UNDERWRITING AGREEMENT BRIGHTMAIL, INCORPORATED Shares of Common Stock Underwriting AgreementUnderwriting Agreement • April 29th, 2004 • Brightmail Inc • Services-prepackaged software • New York
Brightmail, Incorporated, a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of shares of Common Stock, par value $ per share, of the Company (the “Underwritten Shares”) and, for the sole purpose of covering over allotments in connection with the sale of the Underwritten Shares, at the option of the Underwriters, up to an additional shares of Common Stock, par value $ per share, of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”.
SOFTWARE DEVELOPMENT AND LICENSE AND SERVICES AGREEMENTSoftware Development and License and Services Agreement • April 29th, 2004 • Brightmail Inc • Services-prepackaged software • California
This Software Development and License and Services Agreement (the “Agreement”) is made effective as of January 4, 2001 (the “Effective Date”), by and between WEBTV NETWORKS, INC., a Delaware corporation, with its principal offices at 1065 La Avenida, Mountain View, CA 94043 (“WebTV”), and BRIGHTMAIL, INC., a California corporation, with its principal offices at 301 Howard Street, Suite 1800, San Francisco, CA 94105 (“BI”) (each a “Party” and collectively, the “Parties”).
Second Amendment to Software Development and License and Services AgreementLicense and Services Agreement • April 29th, 2004 • Brightmail Inc • Services-prepackaged software
This Second Amendment to Software Development and License and Services Agreement, as amended (the “Second Amendment”) is made and entered into by and between Microsoft Corporation (“Microsoft”) and Brightmail Incorporated (“Brightmail”) as of November 21, 2003 (“Amendment Effective Date”).
BRIGHTMAIL INCORPORATED AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENTInvestors’ Rights Agreement • March 22nd, 2004 • Brightmail Inc • California
THIS AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”), made and entered into as of July 20, 2000, by and among BRIGHTMAIL INCORPORATED, a California corporation (the “Company”), and the persons identified on Exhibit A attached hereto (the “Preferred Holders”),
SOFTWARE DEVELOPMENT AND LICENSE AND SERVICES AGREEMENTSoftware Development and License and Services Agreement • April 29th, 2004 • Brightmail Inc • Services-prepackaged software • California
This Software Development and License and Services Agreement (the “Agreement”) is made effective as of September 30, 2000 (the “Effective Date”), by and between MICROSOFT NETWORK, LLC, a Washington limited liability company, with its principal offices at One Microsoft Way, Redmond, WA 98052 (“Microsoft” or “MS”), and BRIGHTMAIL, INC., a California corporation, with its principal offices at 301 Howard Street, Suite 1800, San Francisco, CA 94105 (“BI”) (each a “Party” and collectively, the “Parties”).
AMENDED AND RESTATED SYMANTEC SERVICE PROVIDER AGREEMENTSymantec Service Provider Agreement • April 29th, 2004 • Brightmail Inc • Services-prepackaged software • California
THIS AMENDED AND RESTATED SYMANTEC SERVICE PROVIDER AGREEMENT (The “Agreement”) is entered into by and between Symantec Corporation, a Delaware corporation maintaining its principal place of business at 20330 Stevens Creek Boulevard, Cupertino, California 95014, and Symantec Limited, an Irish corporation maintaining its principal place of business at Ballycoolin Industrial Park, Blanchardstown, Co. Dublin 15, Ireland (collectively, “Symantec”) and Brightmail, Inc., a California corporation maintaining its principal place of business at 301 Howard Street, Suite 1800, San Francisco, California 94105 (“Brightmail”) (the parties collectively referred to herein as the “Parties” and individually as a “Party”).
SOFTWARE DEVELOPMENT AND LICENSE AND SERVICES AGREEMENTSoftware Development and License and Services Agreement • April 29th, 2004 • Brightmail Inc • Services-prepackaged software • Washington
within * with a telephone call disclosing the same information to *. Microsoft may change such telephone contact information from time to time upon delivery of written notice to BI.
First Amendment to Software Development and License and Services AgreementServices Agreement • April 29th, 2004 • Brightmail Inc • Services-prepackaged software
This First Amendment to Software Development and License and Services Agreement (the “First Amendment”) is made and entered into by and between Microsoft Corporation (“Microsoft”) and Brightmail Incorporated (“Brightmail”) as of July 14, 2003.
AMENDMENT TWO TO AMENDED AND RESTATED SYMANTEC SERVICE PROVIDER AGREEMENTSymantec Service Provider Agreement • April 29th, 2004 • Brightmail Inc • Services-prepackaged software
This Amendment Two to the Amended and Restated Symantec Service Provider Agreement (the “Amendment Two”), dated March 22, 2004 (the “Amendment Two Effective Date”), is entered into between Brightmail Incorporation (“Brightmail”) and Symantec Corporation and Symantec Limited (collectively and individually “Symantec”). This Amendment Two amends the Amended and Restated Symantec Service Provider Agreement, with an Amended Date of March 28, 2003, between the Parties (the “Agreement”). All capitalized terms not defined herein shall have their respective meanings as set forth in the Agreement.
