4,000,000 Shares INTRAWARE, INC.Intraware Inc • February 22nd, 1999 • Communications services, nec • New York
EXHIBIT 10.1 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of June 29, 2000, by and among Intraware, Inc., a Delaware corporation, with headquarters located at 200 Powell Street, Suite 140, Emeryville,...Registration Rights Agreement • July 3rd, 2000 • Intraware Inc • Communications services, nec • Illinois
JOINT FILING AGREEMENTJoint Filing Agreement • April 23rd, 2003 • Intraware Inc • Services-business services, nec
The undersigned hereby consent to the joint filing by any of them of a Statement on Schedule 13D and any amendments thereto, whether heretofore or hereafter filed, relating to the securities of Intraware, Inc., and hereby affirm that this Amendment No. 4 to Schedule l3D is being filed on behalf of each of the undersigned.
LOAN AGREEMENTLoan Agreement • January 8th, 1999 • Intraware Inc • Communications services, nec • California
EXHIBIT 10.1 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT is made and entered into as of January 12, 2001 by and among Intraware, Inc., a Delaware corporation ("COMPANY"), and the Buyers, as defined in the Preferred Stock and...Registration Rights Agreement • January 23rd, 2001 • Intraware Inc • Communications services, nec • California
SECOND AMENDMENT TO THE LEASE FOR INTRAWARE, INC.Intraware Inc • December 18th, 1998
EXHIBIT 99.2 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of January 10, 2001, by and among Intraware, Inc., a Delaware corporation, with headquarters located at 25 Orinda Way, Orinda, California 94563 (the...Registration Rights Agreement • January 16th, 2001 • Intraware Inc • Communications services, nec • Illinois
WARRANT TO PURCHASE SHARES OF EQUITY SECURITIES OF INTRAWARE, INC. (THE "COMPANY")Intraware Inc • January 23rd, 2001 • Communications services, nec • California
WHEREAS:Securities Purchase Agreement • July 3rd, 2000 • Intraware Inc • Communications services, nec • Illinois
INTERNET IMAGE, INC. NSO PLANStock Option Agreement • December 30th, 1999 • Intraware Inc • Communications services, nec • California
OFFICE LEASEOffice Lease • April 17th, 2000 • Intraware Inc • Communications services, nec
EXHIBIT 10.11 ADDENDUM TO THE MASTER LEASE AGREEMENT DATED AS OF SEPTEMBER 9, 1998 BETWEEN INTRAWARE, INC., AS LESSEE AND COMDISCO, INC., AS LESSORMaster Lease Agreement • December 18th, 1998 • Intraware Inc
ARTICLE 1 DEFINITIONSConfidential Treatment • April 17th, 2000 • Intraware Inc • Communications services, nec • California
BY AND AMONGAgreement and Plan of Reorganization • July 27th, 2000 • Intraware Inc • Communications services, nec • California
By: /s/ Michael S. Falk --------------------------------------------- Michael S. Falk, Managing Member ComVest II Partners, LLC By: /s/ Michael S. Falk --------------------------------------------- Michael S. Falk, Managing Member ComVest Group...Agreement • October 25th, 2006 • Intraware Inc • Services-business services, nec
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby consent to the joint filing on their behalf of a single Schedule 13G and any amendments thereto, with respect to the beneficial ownership by each of the undersigned of shares of common stock, $.001 par value per share, of Intraware, Inc., a Delaware corporation. The undersigned hereby further agree that this statement may be executed in any number of counterparts, each of which when so executed shall be deemed to be an original, but all of which counterparts shall together constitute one and the same instrument.
FIRST AMENDMENT TO THE LEASE FOR INTRAWARE, INC.Intraware Inc • December 18th, 1998
INTRAWARE, INC. and COMPUTERSHARE INVESTOR SERVICES LLC SECOND AMENDED PREFERRED STOCK RIGHTS AGREEMENT Dated as of January 22, 2007Preferred Stock Rights Agreement • January 23rd, 2007 • Intraware Inc • Services-business services, nec • Delaware
This Second Amended and Restated Preferred Stock Rights Agreement ("Agreement") is dated as of January 22, 2007, between Intraware, Inc., a Delaware corporation (the "Company"), and Computershare Investor Services, LLC (the "Rights Agent").
REGISTRATION RIGHTS AND LOCK-UP AGREEMENT THIS REGISTRATION RIGHTS AND LOCK-UP AGREEMENT is made and entered into as of June 9, 2000 by and among Intraware, Inc., a Delaware corporation ("Parent"), and the Shareholders, as defined in the Agreement and...Registration Rights and Lock-Up Agreement • July 27th, 2000 • Intraware Inc • Communications services, nec • California
JOINT FILING AGREEMENTJoint Filing Agreement • May 16th, 2003 • Intraware Inc • Services-business services, nec
The undersigned hereby consent to the joint filing by any of them of a Statement on Schedule 13D and any amendments thereto, whether heretofore or hereafter filed, relating to the securities of Intraware, Inc., and hereby affirm that this Amendment No. 5 to Schedule l3D is being filed on behalf of each of the undersigned.
