RECITALSShare Purchase Agreement • March 28th, 2002 • Eloyalty Corp • Services-business services, nec • Illinois
i- 3 RIGHTS AGREEMENTRights Agreement • January 10th, 2000 • Eloyalty Corp • Non-operating establishments • Delaware
1 EXHIBIT 4.2 AMENDMENT TO RIGHTS AGREEMENT AMENDMENT, dated as of September 24, 2001, between ELOYALTY CORPORATION, a Delaware corporation (the "Company"), and MELLON INVESTOR SERVICES LLC (formerly known as ChaseMellon Shareholder Services, L.L.C.),...Rights Agreement • September 25th, 2001 • Eloyalty Corp • Non-operating establishments • Delaware
EXHIBIT 10.15 INDEMNIFICATION AGREEMENT AGREEMENT made this ___ day of __________, ____, between eLoyalty Corporation, a Delaware corporation (the "Company"), and _______________ (the "Indemnitee"). WHEREAS, it is essential to the Company and its...Indemnification Agreement • February 1st, 2000 • Eloyalty Corp • Non-operating establishments • Delaware
EXHIBIT 10.27 LOAN AGREEMENT This LOAN AGREEMENT dated as of December __, 2001 (the "Agreement"), is executed by and between eLOYALTY CORPORATION, a Delaware corporation (the "Borrower"), whose address is 150 Field Drive, Suite 250, Lake Forest,...Loan Agreement • March 28th, 2002 • Eloyalty Corp • Services-business services, nec • Illinois
AGREEMENT ---------Common Stock Purchase Agreement • August 14th, 2000 • Eloyalty Corp • Non-operating establishments • Illinois
1 EXHIBIT 10.15 RIVER PLACE POINTE II LEASE AGREEMENTLease Agreement • March 30th, 2000 • Eloyalty Corp • Non-operating establishments • Texas
RECITALSInvestor Rights Agreement • September 25th, 2001 • Eloyalty Corp • Non-operating establishments • Illinois
andRights Agreement • March 24th, 2000 • Eloyalty Corp • Non-operating establishments • Delaware
AMENDMENT NO. 10 TO LOAN AGREEMENTLoan Agreement • March 23rd, 2006 • Eloyalty Corp • Services-management consulting services
RECITALSLicense Agreement • January 10th, 2000 • Eloyalty Corp • Non-operating establishments • Illinois
1 EXHIBIT 10.4 REGISTRATION RIGHTS AGREEMENT dated as of August 13, 1999Registration Rights Agreement • November 5th, 1999 • Eloyalty Corp • Illinois
OPERATING AGREEMENTOperating Agreement • March 20th, 2001 • Eloyalty Corp • Non-operating establishments • Delaware
1 EXHIBIT 10.2 ELOYALTY VENTURES, L.L.C. OPERATING AGREEMENT DATED AS OF JULY 21, 2000 TABLE OF CONTENTSOperating Agreement • November 14th, 2000 • Eloyalty Corp • Non-operating establishments • Delaware
SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 12th, 2015 • Mattersight Corp • Services-management consulting services • Illinois
This SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of March 10, 2015 (the “Effective Date”) among (a) SILICON VALLEY BANK, a California corporation with a loan production office located at 380 Interlocken Crescent, Suite 600, Broomfield, Colorado 80021 (“Bank”), and (b) (i) MATTERSIGHT CORPORATION, a Delaware corporation (“Mattersight Corporation”), (ii) MATTERSIGHT EUROPE HOLDING CORPORATION, a Delaware corporation (“Mattersight Europe”), and (iii) MATTERSIGHT INTERNATIONAL HOLDING, INC., an Illinois corporation, (“Mattersight International”; and together with Mattersight Corporation and Mattersight Europe, jointly and severally, individually and collectively, “Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. This Agreement amends and restates in its entirety that certain Amended and Restated Loan and Security Agreement, dated as of May 30, 2013, as amended by that certain First Amendment, dated as
1 Exhibit 10.3 INDEMNIFICATION AGREEMENT INDEMNIFICATION AGREEMENT made effective as of the 11th day of June, 2001, between eLoyalty Corporation, a Delaware corporation (the "Company"), and Steven C. Pollema (the "Indemnitee"). WHEREAS, it is...Indemnification Agreement • August 14th, 2001 • Eloyalty Corp • Non-operating establishments • Delaware
1 EXHIBIT 10.4 INDEMNIFICATION AGREEMENT INDEMNIFICATION AGREEMENT made effective as of the 29th day of January, 2001, between eLoyalty Corporation, a Delaware corporation (the "Company"), and Jay Istvan (the "Indemnitee"). WHEREAS, it is essential to...Indemnification Agreement • May 15th, 2001 • Eloyalty Corp • Non-operating establishments • Delaware
RECITALSShare Purchase Agreement • September 25th, 2001 • Eloyalty Corp • Non-operating establishments • Illinois
PURCHASE AGREEMENTPurchase Agreement • December 22nd, 2011 • Mattersight Corp • Services-management consulting services • New York
THIS PURCHASE AGREEMENT (“Agreement”) is made as of the 19th day of December, 2011, by and among Mattersight Corporation, a Delaware corporation (the “Company”), and the Investors set forth on the signature pages affixed hereto (each an “Investor” and collectively the “Investors”).
EXHIBIT 10.1 EMPLOYMENT AGREEMENT eLoyalty Corporation, a Delaware corporation ("eLoyalty"), and Steven C. Pollema ("Employee") enter into this Employment Agreement (this "Agreement") effective as of June 1, 2001 (the "Effective Date"). In...Employment Agreement • August 14th, 2001 • Eloyalty Corp • Non-operating establishments • Illinois
ContractWarrant Agreement • August 5th, 2016 • Mattersight Corp • Services-computer integrated systems design • California
THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS, AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR, SUBJECT TO SECTION 11 HEREOF, AN OPINION OF COUNSEL (WHICH MAY BE COMPANY COUNSEL) REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT, OR ANY APPLICABLE STATE SECURITIES LAWS.
1 EXHIBIT 10.1 CONTRACT OF EMPLOYMENT This Contract of Employment (this "Agreement") is entered into on May 12, 2000. (A) eLoyalty (UK) Limited ("the Company"); and (B) Vaughan Thomas (the "Employee"). TERMS AND CONDITIONS The parties hereby agree as...Contract of Employment • November 14th, 2000 • Eloyalty Corp • Non-operating establishments
VAUGHAN THOMAS COMPROMISE AGREEMENTCompromise Agreement • March 28th, 2002 • Eloyalty Corp • Services-business services, nec
Exhibit 10.5 SHARED SERVICES AGREEMENT by and between TECHNOLOGY SOLUTIONS COMPANYShared Services Agreement • January 10th, 2000 • Eloyalty Corp • Non-operating establishments • Illinois
EXHIBIT 10.26 INDEMNIFICATION AGREEMENT INDEMNIFICATION AGREEMENT made effective as of the 17th day of December, 2004, between eLoyalty Corporation, a Delaware corporation (the "Company"), and Christopher J. Danson (the "Indemnitee"). WHEREAS, it is...Indemnification Agreement • March 25th, 2005 • Eloyalty Corp • Services-management consulting services • Delaware
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 14th, 2013 • Mattersight Corp • Services-management consulting services • Delaware
1 EXHIBIT 10.1 EMPLOYMENT AGREEMENT eLoyalty Corporation, a Delaware corporation ("eLoyalty"), and Jay Istvan ("Employee") enter into this Employment Agreement (this "Agreement") effective as of January 29, 2001 (the "Effective Date"). In...Employment Agreement • May 15th, 2001 • Eloyalty Corp • Non-operating establishments • Illinois
DATED AS OF [ ]Reorganization Agreement • January 10th, 2000 • Eloyalty Corp • Non-operating establishments • Illinois
AMENDMENT TO INVESTOR RIGHTS AGREEMENT Reference is made to that certain Investor Rights Agreement, dated as of May 26, 2000, by and among eLoyalty Corporation and the persons set forth on the Schedule of Investors attached thereto (the" Agreement")....Investor Rights Agreement • March 20th, 2001 • Eloyalty Corp • Non-operating establishments
1 EXHIBIT 10.3 COMMON STOCK PURCHASE AND SALE AGREEMENT THIS AGREEMENT is entered into as of the 13th day of August, 1999 by and among Technology Solutions Company, a Delaware corporation ("TSC"), eLoyalty Corporation, a Delaware corporation...Common Stock Purchase and Sale Agreement • November 5th, 1999 • Eloyalty Corp • Illinois
MATTERSIGHT CORPORATION AND THE PURCHASERS NAMED HEREIN COMMON STOCK PURCHASE AGREEMENT February 23, 2017Common Stock Purchase Agreement • February 24th, 2017 • Mattersight Corp • Services-computer integrated systems design • New York
This Common Stock Purchase Agreement (this “Agreement”) is made as of February 23, 2017 by and between Mattersight Corporation, a Delaware corporation (the “Company”), and those purchasers listed on the attached Exhibit A, as such exhibit may be amended from time to time (each a “Purchaser,” and collectively, the “Purchasers”).
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • March 11th, 2009 • Eloyalty Corp • Services-management consulting services • Illinois
eLoyalty Corporation (the “Company”), and Christopher J. Danson, an individual (“Employee”), enter into this Amended and Restated Employment Agreement (“Agreement”) as of September 8, 2008.
PROMISSORY NOTEConfidentiality Agreement • May 15th, 2001 • Eloyalty Corp • Non-operating establishments
RECITALSInvestor Rights Agreement • August 14th, 2000 • Eloyalty Corp • Non-operating establishments • Illinois
WARRANTWarrant • August 23rd, 2013 • Mattersight Corp • Services-management consulting services • Delaware
THIS WARRANT (“WARRANT”) WAS SOLD IN A PRIVATE TRANSACTION, WITHOUT REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR THE SECURITIES LAWS OF ANY STATE, AND MAY BE OFFERED OR SOLD ONLY IF REGISTERED UNDER THE SECURITIES ACT AND SUCH LAWS OR IF AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT AND SUCH LAWS IS AVAILABLE.
