EXHIBIT 10.2 PIEDMONT CENTER THIS LEASE, made as of the 31st day of January, 1995, by and between CALIFORNIA STATE TEACHERS' RETIREMENT SYSTEM first party, (herein called "Lessor"); and ITERATED SYSTEMS, INC., a Georgia Corporation second party,...Lease Agreement • April 24th, 1998 • Iterated Systems Inc • Georgia
Exhibit 10.8 LOAN AGREEMENT THIS LOAN AGREEMENT (this "Agreement") is made and entered into as of the 23rd day of March 2000, by and between Iterated Systems, Inc., a Georgia corporation (the "Company"), and Venturos Holding AS, a Norwegian...Loan Agreement • April 1st, 2002 • Mediabin Inc • Services-computer programming, data processing, etc.
TABLE OF CONTENTS EXECUTIVE EMPLOYMENT AGREEMENT SECTION PAGE NO. ------- --------Executive Employment Agreement • April 24th, 1998 • Iterated Systems Inc • Georgia
CONTRACT BETWEEN ITERATED SYSTEMS, INC. AND MCI TELECOMMUNICATIONS CORPORATIONTermination Agreement • November 13th, 1998 • Iterated Systems Inc • Services-computer programming, data processing, etc. • New York
Exhibit 10.22 AMENDMENT TO PROMISSORY NOTE THIS AMENDMENT TO PROMISSORY NOTE (the "Amendment") is made and entered into as of the ___ day of September 2001, by and among Glastad Capital AS, a Norwegian corporation (the "Lender") and MediaBin, Inc., a...Promissory Note • April 1st, 2002 • Mediabin Inc • Services-computer programming, data processing, etc. • Georgia
Exhibit 10.12 LOAN AGREEMENT THIS LOAN AGREEMENT (this "Agreement") is made and entered into as of the ___ day of June 2001, by and between MediaBin, Inc., a Georgia corporation (the "Company"), and Venturos Holding AS, a Norwegian corporation (the...Loan Agreement • April 1st, 2002 • Mediabin Inc • Services-computer programming, data processing, etc. • Georgia
EXHIBIT B FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 13th, 1998 • Iterated Systems Inc • Services-computer programming, data processing, etc. • New York
EXHIBIT A FORM OF WARRANT ---------------Warrant Agreement • November 13th, 1998 • Iterated Systems Inc • Services-computer programming, data processing, etc. • New York
PREAMBLELoan Agreement • April 24th, 1998 • Iterated Systems Inc
TABLE OF CONTENTS EXECUTIVE SEVERANCE AGREEMENT PARAGRAPH PAGE NO. --------- -------- 1. Background...................................................... 1 2. Definitions..................................................... 2 3....Executive Severance Agreement • April 24th, 1998 • Iterated Systems Inc • Georgia
Exhibit 10.29 WARRANT PURCHASE AGREEMENTWarrant Purchase Agreement • April 1st, 2002 • Mediabin Inc • Services-computer programming, data processing, etc. • Georgia
Exhibit 10.1 ------------ EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (the "Agreement") is entered into by and between MediaBin, Inc., a Georgia corporation with its principal offices at Suite 600 - Seven Piedmont Center, 3525...Executive Employment Agreement • November 21st, 2001 • Mediabin Inc • Services-computer programming, data processing, etc. • Georgia
W I T N E S S E T H: - - - - - - - - - -Promissory Note Amendment • May 15th, 2002 • Mediabin Inc • Services-computer programming, data processing, etc. • Georgia
As used herein, the term "Registrable Securities" shall means any and ---------------------- all (a) Units issued or issuable upon exercise of the Warrant, and (b) any other security issued or issuable with respect to the Units referred to in clause...Registration Rights Agreement • April 1st, 2002 • Mediabin Inc • Services-computer programming, data processing, etc. • Georgia
AGREEMENT AND PLAN OF MERGER BY AND AMONG INTERWOVEN, INC., MARYLAND ACQUISITION CORP. AND MEDIABIN, INC.Merger Agreement • June 2nd, 2003 • Mediabin Inc • Services-computer programming, data processing, etc. • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of May 30, 2003, among Interwoven, Inc., a Delaware corporation (“Parent”), Maryland Acquisition Corp., a Georgia corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and MediaBin, Inc., a Georgia corporation (“Company”).
LOAN AGREEMENTLoan Agreement • August 14th, 2002 • Mediabin Inc • Services-computer programming, data processing, etc.
THIS LOAN AGREEMENT (this “Agreement”) is made and entered into as of the 1st day of July 2002, by and between MediaBin, Inc., a Georgia corporation (the “Company”), and Gezina AS, a Norwegian corporation (the “Lender”).
ARTICLE 1 -- DEFINITIONSWarrant Agreement • November 13th, 1998 • Iterated Systems Inc • Services-computer programming, data processing, etc. • New York
SHORT TERM ADVANCEShort Term Advance • March 31st, 2003 • Mediabin Inc • Services-computer programming, data processing, etc.
