1 EXHIBIT NO. 2.2 AGREEMENT AND PLAN OF MERGERMerger Agreement • April 27th, 2001 • Bisys Group Inc • Services-business services, nec • Delaware
NEW ENGLAND SYSTEMS NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • October 31st, 1997 • Bisys Group Inc • Services-computer processing & data preparation • Massachusetts
EXHIBIT NO. 2 AGREEMENT AND PLAN OF MERGERMerger Agreement • March 12th, 2001 • Bisys Group Inc • Services-computer processing & data preparation • Delaware
andRights Agreement • May 8th, 1997 • Bisys Group Inc • Services-computer processing & data preparation • Delaware
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • April 27th, 2001 • Bisys Group Inc • Services-business services, nec
ANDRegistration Rights Agreement • June 1st, 2001 • Bisys Group Inc • Services-business services, nec • New York
CREDIT AGREEMENT by and amongCredit Agreement • September 29th, 1997 • Bisys Group Inc • Services-computer processing & data preparation • New York
1 EXHIBIT NO. 4.5 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 27th, 2001 • Bisys Group Inc • Services-business services, nec • Delaware
ANDLease Agreement • September 28th, 1998 • Bisys Group Inc • Services-computer processing & data preparation
SUBLEASE betweenSublease • September 28th, 1998 • Bisys Group Inc • Services-computer processing & data preparation • New York
1 EXHIBIT 10.17 CREDIT AGREEMENT DATED AS OF JUNE 30, 1999Credit Agreement • September 28th, 1999 • Bisys Group Inc • Services-computer processing & data preparation • New York
LEASE AMENDMENTLease Amendment • September 15th, 2000 • Bisys Group Inc • Services-computer processing & data preparation
1 EXHIBIT 10.23 June 3, 1999 ARTICLE 1 - LEASE OF PREMISES Section 1.01. Basic Lease Provisions and Definitions. A. *Leased Premises (shown outlined in red on Exhibit A attached hereto): Suite: ___; Floor: ___; Building Address:...Lease Agreement • September 28th, 2001 • Bisys Group Inc • Services-business services, nec
NEW ENGLAND SYSTEMS NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • October 31st, 1997 • Bisys Group Inc • Services-computer processing & data preparation • Massachusetts
EXHIBIT 4.3 THE BISYS GROUP, INC. Non-Qualified Stock Option Agreement Employee/Optionee: Number of Option Shares: Pursuant to a Merger Agreement dated May 28, 1999, by and among HML, Inc. ("HML") and The BISYS Group, Inc. (the "Company"), among...Non-Qualified Stock Option Agreement • June 28th, 1999 • Bisys Group Inc • Services-computer processing & data preparation • Delaware
EXHIBIT 10.1Transition Services Agreement • November 12th, 2003 • Bisys Group Inc • Security & commodity brokers, dealers, exchanges & services
EXHIBIT 10.1 AMENDMENT NO. 1 AND CONSENT NO. 2 AMENDMENT NO. 1 AND CONSENT NO. 2 (this "Amendment and Consent"), dated as of July 27, 2005, under the Credit Agreement, dated as of March 31, 2004, among THE BISYS GROUP, INC., the Lenders party thereto,...Credit Agreement • July 29th, 2005 • Bisys Group Inc • Security & commodity brokers, dealers, exchanges & services • New York
AmongMerger Agreement • October 3rd, 1997 • Bisys Group Inc • Services-computer processing & data preparation • Delaware
Whereas, simultaneously with the execution of this Lease, Tenant and Phase I Landlord will enter into an amendment of the Phase I Lease to provide (i) that the Phase I Lease shall be extended, thereby making the term of the Phase I Lease coterminous...Lease Agreement • September 28th, 2001 • Bisys Group Inc • Services-business services, nec • Ohio
AMONG THE BISYS GROUP, INC., AS BORROWER,Credit Agreement • January 6th, 2006 • Bisys Group Inc • Security & commodity brokers, dealers, exchanges & services • New York
