BMC Software Inc Sample Contracts
ARTICLE 1 ESTABLISHMENT OF ESCROWEscrow Agreement • December 4th, 2002 • BMC Software Inc • Services-prepackaged software • Delaware
Standard Contracts
FOURTH AMENDMENT TO DISTRIBUTION AGREEMENT DATED OCTOBER 28, 1994 AS AMENDED ON APRIL 24, 1997, OCTOBER 31, 1997 AND MARCH , 1999Distribution Agreement • March 18th, 1999 • BMC Software Inc • Services-prepackaged software
BMC SOFTWARE, INC. AMENDMENT TO RIGHTS AGREEMENT -2-Rights Agreement • June 30th, 1997 • BMC Software Inc • Services-prepackaged software • Delaware
ARTICLE II REPRESENTATIONS AND WARRANTIES OF BOOLEAgreement and Plan of Reorganization • November 6th, 1998 • BMC Software Inc • Services-prepackaged software • Delaware
RECITALSExecutive Employment Agreement • November 2nd, 2004 • BMC Software Inc • Services-prepackaged software • Texas
SETTLEMENT AND RELEASE AGREEMENT This SETTLEMENT AND RELEASE AGREEMENT ("AGREEMENT") is entered into as of the date last signed below by and between YOSSIE HOLLANDER, an individual ("HOLLANDER"), NEW DIMENSION SOFTWARE LTD., an Israeli corporation and...Settlement Agreement • March 11th, 1999 • BMC Software Inc • Services-prepackaged software
WITNESSETHShareholder Agreement • March 18th, 1999 • BMC Software Inc • Services-prepackaged software • Delaware
DATED AS OFCredit Agreement • April 28th, 1999 • BMC Software Inc • Services-prepackaged software • Texas
RECITALS:Acquisition Agreement • December 4th, 2002 • BMC Software Inc • Services-prepackaged software • Delaware
STOCK OPTION AGREEMENT -1- 2Stock Option Agreement • June 1st, 2000 • BMC Software Inc • Services-prepackaged software • Delaware
AMENDMENT NO. 5Executive Employment Agreement • November 2nd, 2004 • BMC Software Inc • Services-prepackaged software
AMENDMENT NO. 3 TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 14th, 2004 • BMC Software Inc • Services-prepackaged software
WITNESSETHShareholder Agreement • March 18th, 1999 • BMC Software Inc • Services-prepackaged software • Delaware
1 EXHIBIT A AGREEMENT OF MERGER AGREEMENT OF MERGER ("Agreement"), dated as of May 22, 2000, by and among BMC Software, Inc., a Delaware corporation ("BMC"), Hansen Acquisitions Ltd., an Israeli corporation and a wholly owned subsidiary of BMC...Merger Agreement • June 1st, 2000 • BMC Software Inc • Services-prepackaged software • Delaware
EXHIBIT 10.9(b) NONSTATUTORY STOCK OPTION AGREEMENT This Nonstatutory Stock Option Agreement is made as of the ______ day of ____________, 20___, between BMC Software, Inc., a Delaware corporation (the "Company"), and ______________________________...Nonstatutory Stock Option Agreement • June 18th, 2003 • BMC Software Inc • Services-prepackaged software • Texas
BMC Software, Inc. and Computershare Trust Company, N.A. Rights Agreement Dated as of May 12, 2012Rights Agreement • May 14th, 2012 • BMC Software Inc • Services-prepackaged software • Delaware
Agreement, dated as of May 12, 2012, between BMC Software, Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company as rights agent (the “Rights Agent”).
BMC SOFTWARE, INC.Underwriting Agreement • February 13th, 2012 • BMC Software Inc • Services-prepackaged software • New York
The Notes will be issued pursuant to an indenture, to be dated as of February 13, 2012 (the “Base Indenture”), between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”). Certain terms of the Notes will be established pursuant to a supplemental indenture, to be dated as of February 13, 2012 (the “Supplemental Indenture”) to the Base Indenture (together with the Base Indenture, the “Indenture”). The Notes will be issued in book-entry form in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depositary”), pursuant to a Letter of Representations, to be dated on or before the Closing Date (as defined in Section 2 below) (the “DTC Agreement”), among the Company, the Trustee and the Depositary.
THIRD AMENDMENTDistribution Agreement • March 18th, 1999 • BMC Software Inc • Services-prepackaged software
RELEASERelease Agreement • March 11th, 1999 • BMC Software Inc • Services-prepackaged software
RECITALSExecutive Employment Agreement • June 14th, 2001 • BMC Software Inc • Services-prepackaged software • Texas
ARTICLE 1.Voting Agreement • November 6th, 1998 • BMC Software Inc • Services-prepackaged software • Delaware
Exhibit 10.15 RESTRICTED STOCK AGREEMENT AGREEMENT made as of the , 2004, between BMC SOFTWARE, INC., a Delaware corporation (the "Company"), and ("Executive"). 1. AWARD. Pursuant to the BMC SOFTWARE, INC. 1994 EMPLOYEE INCENTIVE PLAN (the "Plan"), as...Restricted Stock Agreement • November 2nd, 2004 • BMC Software Inc • Services-prepackaged software • Texas
BMC SOFTWARE, INC.Underwriting Agreement • November 16th, 2012 • BMC Software Inc • Services-prepackaged software • New York
Introductory. BMC Software, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule A of $300,000,000 aggregate principal amount of the Company’s 4.50% Notes due 2022 (the “Notes”). Barclays Capital Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in connection with the offering and sale of the Notes.
