STOCKHOLDERS AGREEMENT OF SUNSHINE ACQUISITION CORPORATIONStockholders Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • Delaware
November 17, 2005 Wachovia Capital Markets, LLC J.P. Morgan Securities Inc. Banc of America Securities LLC c/o Wachovia Capital Markets, LLC One Wachovia Center 301 South College Street Charlotte, North Carolina 28288 Ladies and Gentlemen: SUNSHINE...Purchase Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
RECITALSRegistration Rights Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • Delaware
AGREEMENT:Management Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • Delaware
W I T N E S S E T H :Assumption Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
EXHIBIT 10.13 EMPLOYMENT AGREEMENT This Agreement, dated as of November 23, 2005, is entered into by and between William C. Stone (the "Executive") and Sunshine Acquisition Corporation, a Delaware corporation (together with any successor thereto, the...Employment Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • Connecticut
INDENTUREIndenture • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
EXHIBIT 4.5 REGISTRATION RIGHTS AGREEMENT Dated as of November 23, 2005Registration Rights Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
JOINDER AGREEMENTJoinder Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
made byGuarantee and Collateral Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
EXHIBIT 3.8 AMENDED AND RESTATED OPERATING AGREEMENTOperating Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
amongCredit Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
RECITALSManagement Rights Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • Delaware
NOTE GUARANTEENote Guarantee • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software
This Note Guarantee will become effective in accordance with Article Ten of the Indenture and its terms shall be evidenced therein. The validity and enforceability of this Note Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Indenture dated as of November 23, 2005, among Sunshine Acquisition II, Inc., a Delaware corporation, SS&C Technologies, Inc., a Delaware corporation (the "Company"), the Guarantors party thereto and Wells Fargo Bank, National Association, as trustee (as amended or supplemented, the "Indenture").
JOINDER AGREEMENTJoinder Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
COGENT MANAGEMENT INC.Note Guarantee • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software
This Note Guarantee will become effective in accordance with the Indenture and its terms shall be evidenced therein. The validity and enforceability of this Note Guarantee shall not be affected by the fact that it is not affixed to any particular Note. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Indenture dated as of November 23, 2005, among Sunshine Acquisition II, Inc., a Delaware corporation, SS&C Technologies Inc., a Delaware corporation, the Guarantors party thereto and Wells Fargo Bank, National Association, as trustee, as supplemented by the First Supplemental Indenture dated as of April 27th, 2006 (as further amended or supplemented, the "Indenture").
SERVICE PROVIDER STOCKHOLDERS AGREEMENT OF SUNSHINE ACQUISITION CORPORATIONService Provider Stockholders Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • Delaware
ANDGuarantee and Collateral Agreement • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • Ontario
WITNESSETHSupplemental Indenture • June 19th, 2006 • Cogent Management Inc • Services-prepackaged software • New York
