Document Sciences Corp Sample Contracts

WITNESSETH:
Lease • March 25th, 1997 • Document Sciences Corp • Services-prepackaged software
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EXHIBIT 4.2 RIGHTS AGREEMENT dated as of May 11, 2001 by and between DOCUMENT SCIENCES CORPORATION
Rights Agreement • March 4th, 2002 • Document Sciences Corp • Services-prepackaged software • Delaware
LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • June 14th, 2007 • Document Sciences Corp • Services-prepackaged software • Delaware

THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of the Effective Date between SILICON VALLEY BANK, a California corporation (“Bank”), and DOCUMENT SCIENCES CORPORATION, a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:

EXHIBIT A JOINT FILING AGREEMENT
Joint Filing Agreement • January 30th, 2007 • Document Sciences Corp • Services-prepackaged software

This Agreement is dated as of January 30, 2007 by and between Mercury Fund IV, Ltd. (“Mercury IV”), Mercury Fund V, Ltd. (“Mercury V”), Mercury Ventures, Ltd. (“Mercury Ventures”), Mercury Management, L.L.C. (“Mercury Management”) and Kevin C. Howe (“Mr. Howe”).

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • November 14th, 2005 • Document Sciences Corp • Services-prepackaged software • California

THIS EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into by and between Document Sciences Corporation (“Company”) and Tao Ye (“Executive”). Once signed by both of the parties, this Agreement will be deemed effective as of October 1, 2005 (“Effective Date”). This Agreement supersedes all previous agreements, promises, representations, understandings and negotiations between the parties, whether written or oral, with respect to the subject matter hereof, except as expressly provided herein.

EXHIBIT A JOINT FILING AGREEMENT
Joint Filing Agreement • April 10th, 2007 • Document Sciences Corp • Services-prepackaged software

This Agreement is dated as of April 10, 2007 by and between Mercury Fund IV, Ltd. (“Mercury IV”), Mercury Fund V, Ltd. (“Mercury V”), Mercury Ventures, Ltd. (“Mercury Ventures”), Mercury Management, L.L.C. (“Mercury Management”) and Kevin C. Howe (“Mr. Howe”).

STOCK OPTION AND RESTRICTED STOCK PLAN AND AGREEMENT WITH EDWARD CALNAN
Stock Option and Restricted Stock • September 20th, 2006 • Document Sciences Corp • Services-prepackaged software

This Stock Option and Restricted Stock Plan and Agreement (this “Agreement”), is made effective as of September 16, 2006 (the “Effective Date”), by and between Document Sciences Corporation, a Delaware corporation (the “Company”), and Edward Calnan (“Grantee”).

EMPLOYMENT AGREEMENT OF TAO YE (THIS “AGREEMENT”)
Employment Agreement • August 11th, 2004 • Document Sciences Corp • Services-prepackaged software

Employment: I am pleased to confirm your offer of employment with Document Sciences Corporation (the “Company”) in the capacity of General Manager, Asia Operations, reporting to John L. McGannon, President & CEO. In your role, you will be responsible for Asian sales operations, as well as managing the existing Beijing office and any future offices in Asia. Your proposed start date is July 15, with a starting base salary of $150,000 annually. Your base salary will be reviewed annually in January of each year, commencing January, 2005, with adjustments effective as of February 1 of the respective year. Your employment start date will be the same date that is the Closing Date as defined in the Stock Purchase Agreement, dated June 27, 2004, between the Company and the shareholders of Objectiva Software Solutions, Inc.

AMENDMENT NO. 1 TO STOCK OPTION AND RESTRICTED STOCK PLAN AND AGREEMENT WITH EDWARD CALNAN
Stock Option and Restricted Stock Plan and Agreement • March 6th, 2008 • Document Sciences Corp • Services-prepackaged software • Delaware

This Amendment No. 1 (this “Amendment No. 1”) to that certain Stock Option and Restricted Stock Plan and Agreement with Edward Calnan, dated as of September 16, 2006 (the “Agreement”), by and between Edward Calnan (“Grantee”) and Document Sciences Corporation, a Delaware corporation (the “Company”), is made on March 3, 2008, by and between Grantee and the Company, effective as of the date hereof. Capitalized terms not defined herein shall be construed and interpreted in the manner described in the Agreement.

OPTION REPURCHASE AGREEMENT
Option Repurchase Agreement • August 10th, 2006 • Document Sciences Corp • Services-prepackaged software • California

THIS OPTION REPURCHASE AGREEMENT (this “Agreement”), dated as of August 7 2006, is by and between Document Sciences Corporation, a Delaware corporation (the “Company”), and Peter M. Riccio (the “Seller”).

