COMMON STOCKUnderwriting Agreement • March 24th, 2000 • Software Technologies Corp/ • Services-prepackaged software • New York
1 2 GREYROCK CAPITAL LOAN AND SECURITY AGREEMENT ------------------------------ --------------------------------------------------Loan and Security Agreement • April 5th, 2000 • Software Technologies Corp/ • Services-prepackaged software • California
EXHIBIT 10.5 THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN...Warrant Agreement • February 17th, 2000 • Software Technologies Corp/ • California
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 17th, 2000 • Software Technologies Corp/ • California
EXHIBIT 10.6 THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN...Warrant Agreement • February 17th, 2000 • Software Technologies Corp/ • California
1 EXHIBIT 10.15 WARRANT PURCHASE AGREEMENT THIS WARRANT PURCHASE AGREEMENT ("Agreement") is made as of March 23, 2000, by and between Software Technologies Corporation, a California corporation (the "Company"), and Computer Sciences Corporation, a...Warrant Purchase Agreement • March 24th, 2000 • Software Technologies Corp/ • Services-prepackaged software • California
EXHIBIT AWarrant Agreement • March 24th, 2000 • Software Technologies Corp/ • Services-prepackaged software • California
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 28th, 2005 • Seebeyond Technology Corp • Services-prepackaged software • Delaware
This Indemnification Agreement (“Agreement”) is made as of this day of , , by and between SeeBeyond Technology Corporation, a Delaware corporation (the “Company”), and (“Indemnitee”).
RECITALSIndemnification Agreement • February 17th, 2000 • Software Technologies Corp/ • California
AGREEMENT AND PLAN OF MERGER BY AND AMONG SUN MICROSYSTEMS, INC. BIG BEAR ACQUISITION CORPORATION AND SEEBEYOND TECHNOLOGY CORPORATION Dated as of June 27, 2005Merger Agreement • June 28th, 2005 • Seebeyond Technology Corp • Services-prepackaged software • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of June 27, 2005, by and among Sun Microsystems, Inc., a Delaware corporation (“Parent”), Big Bear Acquisition Corporation, a Delaware corporation and direct wholly owned subsidiary of Parent (“Merger Sub”), and SeeBeyond Technology Corporation, a Delaware corporation (the “Company”).
SEEBEYOND TECHNOLOGY CORPORATION INDEMNIFICATION AGREEMENTIndemnification Agreement • February 8th, 2002 • Seebeyond Technology Corp • Services-prepackaged software • Delaware
This Indemnification Agreement ("Agreement") is made as of this «Date» by and between SeeBeyond Technology Corporation., a Delaware corporation (the "Company"), and «Name» ("Indemnitee").
1 EXHIBIT 10.14 WARRANT PURCHASE AGREEMENT THIS WARRANT PURCHASE AGREEMENT ("Agreement") is made as of February 2, 2000, by and between Software Technologies Corporation (the "Company"), and Electronic Data Systems Corporation ("EDS"). WHEREAS, EDS...Warrant Purchase Agreement • March 24th, 2000 • Software Technologies Corp/ • Services-prepackaged software • California
1 EXHIBIT 10.11 [LOGO] AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE-NET (Do not use this form for Multi- Tenant Property) 1. BASIC PROVISIONS ("Basic Provisions") 1.1 PARTIES: This Lease ("Lease"),...Lease Agreement • March 24th, 2000 • Software Technologies Corp/ • Services-prepackaged software
7,000,000 Shares SEEBEYOND TECHNOLOGY CORPORATION COMMON STOCK UNDERWRITING AGREEMENTUnderwriting Agreement • January 29th, 2002 • Seebeyond Technology Corp • Services-prepackaged software • New York
STANDARD FORM OF OFFICE LEASE THE REAL ESTATE BOARD OF NEW YORK, INC. ---------------------------------------- AGREEMENT OF LEASE, made as of this____________________day of April________,2000 between GRANT REGENT, LLC, a New York limited liability...Office Lease • November 14th, 2000 • Software Technologies Corp/ • Services-prepackaged software • New York
OFFICE LEASEOffice Lease • February 17th, 2000 • Software Technologies Corp/ • California
PURCHASE AGREEMENTPurchase Agreement • December 20th, 2001 • Seebeyond Technology Corp • Services-prepackaged software • New York
This PURCHASE AGREEMENT (this "Agreement"), dated as of December 19, 2001, is entered into by and between SeeBeyond Technology Corporation, a Delaware corporation, (the "Company"), and Acqua Wellington Private Placement Fund, Ltd., a company organized under the laws of the Commonwealth of the Bahamas (the "Purchaser"), for the purchase and sale of shares of the common stock, par value $.0001 per share (the "Common Stock"), of the Company by the Purchaser, in the manner, and upon the terms, provisions and conditions set forth in this Agreement.
