0001047469-04-023801 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • July 21st, 2004 • Unify Corp • Services-prepackaged software • New York

This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 26th day of April, 2004 by and among UNIFY CORPORATION, a Delaware corporation (the “Company”), and the “Investors” named in that certain Purchase Agreement by and among the Company and the Investors (the “Purchase Agreement”).

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PURCHASE AGREEMENT
Purchase Agreement • July 21st, 2004 • Unify Corp • Services-prepackaged software • New York

THIS PURCHASE AGREEMENT (“Agreement”) is made as of the 23rd day of April, 2004 by and among UNIFY CORPORATION, a Delaware corporation (the “Company”), and the Investors set forth on the signature pages affixed hereto (each an “Investor” and collectively the “Investors”).

January 8, 2002
Unify Corp • July 21st, 2004 • Services-prepackaged software

FOURTH AMENDMENT TO OFFICE BUILDING LEASE DATED DECEMBER 17, 1999 BY AND BETWEEN THE CAMBAY GROUP INC., A CALIFORNIA CORPORATION, AS LANDLORD AND UNIFY CORPORATION, AS TENANT.

Silicon Valley Bank Amendment to Loan Documents
Unify Corp • July 21st, 2004 • Services-prepackaged software

THIS AMENDMENT TO LOAN DOCUMENTS is entered into between Silicon Valley Bank (“Silicon”) and the borrower named above (“Borrower”).

FIFTH AMENDMENT TO LEASE AND TERMINATION OF STOCK PLEDGE AGREEMENT
Termination of Stock Pledge Agreement • July 21st, 2004 • Unify Corp • Services-prepackaged software

THIS FIFTH AMENDMENT TO LEASE AND TERMINATION OF STOCK PLEDGE AGREEMENT (“Amendment”) is executed as of the 18th day of September, 2003, between THE CAMBAY GROUP, INC., a California corporation (“Landlord”), and UNIFY CORPORATION, a Delaware corporation (“Tenant”).

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