WATERGATE OFFICE TOWERS TOWER III—2000 POWELL STREET EMERYVILLE, CALIFORNIA OFFICE LEASE AGREEMENT BETWEEN EOP-EMERYVILLE PROPERTIES, L.L.C., A Delaware limited liability company ("LANDLORD") AND LECG, LLC, A California limited liability company...Office Lease Agreement • August 25th, 2003 • Lecg Corp • California
This Exhibit is attached to and made a part of the Lease by and between EOP-EMERYVILLE PROPERTIES, L.L.C., a Delaware limited liability company ("Landlord") and LECG, LLC, a California limited liability company ("Tenant") for space in the Building located at 2000 Powell Street, Emeryville, California.
SENIOR MANAGEMENT AGREEMENTSenior Management Agreement • August 25th, 2003 • Lecg Corp • District of Columbia
THIS SENIOR MANAGEMENT AGREEMENT (this "Agreement") is made as of September 29, 2000, among LECG HOLDING COMPANY, LLC, a California limited liability company (the "Company"), LECG, LLC, a California limited liability company and wholly-owned Subsidiary of the Company ("LECG") and DAVID KAPLAN (the "Executive"). Certain provisions of this Agreement are intended for the benefit of, and will be enforceable by, TCEP. Certain definitions are set forth in Section 4 of this Agreement.
LOAN AGREEMENTLoan Agreement • August 25th, 2003 • Lecg Corp • California
THIS LOAN AGREEMENT is entered into as of November 1, 2000, by and between Mukesh Bajaj, an individual residing at 6537 Aitken Drive, Oakland, CA 94611 ("Borrower"), and LECG Holding Company, LLC, a California limited liability company having its principal office at 2000 Powell Street, Suite 600, Emeryville, CA 94608 (the "Company"). Certain definitions are set forth in Section 4 below.
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • August 25th, 2003 • Lecg Corp • Minnesota
THIS AMENDED AND RESTATED SECURITY AGREEMENT, dated as of , 2003, is made and given by LECG, LLC, a limited liability company organized under the laws of the State of California (the "Grantor"), to U.S. BANK NATIONAL ASSOCIATION, a national banking association, as administrative agent for the banks (the "Banks") from time to time party to the Credit Agreement defined below (the "Secured Party").
GUARANTY AGREEMENTGuaranty Agreement • August 25th, 2003 • Lecg Corp • Delaware
THIS GUARANTY AGREEMENT (as amended, restated, supplemented or otherwise modified, this "Guaranty"), dated as of June 12, 2002 is made by DAVID J. TEECE, an individual (the "Guarantor"), in favor of THOMA CRESSEY FUND VII, L.P., a Delaware limited partnership ("TCEP).
SHARE SUBSCRIPTION AGREEMENT LECG, LLC as LECG and LECG Korea, LLC as the Company and The Individuals listed on Exhibit I collectively as the K&C Shareholders Dated as of July 19, 2003Share Subscription Agreement • August 25th, 2003 • Lecg Corp
LECG, LLC, a limited liability company duly organized and existing under the laws of the State of California of the United States of America, having its registered office at 2000 Powell Street, Suite 600, Emeryville, CA 94608, U.S.A. ("LECG");
AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 25th, 2003 • Lecg Corp • Minnesota
THIS AMENDED AND RESTATED CREDIT AGREEMENT, dated as of , 2003, is by and between LECG, LLC, a limited liability company organized under the laws of the State of California (the "Borrower"), the banks which are signatories hereto (individually, a "Bank" and, collectively, the "Banks"), U.S. BANK NATIONAL ASSOCIATION, a national banking association, one of the Banks, as administrative agent for the Banks (in such capacity, the "Agent") and LA SALLE BANK NATIONAL ASSOCIATION, a national banking association, one of the Banks, as documentation agent for the Banks (in such capacity, the "Documentation Agent").
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 25th, 2003 • Lecg Corp • California
THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement") is made as of September 29, 2000, by and among (i) LECG Holding Company, LLC, a California limited liability company (the "Company"), (ii) TCEP/LECG FUNDING CORPORATION, a Delaware corporation ("TCEP"), (iii) DAVID J. TEECE and DAVID KAPLAN (the "Executives"), (iv) the institutional investors listed on the signature pages hereto (each an "iCap Entity") and (v) any other Person who becomes a party to this Agreement by executing and delivering a joinder to this Agreement ("Joinder Agreement") in the form of Exhibit B attached hereto (who, together with TCEP, the Executives and the iCap Entities, are collectively herein as the "Securityholders"). Certain definitions are set forth in Section 8 below.
JOINT VENTURE AGREEMENT LECG, LLC as LECG and LECG Korea, LLC as the Company and The Individuals listed on Exhibit I collectively as the K&C Member Dated as of July 19, 2003Joint Venture Agreement • August 25th, 2003 • Lecg Corp
LECG, LLC, a limited liability company duly organized and existing under the laws of the State of California of the United States of America and having its registered head office at 2000 Powell Street, Suite 600, Emeryville, CA 94608, U.S.A. ("LECG"), which has been the sole member of LECG Korea, LLC prior to the date of this Agreement.