AGREEMENT AND PLAN OF MERGER by and among EMC CORPORATION, ESTEEM MERGER CORPORATION and DOCUMENT SCIENCES CORPORATION Dated as of December 26, 2007
Agreement and Plan of Merger • December 27th, 2007 • Document Sciences Corp • Services-prepackaged software • Delaware

THIS AGREEMENT AND PLAN OF MERGER, dated as of December 26, 2007 (this “Agreement”), is by and among EMC CORPORATION, a Massachusetts corporation (“Parent”), ESTEEM MERGER CORPORATION, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and DOCUMENT SCIENCES CORPORATION, a Delaware corporation (the “Company”).

GENESIS CORPORATE CENTRE LEASE 5958 Priestly Drive, Carlsbad, California BETWEEN PACIFIC CARLSBAD PARTNERS, LLC, a California limited liability company (“Landlord”) And DOCUMENT SCIENCES CORPORATION, a Delaware corporation (“Tenant”)
Genesis Corporate Centre Lease • March 2nd, 2005 • Document Sciences Corp • Services-prepackaged software • California

THIS GENESIS CORPORATE CENTRE LEASE (“Lease”) is made at San Diego County, California, as of the date set forth in Paragraph A, between PACIFIC CARLSBAD PARTNERS, LLC, a California limited liability company (“Landlord”), and DOCUMENT SCIENCES CORPORATION, a Delaware corporation (“Tenant”).

RECITALS
Development Services and Referral Agreement • March 4th, 2002 • Document Sciences Corp • Services-prepackaged software • California
STOCK REPURCHASE AGREEMENT
Stock Repurchase Agreement • November 20th, 2003 • Document Sciences Corp • Services-prepackaged software • Delaware

This Stock Repurchase Agreement (this “Agreement”) is entered into as of November 18, 2003 (the “Effective Date”) by and between DOCUMENT SCIENCES CORPORATION, a Delaware corporation (the “Company”) and XEROX CORPORATION, a New York corporation (“Seller”).

STOCKHOLDER AGREEMENT
Stockholder Agreement • August 4th, 2004 • Document Sciences Corp • Services-prepackaged software • California

THIS STOCKHOLDER AGREEMENT (this “Agreement”) is made and entered into as of this July 20, 2004 by and among Document Sciences Corporation, a Delaware corporation (the “Company”), and the individuals listed on the signature page hereto (the “Key Stockholders”).

EMPLOYMENT AGREEMENT OF NASSER BARGHOUTI (THIS “AGREEMENT”)
Employment Agreement of Nasser Barghouti • August 11th, 2004 • Document Sciences Corp • Services-prepackaged software

Employment: I am pleased to confirm your offer of employment with Document Sciences Corporation (the “Company”) in the capacity of Chief Technology Officer, reporting to John L. McGannon, President & CEO. In your role, you will be responsible for defining the company’s overall technology strategy. Your proposed start date is July 15, with a starting base salary of $150,000 annually. Your base salary will be reviewed annually in January of each year, commencing January, 2005, with adjustments effective as of February 1 of the respective year. Your employment start date will be the same date that is the Closing Date as defined in the Stock Purchase Agreement, dated June 27, 2004, between the Company and the shareholders of Objectiva Software Solutions, Inc.

DEVELOPMENT SERVICES AND REFERRAL AGREEMENT
Development Services and Referral Agreement • March 19th, 2004 • Document Sciences Corp • Services-prepackaged software • California

This DEVELOPMENT SERVICES AND REFERRAL AGREEMENT (this “Agreement”) is entered into, effective as of January 16, 2004 (the “Effective Date”), by and between Document Sciences Corporation, a Delaware corporation (“Document Sciences”), and Objectiva Software Solutions, Inc., a California corporation (“OSS”).

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Executive Employment Agreement
Employment Agreement • March 22nd, 2006 • Document Sciences Corp • Services-prepackaged software
STOCK PURCHASE AGREEMENT by and among DOCUMENT SCIENCES CORPORATION and THE INDIVIDUALS SET FORTH HEREIN DATED AS OF JUNE 27, 2004
Stock Purchase Agreement • August 4th, 2004 • Document Sciences Corp • Services-prepackaged software • California

This STOCK PURCHASE AGREEMENT (this “Agreement”), is dated as of June 27, 2004, by and among Document Sciences Corporation, a Delaware corporation (the “Purchaser”), and the individuals listed on the signature pages hereto (each, a “Seller” and collectively, the “Sellers”). Each capitalized term used herein shall have the meaning ascribed to it the first time such term is used or where otherwise indicated. Other capitalized terms used herein and not so defined are defined in Article VIII of this Agreement.

Executive Employment Agreement
Employment Agreement • September 20th, 2006 • Document Sciences Corp • Services-prepackaged software
FIRST AMENDMENT TO RIGHTS AGREEMENT
Rights Agreement • March 6th, 2008 • Document Sciences Corp • Services-prepackaged software • Delaware

This First Amendment (the “Amendment”), dated as of March 3, 2008, by and between Document Sciences Corporation, a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., as successor rights agent (the “Rights Agent”), amends that certain Rights Agreement, dated as of May 11, 2001, by and between the Company and U.S. Stock Transfer Corporation (the “Rights Agreement”).

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