0001104659-05-004264 Sample Contracts

Exhibit B to Stock Purchase Agreement REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 7th, 2005 • Unify Corp • Services-prepackaged software • California

This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 2nd day of February, 2005 by and among UNIFY CORPORATION, a Delaware corporation (the “Company”), and Daniel Romine and Carrie Romine, collectively, as “Sellers” named in that certain Stock Purchase Agreement by and among the Company and the Sellers dated of even date herewith (the “Purchase Agreement”).

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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • February 7th, 2005 • Unify Corp • Services-prepackaged software • California

THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is entered into as of February 2, 2005 between UNIFY CORPORATION, a Delaware corporation (“Purchaser”). ACUITREK INC. a California corporation (“Acuitrek”) and DANIEL ROMINE and CARRIE ROMINE (each, a “Seller” and collectively, the “Sellers”).

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