definition, control of a person means the power, direct or indirect, to direct or cause the direction of the management and policies of such person whether by contract or otherwise; and the terms "controlling" and "controlled" have meanings...Registration Rights Agreement • February 22nd, 2000 • Authoriszor Inc • Services-prepackaged software • New York
STOCK OPTION AGREEMENT AUTHORISZOR INC.Stock Option Agreement • March 20th, 2000 • Authoriszor Inc • Services-prepackaged software
STOCK OPTION AGREEMENT AUTHORISZOR INC. This unilateral grant by the Company constitutes a valid Nonqualified Stock Option for a total of 200,000 shares (the "Shares") of common stock, par value $.01 per share (the "Common Stock"), of Authoriszor...Stock Option Agreement • January 30th, 2001 • Authoriszor Inc • Services-prepackaged software
RECITALSNon-Qualified Stock Option Agreement • October 22nd, 2001 • Authoriszor Inc • Services-prepackaged software
EXECUTIVE EMPLOYMENT AGREEMENT This EXECUTIVE EMPLOYMENT AGREEMENT is made and entered into as of the ___ day of January, 2000, by and between Authoriszor Inc., a Delaware corporation (hereafter the "Company"), and Richard A. Langevin, a resident of...Executive Employment Agreement • February 22nd, 2000 • Authoriszor Inc • Services-prepackaged software • Massachusetts
THIS AGREEMENT is made the day of 2002 B E T W E E N:- (1) AUTHORISZOR INC of Windsor House Cornwall Road Harrogate HG1 2PW ("the Company") ; and (2) ANDREW CUSSONS of Churchgate Farm Low Lane Thornthwaite Harrogate HG3 2QS ("the Employee") WHEREAS:...Settlement Agreement • June 24th, 2002 • Authoriszor Inc • Services-prepackaged software
AUTHORISZOR HOLDINGS LIMITED (2)Shareholder Agreement • July 16th, 2001 • Authoriszor Inc • Services-prepackaged software
AUTHORISZOR HOLDINGS LIMITED (1)Subscription Agreement • May 9th, 2001 • Authoriszor Inc • Services-prepackaged software
From: Authoriszor Inc. & Authoriszor Holdings Limited Windsor House Cornwall Road Harrogate HG1 2PW To: Garcia Hanson Flat 5B Holland Park London W11 3TG Brian Edmondson Rosedean 86 Ecclesfield Road Chapeltown Sheffield South Yorkshire S35 1TEAcquisition Agreement • January 30th, 2002 • Authoriszor Inc • Services-prepackaged software
Acquisition by Authoriszor Inc. from Garcia Hanson and Brian Edmondson of all of the issued share capital of WRDC Limited held by Mr Hanson and Mr Edmondson ("Acquisition")
Exhibit 10.1 AGREEMENT OF SETTLEMENT AND RELEASE This Agreement of Settlement and Release (this "Agreement") is entered into by Joseph J. Haraoui, for himself and for his affiliates, predecessors, successors, assigns, heirs and beneficiaries,...Settlement Agreement • July 30th, 1999 • Toucan Gold Corp • Blank checks
EXHIBIT 4.7 AMENDMENT NUMBER ONE TO STOCK OPTION AGREEMENT ---------------------------------------------- THIS AMENDMENT NUMBER ONE TO STOCK OPTION AGREEMENT (this "Amendment"), dated as of April 27, 1999, is entered into by and between Toucan Gold...Stock Option Agreement • January 10th, 2000 • Authoriszor Inc • Services-prepackaged software • Delaware
October 23, 1996 Toucan Gold Corporation Birkett House 4th Floor 27 Albemarle Street London, England W1X 4LQ Attention: Robert Jeffcock President and Chief Executive Officer Dear Sirs: Amending Agreement Reference is made to our agreement of October...Agency Agreement • October 29th, 1996 • Toucan Gold Corp • Blank checks
This amending agreement may be executed in counterparts which, taken together, shall constitute one and the same agreement.
