0001193125-03-064825 Sample Contracts

Re: Change of Control Agreement Dear Clyde:
Change of Control Agreement • October 21st, 2003 • Pumatech Inc • Services-prepackaged software

As we have discussed, Pumatech, Inc. (the “Company”) has agreed to extend certain benefits to you for so long as you remain the Vice President of Sales and Marketing of the Company. This letter sets out the terms of our agreement. Capitalized terms are defined on Schedule 1, attached.

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AGREEMENT AND PLAN OF MERGER dated as of September 14, 2003 among PUMATECH, INC., HOMERUN ACQUISITION CORPORATION, and SYNCHROLOGIC, INC.
Merger Agreement • October 21st, 2003 • Pumatech Inc • Services-prepackaged software • Delaware

THIS AGREEMENT AND PLAN OF MERGER, dated as of September 14, 2003 (this “Agreement”), is entered into by and among Pumatech, Inc., a Delaware corporation (“Pumatech”), Homerun Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Pumatech (“Sub”), and Synchrologic, Inc., a Georgia corporation (“Synchrologic”).

SOFTWARE LICENSE AND DISTRIBUTION AGREEMENT
Software License and Distribution Agreement • October 21st, 2003 • Pumatech Inc • Services-prepackaged software

This Software License and Distribution Agreement (“Agreement”) is made effective as of September 14, 2003 between Synchrologic, Inc. (“Licensor”), with offices at 200 North Point Center East, Suite 600, Alpharetta Georgia 30022, and Pumatech, Inc. (“Pumatech”), with offices at 2550 North First Street, Suite 500, San Jose, California 95131.

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