0001193125-05-023559 Sample Contracts

SEVERANCE AGREEMENT
Severance Agreement • February 9th, 2005 • Ariba Inc • Services-prepackaged software • California

THIS AGREEMENT is entered into as of November 4, 2004, by and between MICHAEL SCHMITT(the “Employee”) and ARIBA, INC., a Delaware corporation (including any successor that becomes bound by this Agreement, the “Company”).

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SETTLEMENT AGREEMENT
Settlement Agreement • February 9th, 2005 • Ariba Inc • Services-prepackaged software • California

This Settlement Agreement (“Settlement Agreement”) is made and entered into as of the Effective Date (as defined in Section 1(a)(iv) below) by and between SOFTBANK Corp., a Japanese corporation (“SOFTBANK Parent”), on behalf of itself and all its related entities (collectively “SOFTBANK” as defined in Section 1(a)(i) below) on the one hand, and Ariba, Inc., a Delaware corporation, on behalf of itself and all its related entities (collectively “Ariba” as defined in Section 1(a)(ii) below) on the other hand.

MASTER SOFTWARE LICENSE AGREEMENT
Master Software License Agreement • February 9th, 2005 • Ariba Inc • Services-prepackaged software • California

This Master Software License and Services Agreement (the “Agreement”) is made and entered into by and between Ariba, Inc., as identified in the applicable Order Form or SOW (“Ariba”), and SOFTBANK Corp., as identified in the applicable Order Form or SOW (“Customer”).

CONSENT TO SUBLEASE
Consent to Sublease • February 9th, 2005 • Ariba Inc • Services-prepackaged software

This Consent to Sublease (this “Sublease Consent”) is made and entered into as of October 25, 2004, by and among Moffett Park Drive LLC, a California limited liability company (“Moffett”), Ariba, Inc., a Delaware corporation (“Ariba”), and Motorola, Inc., a Delaware corporation (“Motorola”).

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • February 9th, 2005 • Ariba Inc • Services-prepackaged software • California

THIS STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of October 15, 2004, by and among SOFTBANK Corp, a Japanese corporation (“SOFTBANK Parent”), SOFTBANK BB Corp., a Japanese corporation (“SOFTBANK BB”), and SOFTBANK Korea Co., Ltd., a Korean corporation (“SOFTBANK Korea”), (collectively the “Sellers”), and Ariba, Inc., a Delaware corporation (the “Purchaser”), and Nihon Ariba K.K., a Japanese corporation (“Nihon Ariba”), and Ariba Korea, Ltd., a Korean corporation (“Ariba Korea”) (together the “Companies”).

ARIBA PLAZA SECOND AMENDMENT TO AND RESTATEMENT OF SUBLEASE Between ARIBA, INC. as SUBLANDLORD and MOTOROLA, INC. as SUBTENANT for PREMISES at Sunnyvale, California 94089
Ariba Inc • February 9th, 2005 • Services-prepackaged software

This Second Amendment to and Restatement of Sublease is made and entered into as of the 21st day of October, 2004 (“Effective Date”), by and between Ariba, Inc., a Delaware corporation (“Sublandlord”), and Motorola, Inc., a Delaware corporation (“Subtenant”).

AMENDED AND RESTATED FIRST AMENDMENT TO AMENDED AND RESTATED SUBLEASE
Ariba Inc • February 9th, 2005 • Services-prepackaged software • Delaware

This Amended and Restated First Amendment to Amended and Restated Sublease (“First Amendment”) is made as of September 9, 2004 between Ariba, Inc. a Delaware corporation (“Sublandlord”), and Interwoven, Inc., a Delaware corporation (“Subtenant”).

FIRST AMENDMENT TO SUBLEASE
Ariba Inc • February 9th, 2005 • Services-prepackaged software • Delaware

This First Amendment to Sublease (“First Amendment”) is made as of October 7, 2004 between Ariba, Inc. a Delaware corporation (“Sublandlord”), and Motorola, Inc., a Delaware corporation (“Subtenant”).

THIRD AMENDMENT TO LEASE
Lease • February 9th, 2005 • Ariba Inc • Services-prepackaged software • California

THIS THIRD AMENDMENT TO LEASE (“Amendment”) is made as of October 25, 2004 between MOFFETT PARK DRIVE LLC, a California limited liability company (“Lessor”), and ARIBA, INC., a Delaware corporation (“Lessee”).

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