EXHIBIT 10.2 PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT (the "AGREEMENT"), dated as of January 12, 2000, by and among Intraware, Inc., a Delaware corporation (the "COMPANY"), and the investors listed...Preferred Stock and Warrant Purchase Agreement • January 23rd, 2001 • Intraware Inc • Communications services, nec • California
AGREEMENT AND PLAN OF MERGER BY AND AMONG ACRESSO SOFTWARE INC., INDIANS MERGER CORP. AND INTRAWARE, INC. DATED AS OF OCTOBER 20, 2008Agreement and Plan of Merger • October 20th, 2008 • Intraware Inc • Services-business services, nec • Delaware
THIS AGREEMENT AND PLAN OF MERGER (together with all annexes, the Company Disclosure Letter, schedules and exhibits hereto, this “Agreement”), dated as of October 20, 2008, is by and among Acresso Software Inc., a Delaware corporation (“Parent”), Indians Merger Corp., a Delaware corporation and wholly-owned direct subsidiary of Parent (“Merger Sub”), and Intraware, Inc., a Delaware corporation (the “Company”).
INTRAWARE, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • December 18th, 1998 • Intraware Inc • Delaware
CONFIDENTIAL TREATMENT REQUESTEDServices Agreement • February 25th, 1999 • Intraware Inc • Communications services, nec • California
U.S. ENGLISH LANGUAGE NETCENTER SERVICES AGREEMENT COVER SHEETConfidential Treatment • February 25th, 1999 • Intraware Inc • Communications services, nec
JOINT FILING AGREEMENTJoint Filing Agreement • January 9th, 2003 • Intraware Inc • Services-business services, nec
The undersigned hereby consent to the joint filing by any of them of a Statement on Schedule 13D and any amendments thereto, whether heretofore or hereafter filed, relating to the securities of Intraware, Inc., and hereby affirm that this Amendment No. 3 to Schedule l3D is being filed on behalf of each of the undersigned.
INTRAWARE, INC. AMENDED AND RESTATED CHANGE OF CONTROL SEVERANCE AGREEMENTChange of Control Severance Agreement • October 15th, 2007 • Intraware Inc • Services-business services, nec • California
This Amended and Restated Change of Control Severance Agreement (the "Agreement") is made and entered into by and between Wendy Nieto (the "Officer") and Intraware, Inc. (the "Company"), effective as of the latest date set forth by the signatures of the parties hereto below. This Agreement amends and supersedes the prior version of this agreement executed on or about June 19, 2007 in its entirety.
BY AND AMONG INTRAWARE, INC.,Agreement and Plan of Reorganization • October 7th, 1999 • Intraware Inc • Communications services, nec • California
INTRAWARE, INC. AMENDED AND RESTATED CHANGE OF CONTROL SEVERANCE AGREEMENTChange of Control Severance Agreement • October 20th, 2008 • Intraware Inc • Services-business services, nec • California
This Amended and Restated Change of Control Severance Agreement (the “Agreement”) is made and entered into by and between Wendy Nieto (the “Officer”) and Intraware, Inc. (the “Company”), effective as of the latest date set forth by the signatures of the parties hereto below. This Agreement amends and supersedes the prior version of this agreement executed on or about October 5, 2007, in its entirety.
SERIES B PREFERRED STOCK PURCHASE AGREEMENTSeries B Preferred Stock Purchase Agreement • November 15th, 2005 • Intraware Inc • Services-business services, nec • Delaware
This SERIES B PREFERRED STOCK PURCHASE AGREEMENT (the “Agreement”), is made as of November 9, 2005, by and between Intraware, Inc., a Delaware corporation (the “Company”), and Digital River, Inc., a Delaware corporation (“Digital River”).
EXHIBIT 10.10 M A S T E R L E A S E A G R E E M E N TMaster Lease Agreement • December 18th, 1998 • Intraware Inc • Illinois
INTRAWARE, INC. DIRECTOR OPTION AGREEMENTDirector Option Agreement • January 14th, 2005 • Intraware Inc • Services-business services, nec • California
Intraware, Inc., (the “Company”), has granted to (the “Optionee”), an option to purchase a total of fifteen thousand (15,000) shares of the Company’s Common Stock (the “Optioned Stock”), at the price determined as provided herein, and in all respects subject to the terms, definitions and provisions of the Company’s 1998 Director Option Plan (the “Plan”) adopted by the Company which is incorporated herein by reference. The terms defined in the Plan shall have the same defined meanings herein.
AMENDMENT No. 1 to ELECTRONIC DISTRIBUTION SERVICES AGREEMENT No: 003987-1Electronic Distribution Services Agreement • May 28th, 1999 • Intraware Inc • Communications services, nec
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 11th, 2002 • Intraware Inc • Services-business services, nec • California
THIS REGISTRATION RIGHTS AGREEMENT is made and entered into as of August 12, 2002 by and between Intraware, Inc., a Delaware corporation (“Company”), and the Buyer, as defined in the Common Stock Purchase Agreement dated August 12, 2002 (the “Purchase Agreement”), by and between the Company and the Buyer.
INTRAWARE, INC. CHANGE OF CONTROL SEVERANCE AGREEMENTControl Severance Agreement • July 16th, 2007 • Intraware Inc • Services-business services, nec • California
This Amended and Restated Change of Control Severance Agreement (the "Agreement") is made and entered into by and between Peter H. Jackson (the "Officer") and Intraware, Inc. (the "Company"), effective as of the latest date set forth by the signatures of the parties hereto below.
SALES ALLIANCE AGREEMENTSales Alliance Agreement • June 12th, 2003 • Intraware Inc • Services-business services, nec • Massachusetts
This Sales Alliance Agreement ("Agreement"), including all Exhibits, is made by and between CorpSoft, Inc., with offices at 2 Edgewater Drive, Norwood, Massachusetts 02062 ("CorpSoft") and Intraware, Inc., with offices at 25 Orinda Way, Orinda, CA 94563 ("Intraware").
