1 EXHIBIT 10.35 PURCHASE AGREEMENT THIS AGREEMENT is made as of the date set forth on the signature page hereto, between MSI Holdings, Inc. (the "Company"), a corporation organized under the laws of the State of Utah, with its principal offices at...Purchase Agreement • June 29th, 2000 • Msi Holdings Inc/ • Computer & office equipment • Texas
EXHIBIT 2 NOTE PURCHASE AGREEMENT EFFECTIVE AS OF AUGUST 3, 2000 BY AND BETWEEN MSI HOLDINGS, INC., DOING BUSINESS AS APERIANNote Purchase Agreement • August 9th, 2000 • Msi Holdings Inc/ • Computer & office equipment • California
EXHIBIT 2 MERGER AGREEMENTMerger Agreement • August 3rd, 2000 • Msi Holdings Inc/ • Computer & office equipment • Texas
RECITALSSettlement Agreement • February 14th, 2000 • Msi Holdings Inc/ • Computer & office equipment • Texas
WITNESSETH:Advisory Agreement • June 28th, 2001 • Aperian Inc • Services-computer integrated systems design
1 EXHIBIT 10.13 MSI HOLDINGS, INC. (A UTAH CORPORATION) WARRANT TO PURCHASE SHARES OF COMMON STOCK Effective January 14, 2000 THE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"),...Warrant Agreement • February 14th, 2000 • Msi Holdings Inc/ • Computer & office equipment • Texas
BACKGROUNDEmployment Agreement • April 19th, 2001 • Aperian Inc • Services-computer integrated systems design • Texas
EXHIBIT 4 REGISTRATION RIGHTS AGREEMENT MADE AS OF AUGUST 3, 2000,Registration Rights Agreement • August 9th, 2000 • Msi Holdings Inc/ • Computer & office equipment • California
PROMISSORY NOTEPromissory Note • February 14th, 2000 • Msi Holdings Inc/ • Computer & office equipment • Texas
1 EXHIBIT 10.12 SECURITY AGREEMENT THIS SECURITY AGREEMENT (this "Security Agreement") is made and entered into as of January 14, 2000 (the "Effective Date") by and between MSI Holdings, Inc., a Utah corporation ("Debtor"), and TSG Financial Limited...Security Agreement • February 14th, 2000 • Msi Holdings Inc/ • Computer & office equipment
BACKGROUNDEmployment Agreement • April 19th, 2001 • Aperian Inc • Services-computer integrated systems design • Texas
AGREEMENT ANDMerger Agreement • April 19th, 2001 • Aperian Inc • Services-computer integrated systems design • Delaware
1 EXHIBIT 10.10 FORM OF WARRANT MSI HOLDINGS, INC. (A UTAH CORPORATION) WARRANT TO PURCHASE SHARES OF COMMON STOCK Effective ___________, 1999 THE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE...Warrant Agreement • February 14th, 2000 • Msi Holdings Inc/ • Computer & office equipment • Texas
1 EXHIBIT 10.9 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made and entered into as of the ___ day of ___________, 1999 by and between MSI HOLDINGS, INC., a Utah corporation (the "Company") and (the...Registration Rights Agreement • February 14th, 2000 • Msi Holdings Inc/ • Computer & office equipment • Texas
PLACEMENT AGREEMENT OF MICRO-MEDIA SOLUTIONS, INC.Placement Agreement • November 12th, 1998 • Micro Media Solutions Inc • Computer & office equipment • Texas
Exhibit 10.6Employment Agreement • June 14th, 1999 • Msi Holdings Inc/ • Computer & office equipment • Texas
RECITALS:Registration Rights Agreement • April 19th, 2001 • Aperian Inc • Services-computer integrated systems design • Delaware
BackgroundEmployment Agreement • February 14th, 2000 • Msi Holdings Inc/ • Computer & office equipment • Texas
I. THE LEASEMaster Agreement to Lease Equipment • February 14th, 2000 • Msi Holdings Inc/ • Computer & office equipment • California
BACKGROUNDEmployment Agreement • February 14th, 2001 • Aperian Inc • Computer & office equipment • Texas
