WARRANT AGREEMENT ARKONA INC. THIS WARRANT AGREEMENT (the "Agreement"), is made as December [___] (the "Effective Date") by and between ARKONA INC., a Delaware corporation with offices at 10542 South Jordan Gateway, South Jordan, Utah 84095, (the...Warrant Agreement • July 9th, 2002 • Arkona Inc • Services-computer integrated systems design • Delaware
AGREEMENTShareholder Agreement • February 2nd, 2000 • Sundog Technologies Inc • Services-computer integrated systems design • Utah
EXHIBIT C FORM OF SERIES A WARRANTWarrant Agreement • June 29th, 1998 • Thorsden Group LTD • Blank checks • Delaware
Agreement ---------Merger Agreement • February 13th, 2001 • Sundog Technologies Inc • Services-computer integrated systems design
Exhibit 10.2 ESCROW AGREEMENT THIS AGREEMENT, dated this 15th day of August, 2000, by and between Sundog Technologies, Inc. ("Borrower"), Braveheart, Inc., ("Lender"), and Steven Kapustin ("Escrow Agent"); WITNESSETH: WHEREAS, Borrower has certain...Escrow Agreement • August 22nd, 2000 • Sundog Technologies Inc • Services-computer integrated systems design • Pennsylvania
REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is entered into as of the 7th day of March, 2000, by and among Envision Development Corporation, a Florida corporation ("Envision" or the "Company"), Sundog...Registration Rights Agreement • April 24th, 2000 • Sundog Technologies Inc • Services-computer integrated systems design • Delaware
Exhibit 10.3 OFFICE LEASE [RiverPark Corporate Center--Building Three] THIS OFFICE LEASE (this "Lease") is entered into as of the 21st day of January, 2005, between RIVERPARK THREE, LLC, a Utah limited liability company ("Landlord"), whose address is...Office Lease • July 14th, 2005 • Arkona Inc • Services-computer integrated systems design • Utah
NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE...Securities Agreement • August 14th, 2006 • Arkona Inc • Services-computer integrated systems design
AMENDMENT TO WARRANT AGREEMENT THIS AMENDMENT TO WARRANT AGREEMENT (this "Amendment") to the Warrant Agreement dated December 21, 2001 (the "Agreement") by and between Arkona, Inc., a Delaware corporation (the "Company"), and Paul Henriod, an...Warrant Agreement • February 14th, 2007 • Arkona Inc • Services-computer integrated systems design
ARTICLE I SALE OF ASSETS; CLOSINGAsset Purchase Agreement • November 21st, 2000 • Sundog Technologies Inc • Services-computer integrated systems design • Utah
VOTING AGREEMENTVoting Agreement • June 30th, 2000 • Sundog Technologies Inc • Services-computer integrated systems design • Delaware
andRights Agreement • January 18th, 2001 • Sundog Technologies Inc • Services-computer integrated systems design • Delaware
VOTING AGREEMENT VOTING AGREEMENT, dated as of April 7, 2000 (this "Agreement"), is entered into between Alta Limited ("Alta"), Sundog Technologies, Inc. ("Sundog") and RockMountain Ventures Fund, LP ("Rock" and, together with Alta and Sundog, the...Voting Agreement • June 30th, 2000 • Sundog Technologies Inc • Services-computer integrated systems design • Delaware
ARKONA, INC. STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (the "Agreement") is made and entered into as December 19, 2006 by and between Arkona, Inc., a Delaware corporation (the "Company"), and Leland H. Boardman, an individual (the...Stock Purchase Agreement • December 21st, 2006 • Arkona Inc • Services-computer integrated systems design • Utah
ASSIGNMENTAssignment • April 24th, 2000 • Sundog Technologies Inc • Services-computer integrated systems design
RECITALS --------Stock Acquisition Agreement • June 30th, 2000 • Sundog Technologies Inc • Services-computer integrated systems design • Delaware
SUNDOG CORPORATION EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT ("Agreement") is entered into this 9th day of November, 2000 (hereinafter the "Effective Date") by and between Sundog Technologies, Inc., 10542 Jordan Gateway, Suite 200, South City...Employment Agreement • November 21st, 2000 • Sundog Technologies Inc • Services-computer integrated systems design • Utah
EXHIBIT 10.1 PATENT PURCHASE AGREEMENT This PATENT PURCHASE AGREEMENT ("Agreement") is entered into on April 16, 2004 ("Effective Date") by and between Buck International LLC with an office at 171 Main St. #271, Los Altos, California 94022...Patent Purchase Agreement • July 20th, 2006 • Arkona Inc • Services-computer integrated systems design • Delaware
Exhibit 10.1 COLLATERAL LOAN AGREEMENT For Loan No. 0008-02R2 This Collateral Loan Agreement (the "Agreement"), dated this 15th day of August, 2000, is entered into between Sundog Technologies, Inc., a Delaware corporation with a principal address at...Collateral Loan Agreement • August 22nd, 2000 • Sundog Technologies Inc • Services-computer integrated systems design • Delaware
EMPLOYMENT AGREEMENTEmployment Agreement • April 27th, 2007 • Arkona Inc • Services-computer integrated systems design • New York
This Employment Agreement (the “Agreement”) is entered into as of this 26th day of April, 2007 (the “Effective Date”) by and among Richard Holland (“Employee”), Arkona, Inc. (“Employer”) and DA Acquisition Corp., a Delaware corporation (“MergerSub”), a subsidiary of DealerTrack Holdings, Inc., a Delaware corporation (“Parent”). This Agreement shall become effective on the date (the “Effective Date”) that the merger of MergerSub with and into Employer becomes effective pursuant to the terms of the Agreement and Plan of Merger by and among the Parent, MergerSub and Employer dated as of April 26, 2007 (including exhibits attached thereto, the “Merger Agreement”) and shall be of no force or effect if the Merger Agreement is terminated in accordance with its terms.