Letter AgreementLetter Agreement • April 29th, 2004 • Brightmail Inc • Services-prepackaged software • Washington
This Letter Agreement (“Agreement”), dated September 30, 2003 (“Effective Date”), is made and entered into by and between Brightmail Incorporated (“BMI’) and Microsoft Corporation (“Microsoft” or “Company”).
LICENSE AGREEMENT between HARRISON 160, LLC, as Licensor, and BRIGHTMAIL INCORPORATED, as Licensee dated as of November 13, 2003License Agreement • April 29th, 2004 • Brightmail Inc • Services-prepackaged software • California
MASTER LICENSE AND SERVICES AGREEMENT ENTERPRISE AGREEMENTMaster License and Services Agreement • April 29th, 2004 • Brightmail Inc • Services-prepackaged software • California
This Master License and Services Agreement (“Agreement”) is entered into (“Effective Date”) by and between Brightmail Incorporated, a California corporation (“BMI”) with principal offices at 301 Howard Street, Suite 1800, San Francisco, CA 94105 and Microsoft Corporation, a Washington corporation (“Company”), with principal offices at One Microsoft Way, Redmond, WA 98052-6399.
BRIGHTMAIL, INC. EMPLOYMENT AGREEMENTEmployment Agreement • March 22nd, 2004 • Brightmail Inc • California
This Employment Agreement is entered into as of March 11, 2002, by and between Brightmail, Inc., a California corporation (the “Company”), and Enrique Salem (the “Executive”).
301 HOWARD STREET SAN FRANCISCO, CALIFORNIA OFFICE LEASE AGREEMENT BETWEEN EOP-301 HOWARD STREET, L.L.C., a Delaware limited liability company (“LANDLORD”) AND BRIGHT LIGHT TECHNOLOGIES, INC., a California corporation (“TENANT”)Office Lease Agreement • March 22nd, 2004 • Brightmail Inc • California
THIS OFFICE LEASE AGREEMENT (the “Lease”) is made and entered into as of the 14th day of July, 1999, by and between EOP-301 HOWARD STREET, L.L.C., a Delaware limited liability company (“Landlord”) and BRIGHT LIGHT TECHNOLOGIES, INC., a California corporation (“Tenant”).
ContractBrightmail Inc • April 29th, 2004 • Services-prepackaged software
AMENDED AND RESTATED SYMANTEC SERVICE PROVIDER AGREEMENTSymantec Service Provider Agreement • March 22nd, 2004 • Brightmail Inc • California
THIS AMENDED AND RESTATED SYMANTEC SERVICE PROVIDER AGREEMENT (the “Agreement”) is entered into by and between Symantec Corporation, a Delaware corporation maintaining its principal place of business at 20330 Stevens Creek Boulevard, Cupertino, California 95014, and Symantec Limited, an Irish corporation maintaining its principal place of business at Ballycoolin Industrial Park, Blanchardstown, Co. Dublin 15, Ireland (collectively, “Symantec”) and Brightmail, Inc., a California corporation maintaining its principal place of business at 301 Howard Street, Suite 1800, San Francisco, California 94105 (“Brightmail”) (the parties collectively referred to herein as the “Parties” and individually as a “Party”).
AMENDMENT NUMBER ONE TO THE SOFTWARE DEVELOPMENT AND LICENSE AND SERVICES AGREEMENTThe Software Development and License and Services Agreement • April 29th, 2004 • Brightmail Inc • Services-prepackaged software
This Amendment Number One to the Software Development and License and Services Agreement (“Amendment 1”) is entered into by and between Brightmail Incorporated, a California corporation, with a place of business at 301 Howard Street, Suite 1800, San Francisco, California 94105 (“BI”), and MICROSOFT CORPORATION (successor in interest to WebTV Networks), a Washington corporation, with principal offices at One Microsoft Way, Redmond, WA 98052, (“Microsoft”). The effective date of this Amendment 1 is 20 April 2004 (“Effective Date”).
BRIGHTMAIL INCORPORATED FORM OF INDEMNIFICATION AGREEMENTBrightmail Incorporated • March 22nd, 2004 • Brightmail Inc • Delaware
This Indemnification Agreement (“Agreement”) is made as of , 2004 by and between BRIGHTMAIL INCORPORATED, a Delaware corporation (the “Company”), and (“Indemnitee”).
AMENDMENT ONE TO AMENDED AND RESTATED SYMANTEC SERVICE PROVIDER AGREEMENTReseller Agreement • April 29th, 2004 • Brightmail Inc • Services-prepackaged software • California
This Amendment One to the Amended and Restated Symantec Service Provider Agreement (the “Amendment One”), dated August 25, 2003 (the “Amendment One Effective Date”), is entered into between Brightmail Incorporation (“BMI”) and Symantec Corporation and Symantec Limited (collectively and individually “Symantec”). This Amendment One amends the Amended and Restated Symantec Service Provider Agreement (the “Amended Agreement”), with an Amended date of March 28, 2003, between the Parties (the Amended Agreement as further amended by Amendment One, the “Agreement”). All capitalized terms not defined herein shall have their respective meanings as set forth in the Agreement.