1 EXHIBIT 10.2 SUBLEASE This Sublease is made as of the 27th day of July, 1998, by and between GTE Intelligent Network Services Incorporated, a Delaware corporation ("Subtenant"), and Micro-Media Solutions Inc., a Texas corporation and successor in...Sublease • November 12th, 1998 • Micro Media Solutions Inc • Computer & office equipment • Texas
1 EXHIBIT 10.16 EMPLOYMENT AGREEMENT BETWEEN MICRO-MEDIA SOLUTIONS, INC. AND MITCHELL KETTRICK THIS AGREEMENT dated June 15, 1997 (hereinafter called the ("Agreement") by and among MICRO-MEDIA SOLUTIONS, INC., a Utah corporation (MSI) and Mitchell...Employment Agreement • November 12th, 1998 • Micro Media Solutions Inc • Computer & office equipment • Texas
BACKGROUNDEmployment Agreement • April 19th, 2001 • Aperian Inc • Services-computer integrated systems design • Texas
EXHIBIT 10.37.2 AMENDED AND RESTATED RESTRICTED STOCK AWARD AGREEMENT [Conformed Copy] To: Wayne Irwin Date of Grant: October 30, 2000 Number of Shares: 170,000 You and Aperian, Inc., a Delaware company (the "Company"), are parties to a Restricted...Restricted Stock Award Agreement • February 14th, 2001 • Aperian Inc • Computer & office equipment • Texas
1 EXHIBIT 10.7 BASIC AGREEMENT This Warehousing and System Integration Services Agreement (The "Agreement") is dated and made effective September 18, 1998 (The "Effective Date") by and between Siemens Nixdorf Information Systems, Inc., a Massachusetts...Warehousing and System Integration Services Agreement • November 12th, 1998 • Micro Media Solutions Inc • Computer & office equipment • Massachusetts
EXHIBIT 10.2 MASTER AGREEMENT FOR INTERNETWORKING SERVICES BETWEEN GTE AND MSIMaster Agreement for Internetworking Services • June 14th, 1999 • Msi Holdings Inc/ • Computer & office equipment • Massachusetts
EXHIBIT 10.8 SOUTHWESTERN BELL Estimated Value of Contract: $1,200,000 Scope of Contract: Exclusive Contract with Southwestern Bell and Hewlett Packard for up to 1,100 high schools. Includes servers, workstations, cabling and routers. Indefinite date....Subcontractor Agreement • November 12th, 1998 • Micro Media Solutions Inc • Computer & office equipment
1 EXHIBIT 10.01 The State of Texas ) ( County of Travis ) ( THIS LEASE AGREEMENT, made and entered into this 12th day of August, AD, 1998, with effective date provided below by and between William B. and Cheri Stringer, HEREINAFTER called "Lessor" and...Lease Agreement • November 12th, 1998 • Micro Media Solutions Inc • Computer & office equipment
WITNESSETH:Separation Agreement • February 14th, 2001 • Aperian Inc • Computer & office equipment
FORM OF] AMENDED AND RESTATED RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • February 14th, 2001 • Aperian Inc • Computer & office equipment • Texas
EXHIBIT 10.3 SERVICE SCHEDULE INTERNET ADVANTAGE CONNECTION SERVICES BETWEEN GTE AND MSIService Schedule • June 14th, 1999 • Msi Holdings Inc/ • Computer & office equipment
1 EXHIBIT 10.9 February 13, 1998 Micro Media Solutions, Inc. 501 Waller St. Austin, Texas 78702 Attn: Gary Salbeck, Operation Manager Re: Executed copy of the Field Trial Agreement Gary: Actually, I work for SBC here in California, but they only let...Field Trial Agreement • November 12th, 1998 • Micro Media Solutions Inc • Computer & office equipment • Missouri
1 EXHIBIT 10.4Service Schedule for Consulting Services • June 14th, 1999 • Msi Holdings Inc/ • Computer & office equipment
1 Exhibit 10.1 LOAN AGREEMENTLoan Agreement • August 15th, 2001 • Aperian Inc • Services-computer integrated systems design
2 INDEXField Trial Agreement • November 12th, 1998 • Micro Media Solutions Inc • Computer & office equipment • Missouri
