Centra Software Inc Sample Contracts

by and among
Agreement and Plan of Merger • May 14th, 2001 • Centra Software Inc • Services-business services, nec • Massachusetts
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RECITALS
Loan and Security Agreement • October 27th, 1999 • