Accpac International Inc Sample Contracts

Exhibit 1.1 ACCPAC INTERNATIONAL, INC. ____ Shares of Common Stock Underwriting Agreement
Accpac International Inc • August 20th, 1998 • Services-prepackaged software • New York
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INDEMNIFICATION AGREEMENT
Indemnification Agreement • December 18th, 2002 • Accpac International Inc • Services-prepackaged software • Delaware

This Indemnification Agreement ("Agreement") is made as of , 2002 by and between ACCPAC International, Inc., a Delaware corporation (the "Company"), and ("Indemnitee").

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Exhibit 10.1 CONTRIBUTION AGREEMENT CONTRIBUTION AGREEMENT dated January 7, 1998 by and between Computer Associates International, Inc. ("CA") and ACCPAC INTERNATIONAL, INC. ("AI"). WHEREAS, the Board of Directors of CA has determined that it is in...
Contribution Agreement • August 20th, 1998 • Accpac International Inc • Services-prepackaged software • New York
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Exhibit 10.3 REAL ESTATE AGREEMENT, dated as of April 1, 1998, between ACCPAC INTERNATIONAL, INC., a Delaware corporation (the "Company"), and COMPUTER ASSOCIATES INTERNATIONAL, INC., a Delaware corporation ("Computer Associates")....
Real Estate Agreement • August 20th, 1998 • Accpac International Inc • Services-prepackaged software • New York
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BERNAL CORPORATE PARK BERNAL CORPORATE PLAZA I OFFICE LEASE BETWEEN PATRICIAN ASSOCIATES, INC. a California corporation ("LANDLORD") AND ACCPAC INTERNATIONAL, INC. a Delaware corporation ("TENANT") June 5, 1998
Letter Agreement • December 18th, 2002 • Accpac International Inc • Services-prepackaged software • California
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AGREEMENT
Agreement • December 18th, 2002 • Accpac International Inc • Services-prepackaged software • British Columbia

THIS AGREEMENT, by and between ACCPAC Canada Inc. ("ACCPAC Canada") and Bentall Properties Ltd. and Westminster Management Corporation ("Landlord") is entered into this 21st day of February, 2001.

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WAIVER, CONSENT AND AGREEMENT
Accpac International Inc • December 18th, 2002 • Services-prepackaged software

THIS WAIVER, CONSENT AND AGREEMENT IS MADE BY AND BETWEEN Computer Associates International, Inc., a Delaware corporation ("CAI") and ACCPAC International, Inc., a Delaware corporation ("ACCPAC").

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AMENDED AND RESTATED REAL ESTATE AGREEMENT
Real Estate Agreement • December 18th, 2002 • Accpac International Inc • Services-prepackaged software • New York

AMENDED AND RESTATED REAL ESTATE AGREEMENT, dated as of October 1, 2001 between ACCPAC INTERNATIONAL, INC., a Delaware corporation (the "Company"), and COMPUTER ASSOCIATES INTERNATIONAL, INC., a Delaware corporation ("Computer Associates").

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PRICE BOOK LICENSE AGREEMENT
License Agreement • December 18th, 2002 • Accpac International Inc • Services-prepackaged software • New York

This License Agreement is effective as of the last signature date below (the "Effective Date") by and between ACCPAC International, Inc. ("Licensee"), located at 6700 Koll Center Parkway, Third Floor, Pleasanton, CA 94566, and Computer Associates International, Inc. ("CA") located at One Computer Associates Plaza, Islandia, New York 11749.

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ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • December 18th, 2002 • Accpac International Inc • Services-prepackaged software • New York

This Assignment and Assumption Agreement (this "Assignment") is made and entered into in Islandia, New York as of July 14, 2000 (the "Effective Date") by and between Computer Associates International, Inc. ("CA" or "Assignor"), a Delaware corporation having its principal place of business at One Computer Associates Plaza, Islandia, New York 11749, and ACCPAC International, Inc. ("ACCPAC" or "Assignee"), a Delaware corporation having its principal place of business at 6700 Koll Center Parkway, Third Floor, Pleasanton, California 94566.

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ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • December 18th, 2002 • Accpac International Inc • Services-prepackaged software • New York

This Assignment and Assumption Agreement (this "Assignment") is made and entered into as of July 13, 2000 (the "Effective Date") by and between Computer Associates Africa (Pty) Ltd. ("CA Africa" or "Assignor"), a company organized and existing under the laws of the Republic of South Africa and a subsidiary of Computer Associates International, Inc. ("CAI"), having its principal place of business at 6 Kikuyu Road, Sunninghill Park, Sunninghill Extension 56, Sandton 2157, Rivonia, South Africa 2128, and ACCPAC Africa (Pty) Ltd. ("ACCPAC Africa" or "Assignee"), a company organized and existing under the laws of the Republic of South Africa and a subsidiary of ACCPAC International, Inc.("AI"), having its principal place of business at 3 Fifth Avenue, Rivonia, Johannesburg, Gauteng, South Africa 2146.

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LEASE AMENDING AGREEMENT
Original Lease Amending Agreement • December 18th, 2002 • Accpac International Inc • Services-prepackaged software • British Columbia

BETWEEN: BENTALL PROPERTIES LTD., a body corporate, having its head office at Suite 1800, Four Bentall Centre, in the City of Vancouver, in the Province of British Columbia and

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SUBSCRIPTION AND REGISTRATION RIGHTS AGREEMENT
Subscription and Registration Rights Agreement • December 18th, 2002 • Accpac International Inc • Services-prepackaged software • California

THIS SUBSCRIPTION AND REGISTRATION RIGHTS AGREEMENT ("Agreement") is made as of December 2002, between ACCPAC International, Inc., a Delaware corporation (the "Company"), and the person listed in Schedule 1, Part 1.

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ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • December 18th, 2002 • Accpac International Inc • Services-prepackaged software • New York

This Assignment and Assumption Agreement (this "Assignment") is made and entered into as of August 15, 2000 (the "Effective Date") by and between Computer Associates Pty Limited ("CA Australia" or "Assignor"), a company organized and existing under the laws of Australia and a subsidiary of Computer Associates International, Inc. ("CAI"), having its principal place of business at 407 Pacific Highway, Artarmon, NSW 2064, and ACCPAC Australia Pacific, Inc. ("ACCPAC Australia" or "Assignee"), a company organized and existing under the laws of California and a subsidiary of ACCPAC International, Inc. ("AI"), having its principal place of business at Suite 3, 4 Charles Street, Petersham NSW 2049, Sydney, Australia.

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PRODUCT TRANSFER AGREEMENT
Product Transfer Agreement • December 18th, 2002 • Accpac International Inc • Services-prepackaged software • New York

This Product Transfer Agreement (the "Agreement") is made and entered into in Islandia, New York as of this 1st day of January, 2000 (the "Effective Date"), by and between Computer Associates International, Inc., a Delaware corporation having its principal place of business at One Computer Associates Plaza, Islandia, New York 11788-7000 ("CA") and ACCPAC International, Inc. ("ACCPAC"), a Delaware corporation having its principal place of business at 6700 Koll Center Parkway, Third Floor, Pleasanton, CA 94566.

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INTRODUCTION
Registration Rights Agreement • August 20th, 1998 • Accpac International Inc • Services-prepackaged software • New York
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CONTRIBUTION AGREEMENT
Contribution Agreement • December 18th, 2002 • Accpac International Inc • Services-prepackaged software • New York

CONTRIBUTION AGREEMENT dated January 7, 1998 by and between Computer Associates International, Inc. ("CA") and ACCPAC International, Inc. ("AI").

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