0001193125-03-061000 Sample Contracts

TAX DISAFFILIATION AGREEMENT
Tax Disaffiliation Agreement • October 14th, 2003 • Radiant Systems Inc • Services-computer integrated systems design

TAX DISAFFILIATION AGREEMENT, dated as of , 2003, by and between Radiant Systems, Inc., a Georgia corporation (“Radiant”), and Wave Enterprise Systems, Inc., a Georgia corporation (“Enterprise”).

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NONCOMPETITION AGREEMENT
Noncompetition Agreement • October 14th, 2003 • Radiant Systems Inc • Services-computer integrated systems design • Georgia

THIS NONCOMPETITION AGREEMENT (this “Agreement”), is made and entered into this day of , 2003, by and between EREZ GOREN, an individual resident of the State of Georgia (“Shareholder”) and RADIANT SYSTEMS, INC., a Georgia corporation (“Radiant”).

SEPARATION AGREEMENT by and between RADIANT SYSTEMS, INC. and WAVE ENTERPRISE SYSTEMS, INC. Dated as of , 2003
Separation Agreement • October 14th, 2003 • Radiant Systems Inc • Services-computer integrated systems design • Georgia

THIS SEPARATION AGREEMENT (this “Agreement”), dated as of , 2003, by and between RADIANT SYSTEMS, INC., a Georgia corporation (“Radiant”), and WAVE ENTERPRISE SYSTEMS, INC., a Georgia corporation (“Enterprise”);

RESELLER AND SERVICES AGREEMENT BETWEEN RADIANT SYSTEMS, INC. AND WAVE ENTERPRISE SYSTEMS, INC. DATED __________ __, 2003
Reseller Agreement • October 14th, 2003 • Radiant Systems Inc • Services-computer integrated systems design • Georgia

This Reseller Agreement (this “Agreement”) is effective as of this ____ day of _________ __, 2003, between Radiant Systems, Inc., a corporation organized and existing under the laws of the State of Georgia, with its principal place of business at 3925 Brookside Parkway, Alpharetta, Georgia 30022 (hereinafter “Radiant”), and Wave Enterprise Systems, Inc., a corporation organized and existing under the laws of the State of Georgia, with its principal place of business at 3905 Brookside Parkway, Alpharetta, Georgia 30022 (hereinafter “Enterprise”).

SUBLEASE AND FACILITIES AGREEMENT (3905 Brookside Parkway, Alpharetta, Georgia)
Sublease and Facilities Agreement • October 14th, 2003 • Radiant Systems Inc • Services-computer integrated systems design • Georgia

THIS SUBLEASE AND FACILITIES AGREEMENT (“Sublease”) is dated as of the day of , 2003 (the “Effective Date”), by and between RADIANT SYSTEMS, INC., a Georgia corporation (“Sublandlord”), and WAVE ENTERPRISE SYSTEMS, INC., a Georgia corporation (“Subtenant”).

EMPLOYEE BENEFITS AGREEMENT BY AND BETWEEN RADIANT SYSTEMS, INC. AND WAVE ENTERPRISE SYSTEMS, INC. Dated as of , 2003
Employee Benefits Agreement • October 14th, 2003 • Radiant Systems Inc • Services-computer integrated systems design • Georgia

This EMPLOYEE BENEFITS AGREEMENT, dated as of the day of , 2003, is by and between Radiant Systems, Inc., a Georgia corporation (“Radiant”), and Wave Enterprise Systems, Inc., a Georgia corporation (“Enterprise”).

RIGHT OF FIRST REFUSAL AND PURCHASE OPTION AGREEMENT
Right of First Refusal and Purchase Option Agreement • October 14th, 2003 • Radiant Systems Inc • Services-computer integrated systems design • Georgia

THIS RIGHT OF FIRST REFUSAL AND PURCHASE OPTION AGREEMENT (this “Agreement”) is made and entered into as of the day of , 2003, by and between RADIANT SYSTEMS, INC., a Georgia corporation (“Grantor”), and WAVE ENTERPRISE SYSTEMS, INC., a Georgia corporation (“Grantee”).

SHARE EXCHANGE AGREEMENT by and between RADIANT SYSTEMS, INC. and EREZ GOREN Dated as of October 10, 2003
Share Exchange Agreement • October 14th, 2003 • Radiant Systems Inc • Services-computer integrated systems design • Georgia

THIS SHARE EXCHANGE AGREEMENT (this “Agreement”) is entered into as of October 10, 2003, by and between RADIANT SYSTEMS, INC., a Georgia corporation (“Radiant”), and EREZ GOREN, an individual resident of the State of Georgia (“Shareholder”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings assigned to them in Article I of the Separation Agreement (as hereinafter defined).

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