Qui Vive, Inc. (A Subsidiary of Sundog Technologies, Inc.) Stock Option Grant and Agreement Pursuant to the terms and conditions of the Qui Vive, Inc. 1998 Stock Option and Incentive Plan (the "Plan"), Qui Vive, Inc., a Delaware corporation (the...Stock Option Grant and Agreement • June 29th, 1999 • Thorsden Group LTD • Services-computer integrated systems design • Utah
ContractDistribution Agreement • May 1st, 2007 • Arkona Inc • Services-computer integrated systems design • England
CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR PORTIONS OF THIS EXHIBIT. THE COPY FILED HEREWITH OMITS THE INFORMATION SUBJECT TO THE CONFIDENTIALITY REQUEST. OMISSIONS ARE DESIGNATED BY ***. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
EMPLOYEE CONFIDENTIALITY, WORK PRODUCT AND NON-COMPETITION AGREEMENT This Employee Confidentiality, Work Product and NonCompetition Agreement ("Agreement") by and between Arkona, L.L.C. ("Arkona"), and the undersigned employee ("Employee") is...Employee Confidentiality, Work Product and Non-Competition Agreement • May 7th, 1998 • Thorsden Group LTD • Blank checks • Utah
AMENDMENT TO WARRANT AGREEMENTWarrant Agreement • April 27th, 2007 • Arkona Inc • Services-computer integrated systems design
THIS AMENDMENT TO WARRANT AGREEMENT (this “Amendment”) to the Warrant identified below by and between Arkona, Inc., a Delaware corporation (the “Company”), and the undersigned (the “Holder”) is made as of April 26, 2007. Capitalized terms used but not defined herein have the meaning set forth in the Warrant. In consideration of the mutual promises and covenants set forth herein and in the Warrant and other good and valuable consideration, the receipt of which is hereby acknowledged by the parties, the parties hereto agree as follows:
AGREEMENT AND PLAN OF MERGER by and among ARKONA, INC., DEALERTRACK HOLDINGS, INC., and DA ACQUISITION CORP. Dated as of April 26, 2007Merger Agreement • April 27th, 2007 • Arkona Inc • Services-computer integrated systems design • Delaware
THIS AGREEMENT AND PLAN OF MERGER, dated as of April 26, 2007 (this “Agreement”), is made and entered into by and among Arkona, Inc., a Delaware corporation (the “Company”), DealerTrack Holdings, Inc., a Delaware corporation (“Parent”), and DA Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“MergerSub”, and together with Parent, the “Buyer Parties”).
AND AGREEMENTStock Loan Commitment and Agreement • July 14th, 2000 • Sundog Technologies Inc • Services-computer integrated systems design
SOFTWARE SUPPORT AGREEMENT This Software Support Agreement is entered into this 31st day of October, 1997 by and between Arkona Software Inc. a Utah Corporation of 4505 South Wasatch Blvd #34O7 Salt Lake City, UT 84124 ("ARKONA") and OEC Medical...Software Support Agreement • May 7th, 1998 • Thorsden Group LTD • Blank checks • Utah
AGREEMENTDetailed Agreement • May 7th, 1998 • Thorsden Group LTD • Blank checks • Utah
AMENDMENT TO WARRANT AGREEMENTWarrant Agreement • April 27th, 2007 • Arkona Inc • Services-computer integrated systems design
THIS AMENDMENT TO WARRANT AGREEMENT (this “Amendment”) to the Warrants identified below by and between Arkona, Inc., a Delaware corporation (the “Company”), and the undersigned (the “Holder”) is made as of April 26, 2007. Capitalized terms used but not defined herein have the meaning set forth in the Warrants. In consideration of the mutual promises and covenants set forth herein and in the Warrants and other good and valuable consideration, the receipt of which is hereby acknowledged by the parties, the parties hereto agree as follows:
Arkona, Inc. and Atlas Stock Transfer Corporation Amended and Restated Rights Agreement Dated as of April 26, 2007Rights Agreement • April 27th, 2007 • Arkona Inc • Services-computer integrated systems design • Delaware
This AMENDED AND RESTATED RIGHTS AGREEMENT, dated as of April 26, 2007 (the “Agreement”), amends and restates that certain Rights Agreement (the “Previous Agreement”) dated December 22, 2000 between Arkona, Inc., a Delaware corporation, then known as Sundog Technologies, Inc. (the “Company”), and Atlas Stock Transfer Corporation (the “Rights Agent”).
STAND-ALONE REVOLVING NOTEStand-Alone Revolving Note • August 14th, 2006 • Arkona Inc • Services-computer integrated systems design • Utah
