CONFIDENTIALITY, PROPRIETARY RIGHTS AND NON-COMPETITION AGREEMENTNon-Competition Agreement • November 1st, 2002 • Tanning Technology Corp • Services-computer integrated systems design • Colorado
QuickLinks -- Click here to rapidly navigate through this documentTanning Technology Corp • November 1st, 2002 • Services-computer integrated systems design
I, Larry G. Tanning, on behalf of myself and Tanning Family Partnership, L.L.L.P. (the "Seller"), hereby agree to sell to Tanning Technology Corporation ("Tanning"), that number of shares of Tanning common stock, par value $.01 (the "Shares") determined by dividing the Repayment Amount (as hereinafter defined) by the closing market price of the Shares (the "Share Price") on August 23, 2002 (the "Determination Date") for a per Share purchase price equal to the Share Price. The "Repayment Amount" shall equal all amounts outstanding, together with accrued interest, as of the Determination Date, under my Promissory Note (the "Note") to the Company dated August 2, 1999, as amended August 2, 2001. I further agree to apply all proceeds from the sale of Shares to fully repay all amounts outstanding, together with accrued interest under the Note. The sale of Shares and repayment referred to herein (the "Transaction") shall be consummated as promptly as practicable following the Determination Da
