RECITALS --------Voting Agreement • January 8th, 2002 • Talarian Corp • Services-prepackaged software • Delaware
EXHIBIT 10.29 LOAN AND SECURITY AGREEMENT This Loan and Security Agreement (as from time to time amended, supplemented, restated, or otherwise modified, this "Agreement") is entered into as of __July 15, 2001__ (the "Effective Date") by and among...Loan Agreement • December 21st, 2001 • Talarian Corp • Services-prepackaged software • California
RECITALSLoan and Security Agreement • June 2nd, 2000 • Talarian Corp • Services-prepackaged software
EXHIBIT 1.01 TALARIAN CORPORATION COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • July 19th, 2000 • Talarian Corp • Services-prepackaged software • New York
SUBLEASESublease • April 13th, 2000 • Talarian Corp
1 Exhibit 4.02 TALARIAN CORPORATION AMENDED AND RESTATED INVESTORS' RIGHTS AGREEMENT This Amended and Restated Investors' Rights Agreement ("Agreement") is entered into as of February 3, 2000 by and among TALARIAN CORPORATION, a California corporation...Investors' Rights Agreement • April 13th, 2000 • Talarian Corp • California
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • January 8th, 2002 • Talarian Corp • Services-prepackaged software • Delaware
LEASELease • June 28th, 2000 • Talarian Corp • Services-prepackaged software
AGREEMENTJoint Development Agreement • June 29th, 2000 • Talarian Corp • Services-prepackaged software • California
ARTICLE ILicense Agreement • June 29th, 2000 • Talarian Corp • Services-prepackaged software
1 EXHIBIT 10.26 VALUE ADDED RESELLER AGREEMENT TALARIAN CORPORATION NORTHERN TELECOM LIMITEDValue Added Reseller Agreement • June 28th, 2000 • Talarian Corp • Services-prepackaged software • Ontario
EXHIBIT 10.08 STANDARD OFFICE LEASE - GROSS AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION 1. BASIC LEASE PROVISIONS ("Basic Lease Provisions"). 1.1 PARTIES: This Lease, dated, for reference purposes only, February 8, 1995, is made by and between GVE...Standard Office Lease • April 13th, 2000 • Talarian Corp
RECITALSSoftware License and Distribution Agreement • April 13th, 2000 • Talarian Corp • California
RECITALSSettlement and License Agreement • June 2nd, 2000 • Talarian Corp • Services-prepackaged software • California
RECITALSAsset Purchase Agreement • April 13th, 2000 • Talarian Corp • California
RECITALSIndemnification Agreement • April 13th, 2000 • Talarian Corp • California
1 Exhibit 10.10 Re: Option Acceleration Dear __________________: This letter will confirm to you Talarian's agreement regarding the acceleration of Talarian options granted to you in connection with your employment at Talarian (the "Options") under...Option Acceleration Agreement • April 13th, 2000 • Talarian Corp
EXHIBIT 10.28 LOAN MODIFICATION AGREEMENT This Loan Modification Agreement is entered into as of February 22, 2001, by and between Talarian Corporation ("Borrower") and Silicon Valley Bank ("Bank"). 1. DESCRIPTION OF EXISTING INDEBTEDNESS: Among other...Loan Modification Agreement • December 21st, 2001 • Talarian Corp • Services-prepackaged software
EXHIBIT 10.15 NOVELL/COMPANY CONFIDENTIAL STANDARD INBOUND LICENSE AGREEMENT (PRODUCT SOURCE CODE) 1. PREAMBLE. This Standard Inbound License Agreement ("Agreement") is agreed to by Talarian Corporation, a California Corporation with principal offices...Standard Inbound License Agreement • June 29th, 2000 • Talarian Corp • Services-prepackaged software • California
1 EXHIBIT 10.22 STANDARD OFFICE LEASE - NET AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION 1. BASIC LEASE PROVISIONS ("Basic Lease Provisions") 1.1 PARTIES: This Lease, dated for reference purposes only, March 7, 2000, is made by and between GVE DISTEL...Standard Office Lease • June 2nd, 2000 • Talarian Corp • Services-prepackaged software
EXHIBIT 1.01 TALARIAN CORPORATION COMMON STOCK, PAR VALUE $0.0001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • June 2nd, 2000 • Talarian Corp • Services-prepackaged software • New York
2 3 1.2 The parties shall comply with Sections 3 and 4 below for settlement of the indemnification obligations of the Shareholders to Talarian or any other party entitled to indemnification under this Section 1 (each, a "Claiming Party"). If any new...Agreement With Certain Whitebarn Shareholders • May 5th, 2000 • Talarian Corp • Services-prepackaged software • California
1 EXHIBIT 2.01 AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (this "MERGER AGREEMENT") is entered into as of ___________, 2000, by and between Talarian Corporation, a California corporation ("TALARIAN CALIFORNIA"), and Talarian...Merger Agreement • June 2nd, 2000 • Talarian Corp • Services-prepackaged software • Delaware
EXHIBIT 10.21 LOCK-UP LETTER AGREEMENT LEHMAN BROTHERS INC. SG COWEN SECURITIES CORPORATION WIT SOUNDVIEW CORPORATION FIDELITY CAPITAL MARKETS, a division of National Financial Services Corporation As Representatives of the several Underwriters, c/o...Lock-Up Letter Agreement • June 2nd, 2000 • Talarian Corp • Services-prepackaged software
SUB-SUBLEASESub-Sublease • April 13th, 2000 • Talarian Corp
1 EXHIBIT 2.03 AGREEMENT AND PLAN OF MERGER This AGREEMENT AND PLAN OF MERGER (this "Agreement") is made and entered into as of this 7th day of March 2000, by and among Talarian Corporation ("Talarian"), a California corporation, and WhiteBarn, Inc....Merger Agreement • May 5th, 2000 • Talarian Corp • Services-prepackaged software • California
2- 3 data recited herein are in addition to, and not in lieu of, any rights or remedies which Talarian may have available pursuant to the Laws of any jurisdiction or at common law to prevent the disclosure of trade secrets and other confidential...Commitment Agreement • May 5th, 2000 • Talarian Corp • Services-prepackaged software • Illinois
