Cogent Management Inc Sample Contracts

STOCKHOLDERS AGREEMENT OF SUNSHINE ACQUISITION CORPORATION
Stockholders Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • Delaware
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RECITALS
Registration Rights Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • Delaware
AGREEMENT:
Management Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • Delaware
W I T N E S S E T H :
Assumption Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
INDENTURE
Indenture • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
EXHIBIT 4.5 REGISTRATION RIGHTS AGREEMENT Dated as of November 23, 2005
Registration Rights Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
JOINDER AGREEMENT
Joinder Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
made by
Guarantee and Collateral Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
EXHIBIT 3.8 AMENDED AND RESTATED OPERATING AGREEMENT
Operating Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
among
Credit Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
RECITALS
Management Rights Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • Delaware
NOTE GUARANTEE
Note Guarantee • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software

This Note Guarantee will become effective in accordance with Article Ten of the Indenture and its terms shall be evidenced therein. The validity and enforceability of this Note Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Indenture dated as of November 23, 2005, among Sunshine Acquisition II, Inc., a Delaware corporation, SS&C Technologies, Inc., a Delaware corporation (the "Company"), the Guarantors party thereto and Wells Fargo Bank, National Association, as trustee (as amended or supplemented, the "Indenture").

JOINDER AGREEMENT
Joinder Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
COGENT MANAGEMENT INC.
Note Guarantee • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software

This Note Guarantee will become effective in accordance with the Indenture and its terms shall be evidenced therein. The validity and enforceability of this Note Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Indenture dated as of November 23, 2005, among Sunshine Acquisition II, Inc., a Delaware corporation, SS&C Technologies Inc., a Delaware corporation, the Guarantors party thereto and Wells Fargo Bank, National Association, as trustee, as supplemented by the First Supplemental Indenture dated as of April 27th, 2006 (as further amended or supplemented, the "Indenture").

SERVICE PROVIDER STOCKHOLDERS AGREEMENT OF SUNSHINE ACQUISITION CORPORATION
Service Provider Stockholders Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • Delaware
AND
Guarantee and Collateral Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • Ontario
WITNESSETH
Supplemental Indenture • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
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