EXHIBIT 10.32 BREAKAWAY SOLUTIONS, INC. INCENTIVE STOCK OPTION AGREEMENT 1. GRANT UNDER 1998 STOCK PLAN. This option is granted pursuant to and is governed by the Company's 1998 Stock Plan (the "Plan") and, unless the context otherwise requires, terms...Option Agreement • October 1st, 1999 • Breakaway Solutions Inc • Services-business services, nec • Massachusetts
ARTICLE II REPRESENTATIONS AND WARRANTIES OF THE COMPANYSecurities Purchase Agreement • July 5th, 2001 • Breakaway Solutions Inc • Services-business services, nec • New York
Exhibit 1.1 3,450,000 Shares BREAKAWAY SOLUTIONS, INC. COMMON STOCK, $0.000125 PAR VALUE PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • October 1st, 1999 • Breakaway Solutions Inc • Services-business services, nec • New York
RECITALSShare Purchase Agreement • July 5th, 2001 • Breakaway Solutions Inc • Services-business services, nec • New York
November 22, 2000 Mr. Christopher C. Harding 9 Marvin Road Wellesley, MA 02482 Dear Chris: This letter agreement (the "Amendment") will serve as an amendment to the letter agreement between you and Breakaway Solutions, Inc. (the "Company") dated...Letter Agreement • July 5th, 2001 • Breakaway Solutions Inc • Services-business services, nec • Massachusetts
EXHIBIT 10.29 BREAKAWAY SOLUTIONS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT BREAKAWAY SOLUTIONS, INC. (the "Company") hereby grants this 18th day of February, 1999 (the "Grant Date") to Christopher Harding (the "Employee"), an option to purchase a...Non-Qualified Stock Option Agreement • October 1st, 1999 • Breakaway Solutions Inc • Services-business services, nec • Massachusetts
L E A S EBreakaway Solutions Inc • November 15th, 1999 • Services-business services, nec • Massachusetts
Exhibit 10.36 BREAKAWAY SOLUTIONS, INC. INCENTIVE STOCK OPTION AGREEMENT GRANTED UNDER 1999 STOCK INCENTIVE PLAN 1. GRANT OF OPTION. This agreement evidences the grant by Breakaway Solutions, Inc., a Delaware corporation (the "Company"), on December...Incentive Stock Option Agreement • August 1st, 2000 • Breakaway Solutions Inc • Services-business services, nec
EXHIBIT 10.3 BREAKAWAY SOLUTIONS, INC. REGISTRATION RIGHTS AGREEMENT January 19, 2001 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (the "Agreement") is made and entered into as of January 19, 2001 by and between Breakaway...Registration Rights Agreement • January 29th, 2001 • Breakaway Solutions Inc • Services-business services, nec • Pennsylvania
EXHIBIT 10.37 THIS WARRANT AND THE SECURITIES ISSUABLE UPON ITS EXERCISE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), AND MAY NOT BE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION UNDER THE ACT OR IN A...Breakaway Solutions Inc • July 21st, 1999 • Delaware
ARTICLE IStockholder Agreement • February 28th, 2000 • Breakaway Solutions Inc • Services-business services, nec • Delaware
WITNESSETH: -----------Sublease Agreement • July 21st, 1999 • Breakaway Solutions Inc • Massachusetts
EXHIBIT 10.41 THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD,...Breakaway Solutions Inc • July 5th, 2001 • Services-business services, nec • Delaware
EXHIBIT 10.43 MASTER LEASE AGREEMENT This Master Lease Agreement ("Master Agreement"), dated as of September 29, 1999, and referred to as Lease Number 0099026, is entered into by and between Silicon Valley Bank ("Lessor"), with its principal place of...Master Lease Agreement • October 1st, 1999 • Breakaway Solutions Inc • Services-business services, nec • California
RECITALS:Registration Rights Agreement • July 5th, 2001 • Breakaway Solutions Inc • Services-business services, nec • New York
RECITALS:Registration Rights Agreement • June 23rd, 2000 • Breakaway Solutions Inc • Services-business services, nec • Massachusetts
EXHIBIT 10.54 EMPLOYMENT AGREEMENT AGREEMENT, dated as of March 31, 2001, between BREAKAWAY SOLUTIONS, INC., a Delaware corporation with principal executive offices at 3 Clock Tower Place, Fourth Floor, Maynard, Massachusetts 01754 (the "Company"),...Employment Agreement • July 5th, 2001 • Breakaway Solutions Inc • Services-business services, nec • Pennsylvania