SECOND AMENDMENT TO CHANGE OF CONTROL EMPLOYMENT AGREEMENTChange of Control Employment Agreement • August 19th, 2005 • Seebeyond Technology Corp • Services-prepackaged software
THIS SECOND AMENDMENT TO CHANGE OF CONTROL EMPLOYMENT AGREEMENT (the “Amendment”) dated as of August 19, 2005 is made by and between SeeBeyond Technology Corporation, a Delaware corporation (together with all successors thereto, the “Company”), and Alex Demetriades (“Executive”), an individual resident of California.
VOTING AGREEMENTVoting Agreement • June 28th, 2005 • Seebeyond Technology Corp • Services-prepackaged software • Delaware
THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of June 27, 2005, by and among Sun Microsystems, Inc., a Delaware corporation (“Parent”), the undersigned stockholder (“Stockholder”) of SeeBeyond Technology Corporation, a Delaware corporation (the “Company”) and, solely for the purposes of Sections 8, 10, 11 and 14 hereof, the Company.
SEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 9th, 2004 • Seebeyond Technology Corp • Services-prepackaged software
This Seventh Amendment to Loan and Security Agreement (this “Amendment”) is entered into as of July 29, 2004, by and between COMERICA BANK, successor by merger to COMERICA BANK - CALIFORNIA (“Bank”) and SEEBEYOND TECHNOLOGY CORPORATION (“Borrower”).
CONSENT TO SUBLEASE AGREEMENTConsent to Sublease Agreement • August 14th, 2002 • Seebeyond Technology Corp • Services-prepackaged software • California
THIS CONSENT TO SUBLEASE AGREEMENT (this "Agreement") is made as of , 2002 by and among THE EMPLOYEES RETIREMENT SYSTEM OF THE STATE OF HAWAII, a Government agency of the State of Hawaii ("Landlord"), SEEBEYOND, a Delaware corporation ("Tenant"), and LOOPNET, a California corporation ("Subtenant").
COMPROMISE AGREEMENTCompromise Agreement • December 14th, 2004 • Seebeyond Technology Corp • Services-prepackaged software • England and Wales
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 20th, 2001 • Seebeyond Technology Corp • Services-prepackaged software • New York
This Registration Rights Agreement is made and entered into as of December 19, 2001 (this "Agreement"), by and between SeeBeyond Technology Corporation, a Delaware corporation (the "Company"), and Acqua Wellington Private Placement Fund, Ltd., company organized under the laws of the Commonwealth of the Bahamas (the "Purchaser").
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 20th, 2001 • Seebeyond Technology Corp • Services-prepackaged software • New York
This Registration Rights Agreement is made and entered into as of December 19, 2001 (this "Agreement"), by and between SeeBeyond Technology Corporation, a Delaware corporation (the "Company"), and Acqua Wellington Opportunity I Limited, company organized under the laws of the Commonwealth of the Bahamas (the "Purchaser").
OFFICE SPACE LEASEOffice Space Lease • November 14th, 2000 • Software Technologies Corp/ • Services-prepackaged software • California
FIRST AMENDMENT TO CHANGE OF CONTROL EMPLOYMENT AGREEMENTChange of Control Employment Agreement • August 19th, 2005 • Seebeyond Technology Corp • Services-prepackaged software
THIS FIRST AMENDMENT TO CHANGE OF CONTROL EMPLOYMENT AGREEMENT (the “Amendment”) dated as of August 19, 2005, is made by and between SeeBeyond Technology Corporation, a Delaware corporation (together with all successors thereto, the “Company”), and Barry Plaga (“Executive”), an individual resident of California.
FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 28th, 2003 • Seebeyond Technology Corp • Services-prepackaged software
This Fourth Amendment to Loan and Security Agreement is entered into as of December 24, 2002 (the "Amendment"), by and between COMERICA BANK-CALIFORNIA ("Bank") and SEEBEYOND TECHNOLOGY CORPORATION ("Borrower").
EMPLOYMENT AGREEMENTEmployment Agreement • March 30th, 2001 • Seebeyond Technology Corp • Services-prepackaged software • California
THIS EMPLOYMENT AGREEMENT, dated as of the 1st day of August, 1998, by and between Software Technologies Corporation, a California corporation (the "Company"), and Rangaswamy Srihari, the undersigned executive (the "Executive").
FIRST AMENDMENT TO LEASE dated for reference purposes, as of January 23, 2002 by and between MONROVIA TECHNOLOGY CAMPUS LLC, a California limited liability company ("Landlord") and SEEBEYOND TECHNOLOGY CORPORATION ("Tenant"). R E C I T A L S:Lease • March 28th, 2003 • Seebeyond Technology Corp • Services-prepackaged software
Form of Change of Control Letter AgreementChange of Control Letter Agreement • May 30th, 2003 • Seebeyond Technology Corp • Services-prepackaged software
In the event of a Change of Control, fifty percent (50%) of the unvested portion of any outstanding stock options granted under SeeBeyond's stock option plan you hold shall vest and become exercisable. Change of Control is defined as a merger or consolidation of the Company (SeeBeyond) with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity outstanding immediately after such merger of consolidation. Any transaction for the purpose of providing capital financing to SeeBeyond shall not constitute a Change of Control.
COPY FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 14th, 2003 • Seebeyond Technology Corp • Services-prepackaged software
This Fifth Amendment to Loan and Security Agreement is entered into as of March 26, 2003 (the “Amendment”), by and between COMERICA BANK-CALIFORNIA (“Bank”) and SEEBEYOND TECHNOLOGY CORPORATION (“Borrower”).
WARRANT PURCHASE AGREEMENTWarrant Purchase Agreement • May 15th, 2001 • Seebeyond Technology Corp • Services-prepackaged software • California
THIS WARRANT PURCHASE AGREEMENT ("Agreement") is made as of March 16, 2001 (the "Effective Date"), by and between SeeBeyond Technology Corporation, a California corporation (the "Company"), and General Motors Corporation, a Delaware corporation ("GM").
SECOND ADDENDUM TO LEASELease • March 28th, 2003 • Seebeyond Technology Corp • Services-prepackaged software
THIS SECOND AMENDMENT TO LEASE is entered as of the 25th day of October 2002, by and between FOOTHILL TECHNOLOGY CENTER LLC, (BOONE/FETTER/OCCIDENTAL I) (hereinafter referred to as the "LESSOR") and SEEBEYOND TECHNOLOGY CORPORATION (SOFTWARE TECHNOLOGIES CORPORATION) (hereinafter referred to as the "LESSEE") with reference to the following facts and circumstances:
MWB BUSINESS EXCHANGE LIMITED -to - SEEBEYOND (UK) LIMITED -and - SEEBEYOND TECHNOLOGY CORPORATIONUnderlease • February 8th, 2002 • Seebeyond Technology Corp • Services-prepackaged software
MWB BUSINESS EXCHANGE LIMITED (company number 3195480) whose registered office is at 179 Great Portland Street, London (the "Landlord");
FIRST ADDENDUM TO LEASELease • May 6th, 2005 • Seebeyond Technology Corp • Services-prepackaged software
THIS FIRST AMENDMENT TO LEASE is entered as of the 9th day of March 2005, by and between S&F HUNTINGTON MILLENNIUM LLC (hereinafter referred to as the “LESSOR”) and SEEBEYOND TECHNOLOGIES CORP., INC. (hereinafter referred to as the “LESSEE”) with reference to the following facts and circumstances:
