tanning Board of Directors on March 18, 2003.
TANNING TECHNOLOGY CORPORATION CHANGE IN CONTROL PLAN NOTICE OF PARTICIPATIONChange in Control Plan Participation Agreement • May 1st, 2003 • Tanning Technology Corp • Services-computer integrated systems design
This Notice of Participation Agreement ("Notice of Participation") is entered into this 21st Day of March 2003 by and between Tanning Technology Corporation, a Delaware Corporation ("Tanning") and Adesh Gupta ("Participant"). The Notice of Participation is subject to and governed by the terms and conditions set forth in the Change in Control Plan ("Plan") adopted by the Tanning Board of Directors on March 18, 2003.
EXHIBIT 10.1 TANNING TECHNOLOGY EUROPE LIMITED 30 June 2000 Chris Mackenzie British Sky Broadcasting Ltd. Dear Chris Re: Agreement Between British Sky Broadcasting Limited ("Sky") and Tanning Technology Europe Limited for an Airtime Sales System dated...Termination Agreement • July 27th, 2000 • Tanning Technology Corp • Services-computer integrated systems design