FIRST AMENDMENT TO BUY SELL AGREEMENTBuy Sell Agreement • August 25th, 2003 • Lecg Corp • California
THIS FIRST AMENDMENT TO BUY SELL AGREEMENT (the "First Amendment") is entered into effective as of this 2nd day of December, 2002, by and among LECG HOLDING COMPANY, LLC, a California limited liability company (the "Company"), and the undersigned unitholders of the Company (the "Unitholders").
FIRST AMENDMENT TO EMPLOYMENT LETTEREmployment Agreement • August 25th, 2003 • Lecg Corp
THIS FIRST AMENDMENT TO EMPLOYMENT LETTER ("First Amendment") is entered into effective this 13th day of June 2003, by and between LECG, LLC, a California Limited Liability Company ("LECG") and WALTER VANDAELE ("Employee"), with reference to the following facts:
BUY SELL AGREEMENTBuy Sell Agreement • August 25th, 2003 • Lecg Corp • California
For value received, the undersigned, (the "Maker"), promises to pay to the principal sum of , with simple interest on unpaid principal at the lower of (i) a rate equal to the publicly announced reference (prime) rate charged by Bank of America, NT&SA or its successors in interest on the date hereof and (ii) the highest interest rate legally allowable, which interest shall accrue from the date hereof.
LETTER AGREEMENT June 12, 2002Letter Agreement • August 25th, 2003 • Lecg Corp • Illinois
This letter ("Letter Agreement") sets forth the terms applicable to the Separation. The closing of the transaction will occur on the date hereof (the "Closing Date")(it being understood that the separation of the Transferred Employees (as hereinafter defined) from Andersen shall be deemed to be effective on June 10, 2002 (the "Employment Effective Date")).
ASSET PURCHASE AGREEMENT Dated as of September 29, 2000 Among NAVIGANT CONSULTING, INC. LECG, INC. LECG HOLDING COMPANY, LLC and LECG, LLCAsset Purchase Agreement • August 25th, 2003 • Lecg Corp • Illinois
ASSET PURCHASE AGREEMENT, dated as of September 29, 2000, among Navigant Consulting, Inc, a Delaware corporation ("Parent"), LECG, Inc., a California corporation ("Seller"), LECG Holding Company, LLC, a California limited liability company ("Buyer Parent"), and LECG, LLC, a California limited liability company ("Buyer").
GUARANTYGuaranty • August 25th, 2003 • Lecg Corp • MinnesotaTHIS GUARANTY ("Guaranty"), dated as of March 31, 2003, is made and given by LECG HOLDING COMPANY, LLC., a limited liability company organized under the laws of the State of California (the "Guarantor"), in favor of the lenders (the "Banks") from time to time party to the Credit Agreement defined below and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as administrative agent for the Banks (in such capacity, the "Agent").
GUARANTY AGREEMENTGuaranty Agreement • August 25th, 2003 • Lecg Corp • North Carolina
THIS GUARANTY AGREEMENT (as amended, restated, supplemented or otherwise modified, this "Guaranty"), dated as of June 13, 2002 is made by THOMA CRESSEY FUND VII, L.P., a Delaware limited partnership (the "Guarantor"), in favor of WACHOVIA BANK, NATIONAL ASSOCIATION (formerly known as First Union National Bank), as Administrative Agent (the "Administrative Agent"), for the ratable benefit of itself and the financial institutions (the "Lenders") from time to time parties to the Credit Agreement referred to below.
AGREEMENTEmployment Agreement • August 25th, 2003 • Lecg Corp • New York
This Agreement is made and entered into on March 19, 2001 (the "Effective Date"), by and among LECG, LLC, a California limited liability company ("LECG"), and PA Consulting Group, Inc., a New Jersey corporation (the "Company"), and PA Holdings Limited, a United Kingdom corporation on behalf of its subsidiaries, affiliates, predecessors and successors (collectively, "PA Holdings"). The Company and PA Holdings are collectively referred to herein as "PA."
OPERATING AGREEMENT FOR LECG, LLCOperating Agreement • August 25th, 2003 • Lecg Corp • California
This Operating Agreement, effective as of June 5, 2000 (the "Effective Date") is made by LECG Holding Company, LLC, a California limited liability company (the "Member"), with reference to the following facts:
LEASE AGREEMENT by and between FARRAGUT CENTER LLC ("Landlord") and LECG, LLC ("Tenant") December 27, 2000 Property: 1725 Eye Street, N.W. Washington, D.C.Lease Agreement • August 25th, 2003 • Lecg Corp
THIS LEASE AGREEMENT ("Lease") is made this 27th day of December 2000, by and between FARRAGUT CENTER LLC, a District of Columbia limited liability company, ("Landlord") and LECG, LLC, a California limited liability company ("Tenant").
Thoma Cressey Equity Partners, Inc. One Embarcadero Center, Suite 2930 San Francisco, California 94111 June 13, 2002Letter Agreement • August 25th, 2003 • Lecg Corp • Delaware
This letter agreement (the "Letter Agreement") is entered into by and among LECG Holding Company, LLC ("Parent"), LECG, LLC, a California limited liability company (the "Company"), Thoma Cressey Fund VII, L.P., a Delaware limited partnership ("TCEP") and David J. Teece ("Teece"). Reference is made to that certain Credit Agreement dated as of September 29, 2000 by and among Parent, the Company and the Lenders referred to therein, as amended (the "Credit Agreement").