FOR VALUE RECEIVED, the undersigned, MediaBin, Inc., a Georgia corporation (the “Borrower”), promises to pay to Venturos AS, a Norwegian corporation (the “Lender”), at P.O. Box 113, 4552 Farsund, Norway (or at such other place as the Lender may designate in writing to the Borrower), in lawful money of the United States of America, the principal sum of fifty thousand dollars ($50,000), without interest, as hereinafter provided.
Exhibit 10.26 OVERDRAFT FACILITY AGREEMENTOverdraft Facility Agreement • April 1st, 2002 • Mediabin Inc • Services-computer programming, data processing, etc.
SHORT TERM ADVANCEShort Term Advance • May 15th, 2003 • Mediabin Inc • Services-computer programming, data processing, etc.
FOR VALUE RECEIVED, the undersigned, MediaBin, Inc., a Georgia corporation (the “Borrower”), promises to pay to Glastad Holding, Ltd., a Cayman Islands corporation (the “Lender”), at 10 Stratton Street, 4th Floor, London WIX 4EJ (or at such other place as the Lender may designate in writing to the Borrower), in lawful money of the United States of America, the principal sum of fifty thousand dollars ($50,000), without interest, as hereinafter provided.
LOAN AGREEMENTLoan Agreement • November 13th, 2002 • Mediabin Inc • Services-computer programming, data processing, etc.
THIS LOAN AGREEMENT (this “Agreement”) is made and entered into as of the 30th day of September 2002, by and between MediaBin, Inc., a Georgia corporation (the “Company”), and Glastad Holding, Ltd., a Cayman Islands corporation (the “Lender”).
SHORT TERM ADVANCEShort Term Advance • May 15th, 2003 • Mediabin Inc • Services-computer programming, data processing, etc.
FOR VALUE RECEIVED, the undersigned, MediaBin, Inc., a Georgia corporation (the “Borrower”), promises to pay to Venturos AS, a Norwegian corporation (the “Lender”), at P.O. Box 113, 4552 Farsund, Norway (or at such other place as the Lender may designate in writing to the Borrower), in lawful money of the United States of America, the principal sum of two hundred sixty thousand dollars ($260,000), without interest, as hereinafter provided.
SHORT TERM ADVANCEShort Term Advance • May 15th, 2003 • Mediabin Inc • Services-computer programming, data processing, etc.
FOR VALUE RECEIVED, the undersigned, MediaBin, Inc., a Georgia corporation (the “Borrower”), promises to pay to Venturos AS, a Norwegian corporation (the “Lender”), at P.O. Box 113, 4552 Farsund, Norway (or at such other place as the Lender may designate in writing to the Borrower), in lawful money of the United States of America, the principal sum of one hundred twenty thousand dollars ($120,000), without interest, as hereinafter provided.
Exhibit 10.24 AMENDMENT TO PROMISSORY NOTES DEFERRAL OF INTEREST PAYMENTS THIS AMENDMENT TO PROMISSORY NOTES (the "Amendment") is made effective as of the 31st day of December 2001, by and among Glastad Holding Ltd., a Cayman Islands corporation (the...Promissory Notes • April 1st, 2002 • Mediabin Inc • Services-computer programming, data processing, etc. • Georgia
MEDIABIN, INC. AMENDMENT TO LOANS AGREEMENTLoans Agreement • November 13th, 2002 • Mediabin Inc • Services-computer programming, data processing, etc.
This Amendment to Loans Agreement (the “Amendment Agreement”) is entered into as of the 30th day of September, 2002, by and among MediaBin, Inc., a Georgia corporation (the “Company”), Venturos AS, a Norwegian corporation (“Venturos”), Glastad Holding, Ltd., a Cayman Islands corporation (“Glastad”) and Gezina AS, a Norwegian corporation (“Gezina” and collectively with Venturos and Glastad, the “Lenders”).
UNSECURED LOAN AGREEMENTUnsecured Loan Agreement • November 13th, 2002 • Mediabin Inc • Services-computer programming, data processing, etc.
THIS LOAN AGREEMENT (this “Agreement”) is made and entered into as of the 30th day of September 2002, by and between MediaBin, Inc., a Georgia corporation (the “Company”), and Venturos AS, a Norwegian corporation (the “Lender”).
SHORT TERM ADVANCEShort Term Advance • March 31st, 2003 • Mediabin Inc • Services-computer programming, data processing, etc.
FOR VALUE RECEIVED, the undersigned, MediaBin, Inc., a Georgia corporation (the “Borrower”), promises to pay to Venturos AS, a Norwegian corporation (the “Lender”), at P.O. Box 113, 4552 Farsund, Norway (or at such other place as the Lender may designate in writing to the Borrower), in lawful money of the United States of America, the principal sum of one hundred seventy-five thousand dollars ($175,000), without interest, as hereinafter provided.
AMENDMENT TO SHORT TERM ADVANCES DEFERRAL OF PRINCIPAL PAYMENTSShort Term Advances • May 15th, 2003 • Mediabin Inc • Services-computer programming, data processing, etc. • Georgia
This amendment to Short Term Advances (the “Amendment”) is made effective as of the 28th day of February 2003, by and among Venturos AS, a Norwegian corporation (the “Lender”) and MediaBin, Inc., a Georgia corporation (the “Borrower”).
SHORT TERM ADVANCEShort Term Advance • May 15th, 2003 • Mediabin Inc • Services-computer programming, data processing, etc.
FOR VALUE RECEIVED, the undersigned, MediaBin, Inc., a Georgia corporation (the “Borrower”), promises to pay to Gezina AS, a Norwegian corporation (the “Lender”), at Radhusgt.5B 0151 Oslo, Norway (or at such other place as the Lender may designate in writing to the Borrower), in lawful money of the United States of America, the principal sum of forty five thousand dollars ($45,000), without interest, as hereinafter provided.
SHORT TERM ADVANCEShort Term Advance • May 15th, 2003 • Mediabin Inc • Services-computer programming, data processing, etc.
FOR VALUE RECEIVED, the undersigned, MediaBin, Inc., a Georgia corporation (the “Borrower”), promises to pay to Glastad Holding, Ltd., a Cayman Islands corporation (the “Lender”), at 10 Stratton Street, 4th Floor, London WIX 4EJ (or at such other place as the Lender may designate in writing to the Borrower), in lawful money of the United States of America, the principal sum of thirty thousand dollars ($30,000), without interest, as hereinafter provided.
SALE OF ACCOUNTS FACTORING AND SECURITY AGREEMENTSale of Accounts Factoring and Security Agreement • March 31st, 2003 • Mediabin Inc • Services-computer programming, data processing, etc. • New York
This factoring agreement (“Agreement” as defined below) is made and shall be deemed effective this 26 day of February, 2003 (the “Effective Date”) made by and between MediaBin, Inc. (“Seller”) whose form of business is a Corporation, whose office for the conduct of business is located at 7 Piedmont Center, Suite 600, Atlanta, GA 30305, and The Hamilton Group (Delaware), Inc. (“Factor”), a Delaware corporation with offices at P.O. Box 352, North Syracuse, New York 13212, which entities are hereafter occasionally referred to as the Parties.
SHORT TERM ADVANCEShort Term Advance Agreement • March 31st, 2003 • Mediabin Inc • Services-computer programming, data processing, etc.
FOR VALUE RECEIVED, the undersigned, MediaBin, Inc., a Georgia corporation (the “Borrower”), promises to pay to Venturos AS, a Norwegian corporation (the “Lender”), at P.O. Box 113, 4552 Farsund, Norway (or at such other place as the Lender may designate in writing to the Borrower), in lawful money of the United States of America, the principal sum of one hundred fifty thousand dollars ($150,000), without interest, as hereinafter provided.
SHORT TERM ADVANCEShort Term Advance • November 13th, 2002 • Mediabin Inc • Services-computer programming, data processing, etc.
FOR VALUE RECEIVED, the undersigned, MediaBin, Inc., a Georgia corporation (the “Borrower”), promises to pay to Venturos AS, a Norwegian corporation (the “Lender”), at P.O. Box 113, 4552 Farsund, Norway (or at such other place as the Lender may designate in writing to the Borrower), in lawful money of the United States of America, the principal sum of one hundred thousand dollars ($100,000), without interest, as hereinafter provided.
SUBORDINATION AGREEMENTSubordination Agreement • August 14th, 2002 • Mediabin Inc • Services-computer programming, data processing, etc. • Georgia
THIS SUBORDINATION AGREEMENT (“Agreement”) is effective the 30th day of June 2002, by and among Venturos AS, a Norwegian corporation (“Venturos”), Glastad Holding Ltd., a Cayman Island corporation (“Glastad”), and Gezina AS, a Norwegian corporation (“Gezina” and together with Venturos and Glastad, the “Lenders”), and MediaBin, Inc., a Georgia corporation (the “Company”).
SHORT TERM ADVANCEShort Term Advance • May 15th, 2003 • Mediabin Inc • Services-computer programming, data processing, etc.
FOR VALUE RECEIVED, the undersigned, MediaBin, Inc., a Georgia corporation (the “Borrower”), promises to pay to Venturos AS, a Norwegian corporation (the “Lender”), at P.O. Box 113, 4552 Farsund, Norway (or at such other place as the Lender may designate in writing to the Borrower), in lawful money of the United States of America, the principal sum of two hundred fifty thousand dollars ($250,000), without interest, as hereinafter provided.
