1 EXHIBIT 10.13 COAST LOAN AND SECURITY AGREEMENT BORROWER: PROBUSINESS, INC., A CALIFORNIA CORPORATION ADDRESS: 5934 GIBRALTER DR., SUITE 201 PLEASANTON, CA 94588 DATE: APRIL 30, 1996 THIS LOAN AND SECURITY AGREEMENT is entered into on the above date...Loan and Security Agreement • March 12th, 1997 • Probusiness Services Inc • California
ANDAgreement and Plan of Reorganization • March 12th, 1997 • Probusiness Services Inc • California
PROMISSORY NOTEPromissory Note • March 12th, 1997 • Probusiness Services Inc • California
COMMON STOCKUnderwriting Agreement • March 12th, 1997 • Probusiness Services Inc • California
1 2 immediately before Holder delivers its Notice of Exercise to the Company. If the Shares are not traded in a public market, the Board of Directors of the Company shall determine fair market value in its reasonable good faith judgment. The foregoing...Warrant Agreement • March 12th, 1997 • Probusiness Services Inc • California
2- 3 1.7.4 Purchase Right. Notwithstanding the foregoing, at the election of Holder, the Company shall purchase the unexercised portion of this Warrant for cash upon the closing of any Acquisition for an amount equal to (a) the fair market value of...Warrant Agreement • March 12th, 1997 • Probusiness Services Inc • California
1 EXHIBIT 10.12 LOAN AGREEMENT This LOAN AGREEMENT, dated as of October 20, 1995 (the "Agreement"), is made by and among ProBusiness, Inc., a California corporation ("Borrower") with its principal office at 5934 Gibraltar Drive, Pleasanton, California...Loan Agreement • March 12th, 1997 • Probusiness Services Inc • California
RECITALSRegistration Rights Agreement • March 12th, 1997 • Probusiness Services Inc • California
2- 3 (b) Benefit Plans. Employee will be entitled to participate in or receive benefits under ProBusiness's employee benefit plans and policies as in effect from time to time in which Employee is eligible to participate, subject to the applicable...Employment Agreement • March 12th, 1997 • Probusiness Services Inc • California
1 EXHIBIT 4.6(b) THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN...Warrant Agreement • March 12th, 1997 • Probusiness Services Inc • California
1 Exhibit 10.11 PROBUSINESS SERVICES, INC. INDEMNIFICATION AGREEMENT This Indemnification Agreement ("Agreement") is made as of this ___ day of ____, 1996, by and between ProBusiness Services, Inc., a Delaware corporation (the "Company"), and...Indemnification Agreement • March 12th, 1997 • Probusiness Services Inc • Delaware
1 EXHIBIT 10.1 [CB LOGO] OFFICE BUILDING LEASE CB COMMERCIAL REAL ESTATE GROUP, INC. BROKERAGE AND MANAGEMENT LICENSED REAL ESTATE BROKER TABLE OF CONTENTSOffice Building Lease • March 12th, 1997 • Probusiness Services Inc
1- 2 Build-to-Suit Lease dated September 27, 1996 between Landlord and the Company (the "Lease Agreement") on the shell and core of the Building (as that term is defined in the Lease Agreement) and the first phase of the interior improvements of the...Warrant Agreement • March 12th, 1997 • Probusiness Services Inc • California
LINC CAPITAL MANAGEMENT, A DIVISION OF Linc Capital Management, SCIENTIFIC LEASING INC. EQUIPMENT SCHEDULE a division of Scientific Leasing Inc. 303 East Wacker Drive Chicago, Illinois 60601 Equipment Location: 5934 Gibraltar Drive (312) 946-1000...Equipment Lease Agreement • March 12th, 1997 • Probusiness Services Inc
2- 3 (ii) Adjustment of Number of Shares. Upon each adjustment in the Warrant Price, the number of Shares of Common Stock purchasable hereunder shall, in the case of an increase in the Warrant Price, be proportionately decreased or, in the case of a...Warrant Agreement • March 12th, 1997 • Probusiness Services Inc • California
1 Exhibit 10.6 OFFICE LEASEOffice Lease • March 12th, 1997 • Probusiness Services Inc • Washington
1 EXHIBIT 10.20 PROBUSINESS, INC. SERIES F PREFERRED STOCK PURCHASE AGREEMENT MARCH 12, 1997 TABLE OF CONTENTSSeries F Preferred Stock Purchase Agreement • March 12th, 1997 • Probusiness Services Inc • California
OFFICE BUILDING LEASE BETWEEN KOLL CENTER IRVINE NUMBER TWO LANDLORD AND PRO BUSINESS, INC. TENANT 2 STANDARD LEASE [SHORT FORM]Office Building Lease • March 12th, 1997 • Probusiness Services Inc
EXHIBIT 10.21 ============================================================================== STOCKHOLDERS AGREEMENTStockholders Agreement • March 12th, 1997 • Probusiness Services Inc • California
AMONGStock Acquisition Agreement • March 12th, 1997 • Probusiness Services Inc • California
3- 4 2.3 Removal of Legends and Transfer Restrictions. The legend relating to the Act endorsed on each Warrant or stock certificate pursuant to Section 2.2 and the stop transfer instructions with respect to the Warrants or the Shares or underlying...Warrant Purchase Agreement • March 12th, 1997 • Probusiness Services Inc • California
PAGE ---- Article 1 LEASE OF PREMISES . . . . . . . . . . . . . . . . . . . . 1 Article 2 DEFINITIONS . . . . . . . . . . . . . . . . . . . . . . . 1 Article 3 EXHIBITS AND ADDENDA . . . . . . . . . . . . . . . . . . 2 Article 4 DELIVERY OF POSSESSION...Lease Agreement • March 12th, 1997 • Probusiness Services Inc
NOTELoan Agreement • March 12th, 1997 • Probusiness Services Inc
