0000912057-02-035567 Sample Contracts

FOOTHILL CAPITAL LETTERHEAD] July 31, 2002
Loan and Security Agreement • September 16th, 2002 • Qad Inc • Services-prepackaged software

Reference is made to that certain Loan and Security Agreement, dated as of September 8, 2000, by and between Foothill Capital Corporation ("Lender") and QAD Inc. ("Borrower"), as amended (as so amended, the "Loan Agreement"). Capitalized terms, which are used herein but not defined herein, shall have the meanings ascribed to them in the Loan Agreement.

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STANDARD FORM OF AGREEMENT BETWEEN OWNER AND CONSULTANT FOR THE QAD ORTEGA HILL PROJECT
Consultant Agreement • September 16th, 2002 • Qad Inc • Services-prepackaged software

AGREEMENT made as of the 12th day of June, in the year 2002 BETWEEN the Consultant's client identified as the Owner QAD Inc. 6450 Via Real Carpinteria, CA 93013 and the Consultant: Ove Arup & Partners California 2440 S. Sepulveda Boulevard Suite 180 Los Angeles, CA 90064 USA Consultant's Discipline or Services: See Exhibit A For the following Project: QAD Ortega Hill The Owner and Consultant agree as follows.

MASTER SERVICES AGREEMENT BETWEEN EQUANT INC. AND QAD INC. AGREEMENT NUMBER: MSA/US/QAD/06/02/05 DATED: June 6, 2002 Final
Master Services Agreement • September 16th, 2002 • Qad Inc • Services-prepackaged software • New York
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