HG1 2PW Telephone No: 44 1423 630300 23rd September 1999 The Rt. Hon. Sir Malcolm Rifkind KCMG QC Eskgrove House Inveresk East Lothian EH21 7TD Dear Sir Malcolm, This letter is to confirm the agreement we have reached with regard to the consulting...Consulting Agreement • February 22nd, 2000 • Authoriszor Inc • Services-prepackaged software
DATED 2002Investment Agreement • August 2nd, 2002 • Authoriszor Inc • Services-prepackaged software • England
THIS AGREEMENT is made on January 2000 -------------- --- BETWEEN:- (1) AUTHORISZOR INC. a company incorporated and registered in the State of Delaware, USA and whose registered office is at Suite 600, 8201 Preston Road, Dallas Texas TX 75225, USA...Lock-Up Agreement • February 22nd, 2000 • Authoriszor Inc • Services-prepackaged software
OFFICE LEASEOffice Lease • May 18th, 2000 • Authoriszor Inc • Services-prepackaged software
WARRANT To Purchase the Common Stock of Toucan Gold CorporationWarrant Agreement • January 8th, 1998 • Toucan Gold Corp • Blank checks • Delaware
SUBLEASESublease • October 22nd, 2001 • Authoriszor Inc • Services-prepackaged software • Massachusetts
4) MINMET PLC SUPPLEMENTAL AGREEMENT --------------------------------Supplemental Agreement • January 5th, 1999 • Toucan Gold Corp • Blank checks • England and Wales
EXHIBIT 10.1 FORM OF NON-QUALIFIED STOCK OPTION AGREEMENT GRANTED PURSUANT TO THE 2000 OMNIBUS STOCK AND INCENTIVE PLAN FOR AUTHORISZOR INC. THIS OPTION AGREEMENT (the "Agreement"), entered into as of the Date of Grant (as defined herein), by and...Non-Qualified Stock Option Agreement • November 14th, 2001 • Authoriszor Inc • Services-prepackaged software
3) ANAGRAM LIMITED OPTION AGREEMENTOption Agreement • January 5th, 1999 • Toucan Gold Corp • Blank checks • England and Wales
RECITALSReimbursement Agreement • September 29th, 2000 • Authoriszor Inc • Services-prepackaged software • Massachusetts
SEVERANCE AND RELEASE AGREEMENT This Severance and Release Agreement (this "Agreement") is made and entered into as of the 31st day of January, 2001 (the "Effective Date") by and between RICHARD A. LANGEVIN ("Executive") and AUTHORISZOR INC....Severance Agreement • January 30th, 2001 • Authoriszor Inc • Services-prepackaged software • Massachusetts
ANDREW CUSSONS (2)Service Agreement • June 24th, 2002 • Authoriszor Inc • Services-prepackaged software
March 17, 1997 VIA CMRRR NO. P115 327 045 Mr. Jay Lutsky 4807 South Zang Way Morrison, Colorado 80465 Re: Toucan Gold Corporation (the "Company") Dear John: Enclosed herewith are the Warrant Agreement and Warrant Certificate, which have been executed...Warrant Agreement • May 1st, 1997 • Toucan Gold Corp • Blank checks • Colorado
DATED 28th JANUARY 2000 SHARE SALE AGREEMENT re Toucan Mining Plc (1) AUTHORISZOR INC (2) GOLDEN RIDGE GROUP LIMITED Kingsley Napley Knights Quarter 14 St John's Lane London EC1M 4AJ Tel: 0171 814 1200 Ref: 0151SJS.DPM THIS AGREEMENT is made the 28th...Share Sale Agreement • February 14th, 2000 • Authoriszor Inc • Services-prepackaged software • Isle of Man
DATED 2002 -------------------Consultancy Agreement • June 24th, 2002 • Authoriszor Inc • Services-prepackaged software • England
LICENSE AND DISTRIBUTION AGREEMENT This agreement ("Agreement") is made between Authoriszor Inc a company incorporated in Delaware, USA with IRS Employer ID No. 75-2661571 of Windsor House, Cornwall Rd, Harrogate HG1 2PW (AUTHORISZOR") on the one hand...License and Distribution Agreement • June 24th, 2002 • Authoriszor Inc • Services-prepackaged software • England and Wales
WARRANT To Purchase the Common Stock of Toucan Gold CorporationWarrant Agreement • November 14th, 1996 • Toucan Gold Corp • Blank checks • Delaware
AGREEMENT for the sale and purchase of the whole of the issued share capital of Anagram Limited -------------------------------------Agreement for the Sale and Purchase of Shares • January 5th, 1999 • Toucan Gold Corp • Blank checks • England and Wales
EXHIBIT 10.4 [LETTERHEAD OF AUTHORISZOR] This Consulting Agreement, dated as of July 21, 2000 (the "Agreement"), by and between Authoriszor Inc., a Delaware corporation ("Authoriszor"), and EFR, LLC ("EFR") a limited liability company. 1- CONTRACT...Consulting Agreement • November 14th, 2000 • Authoriszor Inc • Services-prepackaged software • Massachusetts
WARRANT To Purchase the Common Stock of Toucan Gold CorporationWarrant Agreement • January 8th, 1998 • Toucan Gold Corp • Blank checks • Delaware
EMPLOYMENT AGREEMENT -------------------- MEMORANDUM OF AGREEMENT, made as of the 1st day of April, 1997. BETWEEN: DAVID CARMICHAEL, the Employee signing this Agreement, (hereinafter called the "Employee")Employment Agreement • November 20th, 1997 • Toucan Gold Corp • Blank checks • Ontario
AUTHORISZORConsulting Contract • May 18th, 2000 • Authoriszor Inc • Services-prepackaged software
In accordance with our discussions, Authoriszor Inc. is pleased to offer you the following consulting contract to be VICE PRESIDENT - SALES FOR NORTH AMERICA. The terms of your contract are as follows:
Recitals 1 1. Definitions and interpretation 2 2. Conditions 8 3. Agency 9 4. Placing 10 5. The Option 11 6. Allotment 12 7. Commissions and expenses 13 8. Warranties 14 9. Indemnities 15 10. Appointment of financial adviser 20 11. Further agreements...Placing Agreement • February 22nd, 2000 • Authoriszor Inc • Services-prepackaged software • England