ARTICLE I REGISTRATION RIGHTSInvestor Rights Agreement • July 5th, 2001 • Breakaway Solutions Inc • Services-business services, nec • Pennsylvania
EXHIBIT 10.31 BREAKAWAY SOLUTIONS, INC. INCENTIVE STOCK OPTION AGREEMENT 1. GRANT UNDER 1998 STOCK PLAN. This option is granted pursuant to and is governed by the Company's 1998 Stock Plan (the "Plan") and, unless the context otherwise requires, terms...Option Agreement • October 1st, 1999 • Breakaway Solutions Inc • Services-business services, nec • Massachusetts
EXHIBIT 10.33 BREAKAWAY SOLUTIONS INC. NON-QUALIFIED STOCK OPTION AGREEMENT 1. GRANT UNDER 1998 STOCK PLAN. This option is granted pursuant to and is governed by the Company's 1998 Stock Plan (the "Plan") and, unless the context otherwise requires,...Breakaway Solutions Inc • July 21st, 1999 • Massachusetts
EXHIBIT 10.31 BREAKAWAY SOLUTIONS, INC. INCENTIVE STOCK OPTION AGREEMENT 1. GRANT UNDER 1998 STOCK PLAN. This option is granted pursuant to and is governed by the Company's 1998 Stock Plan (the "Plan") and, unless the context otherwise requires, terms...Option Agreement • July 21st, 1999 • Breakaway Solutions Inc • Massachusetts
BACKGROUNDLoan and Security Agreement • March 2nd, 2001 • Breakaway Solutions Inc • Services-business services, nec
Exhibit 10.50 BREAKAWAY SOLUTIONS, INC. NONSTATUTORY STOCK OPTION AGREEMENT GRANTED UNDER 1999 STOCK INCENTIVE PLAN 1. GRANT OF OPTION. This agreement evidences the grant by Breakaway Solutions, Inc., a Delaware corporation (the "Company"), on...Nonstatutory Stock Option Agreement • August 1st, 2000 • Breakaway Solutions Inc • Services-business services, nec
ANDShareholders Agreement • November 14th, 2000 • Breakaway Solutions Inc • Services-business services, nec • New York
EXHIBIT 10.1 LOAN AND SECURITY AGREEMENTLoan and Security Agreement • January 29th, 2001 • Breakaway Solutions Inc • Services-business services, nec • Delaware
EXHIBIT 10.30 BREAKAWAY SOLUTIONS, INC. Incentive Stock Option Agreement BREAKAWAY SOLUTIONS, INC. (the "Company") hereby grants the 18th day of February, 1999 (the "Grant Date") to Christopher Harding (the "Employee"), an option to purchase a maximum...Incentive Stock Option Agreement • October 1st, 1999 • Breakaway Solutions Inc • Services-business services, nec • Massachusetts
SECTION 1Stock Restriction Agreement • March 8th, 2000 • Breakaway Solutions Inc • Services-business services, nec • Delaware
RECITALSLicense Agreement • November 14th, 2000 • Breakaway Solutions Inc • Services-business services, nec • New York
BACKGROUNDRegistration Rights Agreement • March 2nd, 2001 • Breakaway Solutions Inc • Services-business services, nec
JULY 2, 1999Rights Agreement • October 1st, 1999 • Breakaway Solutions Inc • Services-business services, nec • Delaware
WITNESSETH:Transitional Services Agreement • July 5th, 2001 • Breakaway Solutions Inc • Services-business services, nec • Massachusetts
March 25, 1999 Babak R. Farzami 90 Park Avenue, Suite 1600 New York, NY 10016 Dear Bob: Breakaway Solutions, Inc. (the "Company") is pleased to offer you the position of Vice President, Corporate Development of the Company (the "Position") subject to...Breakaway Solutions Inc • July 21st, 1999 • Massachusetts
EXHIBIT 10.44 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, PLEDGED, OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION THEREOF UNDER SUCH ACT OR...Antidilution Agreement • October 1st, 1999 • Breakaway Solutions Inc • Services-business services, nec • Massachusetts
November 13, 1998 Mr. Gordon Brooks 20 Gilson Road Wellesley, Massachusetts 02481 Dear Gordon: BreakAway Solutions, Inc. (the "Company") is pleased to offer you the positions of President and Chief Executive Officer of the Company (collectively, the...Breakaway Solutions Inc • July 21st, 1999 • Massachusetts
EXHIBIT 10.55 EMPLOYMENT SEPARATION AGREEMENT This Employment Separation Agreement (the "Agreement") is entered into by Breakaway Solutions, Inc. (the "Company"), and Gordon R. Brooks ("Employee" or "you"). WHEREAS, the Company wishes to provide...Employment Separation Agreement • July 5th, 2001 • Breakaway Solutions Inc • Services-business services, nec • Massachusetts