1 THIRD AMENDMENTDistribution Agreement • March 11th, 1999 • BMC Software Inc • Services-prepackaged software
EXHIBIT 10.4 DEBTOR IN POSSESSION CREDIT AGREEMENTDebt Agreement • November 12th, 2002 • BMC Software Inc • Services-prepackaged software • Delaware
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 8th, 2013 • BMC Software Inc • Services-prepackaged software • Texas
This Executive Employment Agreement (this “Agreement”) is made as of December 19, 2011 (the “Effective Date”), by and between BMC Software, Inc., a Delaware corporation (the “Employer”), and Paul Avenant (the “Executive”). The Employer and the Executive are each a “party” and are together “parties” to this Agreement.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 11th, 2008 • BMC Software Inc • Services-prepackaged software • Texas
This Employment Agreement (this “Agreement”) is made as of April 11, 2008, by and between BMC Software, Inc., a Delaware corporation (the “Employer”), and Dev Ittycheria (the “Executive”). The Employer and the Executive are each a “party” and are together “parties” to this Agreement.
CREDIT AGREEMENT Dated as of November 30, 2010 among BMC SOFTWARE, INC., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, JPMORGAN CHASE BANK N.A. as Syndication Agent BARCLAYS BANK PLC, DEUTSCHE BANK...Credit Agreement • February 3rd, 2011 • BMC Software Inc • Services-prepackaged software • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of November 30, 2010, among BMC SOFTWARE, INC., a Delaware corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.
CREDIT AGREEMENT Dated as of November 21, 2012 among BMC SOFTWARE, INC., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent and Lender MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, as Sole Lead Arranger and Sole Book ManagerCredit Agreement • November 21st, 2012 • BMC Software Inc • Services-prepackaged software • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of November 21, 2012, among BMC SOFTWARE, INC., a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A., as Administrative Agent and initial Lender and each additional lender from time to time party hereto (collectively with Bank of America, N.A. in its capacity as a Lender, the “Lenders” and individually, a “Lender”).
Amendment to Executive Employment AgreementExecutive Employment Agreement • May 3rd, 2010 • BMC Software Inc • Services-prepackaged software
This Amendment (the "Amendment") to Executive Employment Agreement is entered into and is effective as of April 27, 2010, by and between William Miller, an individual (the "Executive") and BMC Software, Inc., a Delaware corporation (the "Employer"). The Employer and Executive are each a "party" and are together "parties" to this Amendment.
FORM OF AMENDMENT NO. 4 TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 14th, 2004 • BMC Software Inc • Services-prepackaged software
AGREEMENT AND PLAN OF MERGER by and among BMC SOFTWARE, INC. BENGAL ACQUISITION CORPORATION and BLADELOGIC, INC. Dated as of March 17, 2008Merger Agreement • March 18th, 2008 • BMC Software Inc • Services-prepackaged software • Delaware
AGREEMENT AND PLAN OF MERGER (the “Agreement”), dated as of March 17, 2008, by and among BMC Software, Inc., a Delaware corporation (“Parent”), Bengal Acquisition Corporation, a Delaware corporation and a wholly-owned subsidiary of Parent (“Purchaser”), and BladeLogic, Inc., a corporation organized under the laws of the State of Delaware (“Seller”).
AGREEMENT AND PLAN OF MERGER by and among BOXER PARENT COMPANY INC., BOXER MERGER SUB INC. and BMC SOFTWARE, INC. Dated as of May 6, 2013Merger Agreement • May 6th, 2013 • BMC Software Inc • Services-prepackaged software • New York
AGREEMENT AND PLAN OF MERGER, dated as of May 6, 2013 (the “Agreement”), among Boxer Parent Company Inc., a Delaware corporation (“Parent”), Boxer Merger Sub Inc., a Delaware corporation and a direct wholly owned subsidiary of Parent (“Merger Sub”), and BMC Software, Inc., a Delaware corporation (the “Company”).
Exhibit 10.14 NONSTATUTORY STOCK OPTION AGREEMENT This Nonstatutory Stock Option Agreement is made as of , between BMC Software, Inc., a Delaware corporation (the "Company"), and ("Executive"). To carry out the purposes of the BMC Software, Inc. 1994...Nonstatutory Stock Option Agreement • November 2nd, 2004 • BMC Software Inc • Services-prepackaged software • Texas
PERFORMANCE-BASED MARKET STOCK UNIT AWARD AGREEMENTPerformance-Based Market Stock Unit Award Agreement • November 13th, 2012 • BMC Software Inc • Services-prepackaged software • Texas
BMC Software, Inc., a Delaware corporation (the "Company"), hereby grants to the Recipient this Performance-Based Market Stock Unit Award (this "Award") effective as of the Grant Date pursuant to the terms of this Performance-Based Market Stock Unit Award Agreement (this "Agreement"). The Award is subject to all of the terms and conditions of this Agreement and the BMC Software, Inc. 2007 Incentive Plan (the "Plan"), a copy of which is available on the BMC intranet under Human Resources/Employee Portals. Unless otherwise specified, capitalized terms used in this Agreement shall have the meanings specified in the Plan. The terms and conditions of the Plan are incorporated herein by this reference and govern except to the extent that this Agreement provides otherwise.
