EXHIBIT 4.3 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "AGREEMENT") is made and entered into as of June 24, 2003, by and among Zix Corporation, a Texas corporation (the "COMPANY"), and the investors signatory hereto (each a...Registration Rights Agreement • June 26th, 2003 • Zix Corp • Services-computer programming, data processing, etc. • New York
Exhibit 10.2 SEVERANCE AGREEMENT ------------------- THIS SEVERANCE AGREEMENT (this "Agreement"), entered into as of January 31, 2002, is made and entered into between ZixIt Corporation, a Texas corporation (the "Company"), and _____________________...Severance Agreement • May 14th, 2002 • Zixit Corp • Services-computer programming, data processing, etc. • Texas
RECITALSEmployment Agreement • March 15th, 2004 • Zix Corp • Services-computer programming, data processing, etc. • Texas
WITNESSETH:Stock Option Agreement • March 24th, 2000 • Zixit Corp • Services-computer programming, data processing, etc. • Texas
ARTICLE I. DEFINITIONSSecurities Purchase Agreement • June 26th, 2003 • Zix Corp • Services-computer programming, data processing, etc. • New York
RECITALSRegistration Rights Agreement • April 12th, 2000 • Zixit Corp • Services-computer programming, data processing, etc. • Texas
3 Rosanne Badowski 3135 Easton Turnpike $ 99,984.00 2,083 2,777 2,083 Fairfield, CT 06431 4 John E. Berndt 2330 Shawnee Mission $ 99,984.00 2,083 2,777 2,083 Parkway Westwood, KS 66205Purchase Agreement • May 3rd, 2000 • Zixit Corp • Services-computer programming, data processing, etc.
RECITALS:Asset Purchase Agreement • February 11th, 2004 • Zix Corp • Services-computer programming, data processing, etc. • Texas
ARTICLE 1 SECURITYSecurity Agreement • August 2nd, 2001 • Zixit Corp • Services-computer programming, data processing, etc. • Ontario
EXHIBIT 4.4 THIS WARRANT AND ANY SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE THEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY STATE SECURITIES LAWS AND ACCORDINGLY MAY NOT BE SOLD, PLEDGED, TRANSFERRED,...Warrant Agreement • February 11th, 2004 • Zix Corp • Services-computer programming, data processing, etc. • Texas
TOPurchase Agreement • April 14th, 2005 • Zix Corp • Services-computer programming, data processing, etc. • New York
EXHIBIT 2.1 PURCHASE AND SALE AGREEMENT ---------------------------Purchase and Sale Agreement • October 13th, 1999 • Zixit Corp • Services-computer programming, data processing, etc. • Texas
ANDPurchase Agreement • November 4th, 2004 • Zix Corp • Services-computer programming, data processing, etc. • New York
AMENDMENT NO. 5 TO AMTC CORPORATION STOCK OPTION AGREEMENTStock Option Agreement • March 21st, 2003 • Zix Corp • Services-computer programming, data processing, etc.
EXHIBIT 10.23 THIS OFFER TO SUBLEASE ("Sublease") made the 1st day of August 2002 BETWEEN: OPTIWAVE CORPORATION/CORPORATION OPTIWAVE (a Canadian corporation, hereinafter called the "Sublandlord" for the purpose of this Sublease only) OF THE FIRST PART...Sublease Agreement • March 21st, 2003 • Zix Corp • Services-computer programming, data processing, etc. • Ontario
RECITALSEmployment Agreement • December 11th, 2001 • Zixit Corp • Services-computer programming, data processing, etc. • Texas
EXHIBIT 10.15 ZIX CORPORATION STOCK OPTION AGREEMENTStock Option Agreement • March 15th, 2004 • Zix Corp • Services-computer programming, data processing, etc. • Texas
RECITALS:Asset Purchase Agreement • July 23rd, 2003 • Zix Corp • Services-computer programming, data processing, etc. • Texas
EXHIBIT 10.18 ZIX CORPORATION STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT ("Agreement") is made and entered into as of the date set forth on the signature page attached hereto (the "Signature Page") with respect to the stock options granted by...Stock Option Agreement • March 30th, 2005 • Zix Corp • Services-computer programming, data processing, etc. • Texas
BETWEENInvestment Agreement • March 13th, 2001 • Zixit Corp • Services-computer programming, data processing, etc. • Ontario
Recitals --------Severance Agreement • March 24th, 1997 • Amtech Corp • Communications equipment, nec • Texas
ARTICLE II. REPRESENTATIONS AND WARRANTIES OF THE COMPANYSecurities Purchase Agreement • September 20th, 2002 • Zix Corp • Services-computer programming, data processing, etc. • Texas
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into effective as of April 29, 1998, by and between Amtech Corporation d/b/a AMTC Corporation, a Texas corporation (the "Company"), and David P. Cook ("Employee")....Employment Agreement • August 14th, 1998 • Amtech Corp • Communications equipment, nec • Texas
ARTICLE I. DEFINITIONSRegistration Rights Agreement • September 20th, 2002 • Zix Corp • Services-computer programming, data processing, etc. • Texas
NO. 001 THIS NOTE AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS NOTE ARE SUBJECT TO RESTRICTIONS ON TRANSFER PURSUANT TO THAT CERTAIN ASSET PURCHASE AGREEMENT, DATED AS OF SEPTEMBER 2, 2003, BY AND AMONG THE COMPANY, ZIX ACQUISITION...Note Agreement • September 5th, 2003 • Zix Corp • Services-computer programming, data processing, etc. • New York
LEASELease Agreement • March 15th, 2004 • Zix Corp • Services-computer programming, data processing, etc.
FORM OF SUBORDINATION AGREEMENTSubordination Agreement • September 20th, 2002 • Zix Corp • Services-computer programming, data processing, etc. • New York
SUBLEASESublease • August 11th, 2000 • Zixit Corp • Services-computer programming, data processing, etc.
WARRANTSecurities Agreement • June 26th, 2003 • Zix Corp • Services-computer programming, data processing, etc.
EXHIBIT 4.2 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD OR TRANSFERRED...Warrant Agreement • September 20th, 2002 • Zix Corp • Services-computer programming, data processing, etc. • Texas
EXHIBIT 10.22 ONE GALLERIA TOWER LEASE AGREEMENTLease Agreement • February 28th, 2002 • Zixit Corp • Services-computer programming, data processing, etc. • Texas
Exhibit 10.3 AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment to Employment Agreement, dated as of March 22, 1999, between David P. Cook ("Employee") and CustomTracks Corporation (formerly Amtech Corporation), a Texas corporation (the "Company")...Employment Agreement • August 16th, 1999 • Customtracks Corp /Tx/ • Services-computer programming, data processing, etc. • Texas
RECITALSEmployment Agreement • March 15th, 2004 • Zix Corp • Services-computer programming, data processing, etc. • Texas
EXHIBIT 4.5 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, dated as of__________, 2005 (this "Agreement"),______________ by and between ZIX CORPORATION, a Texas corporation (the "Company"),...Registration Rights Agreement • April 14th, 2005 • Zix Corp • Services-computer programming, data processing, etc. • New York
4) METRIC GRUPPEN AB ---------------------------------------------------------- SALE AND PURCHASE AGREEMENT relating to the purchase of the Cotag Business ---------------------------------------------------------- ROWE & MAW 20 Black Friars Lane...Sale and Purchase Agreement • July 21st, 1998 • Amtech Corp • Communications equipment, nec