BI-KT, INC.,Merger Agreement • October 3rd, 1997 • Bisys Group Inc • Services-computer processing & data preparation • New York
EXHIBIT 4.1 THE BISYS GROUP, INC. 4% CONVERTIBLE SUBORDINATED NOTES DUE 2006Indenture • March 15th, 2001 • Bisys Group Inc • Services-computer processing & data preparation • New York
Exhibit 4.7 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 3rd, 1997 • Bisys Group Inc • Services-computer processing & data preparation • Delaware
1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • September 22nd, 1998 • Bisys Group Inc • Services-computer processing & data preparation
CONSENT NO. 3Consent • September 13th, 2005 • Bisys Group Inc • Security & commodity brokers, dealers, exchanges & services
EXHIBIT 10.1 FIFTH AMENDMENT TO LEASE CONTRACT THIS FIFTH AMENDMENT TO LEASE CONTRACT (this "AMENDMENT") is entered into between CRESCENT REAL ESTATE FUNDING III, L.P., a Delaware limited partnership ("LANDLORD"), and BISYS, INC., a Delaware...Lease Contract • February 12th, 2002 • Bisys Group Inc • Services-business services, nec
EXHIBIT 2.1 PICTORIAL HOLDINGS INC. STOCK PURCHASE AGREEMENT DATED AS OF MAY 26, 2000 STOCK PURCHASE AGREEMENT AGREEMENT, dated as of May 26, 2000 (this "Agreement") between PRIMEDIA Inc., a Delaware corporation ("Seller"), and The BISYS Group, Inc.,...Stock Purchase Agreement • July 13th, 2000 • Bisys Group Inc • Services-computer processing & data preparation • New York
LEASE RENEWALLease Renewal • September 15th, 2000 • Bisys Group Inc • Services-computer processing & data preparation
EXHIBIT 10.1 AMENDMENT NO. 3 TO CREDIT AGREEMENT Amendment No. 3 (this "Amendment"), dated as of October 24, 2002, to the Credit Agreement, dated as of June 30, 1999, among The BISYS Group, Inc., the Lenders party thereto, JP Morgan Chase Bank, Bank...Credit Agreement • February 14th, 2003 • Bisys Group Inc • Services-business services, nec • New York
1 EXHIBIT 10.13 EXTENSION AND FOURTH MODIFICATION OF LEASE THIS EXTENSION AND FOURTH MODIFICATION OF LEASE dated the 30th day of March 2000, by and between THETA HOLDING COMPANY, L.P., a New Jersey limited partnership (hereinafter referred to as...Lease • September 15th, 2000 • Bisys Group Inc • Services-computer processing & data preparation • New Jersey
Exhibit 99.3 AGREEMENT AND PLAN OF MERGERMerger Agreement • October 3rd, 1997 • Bisys Group Inc • Services-computer processing & data preparation • New York
LEASELease • September 28th, 2001 • Bisys Group Inc • Services-business services, nec • Pennsylvania
Exhibit 4.6 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 3rd, 1997 • Bisys Group Inc • Services-computer processing & data preparation • Delaware
EXHIBIT 4.5 AMENDMENT NO. 1 TO REGISTRATION RIGHTS AGREEMENT WAIVER OF CERTAIN LOCK-UP LIMITATIONSRegistration Rights Agreement • November 26th, 1996 • Bisys Group Inc • Services-computer processing & data preparation
SECOND AMENDMENT TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • February 28th, 2006 • Bisys Group Inc • Security & commodity brokers, dealers, exchanges & services • New York
This Amendment (this “Amendment”) is made and entered into as of February 27, 2006, by and among OPEN SOLUTIONS INC., a Delaware corporation (the “Purchaser Parent”), HUSKY ACQUISITION CORPORATION, a Delaware corporation and a wholly-owned subsidiary of the Purchaser Parent (the “Purchaser”), THE BISYS GROUP, INC., a Delaware corporation (the “Seller Parent”), and BISYS INC., a Delaware corporation and a wholly-owned subsidiary of the Seller Parent (the “Seller”).
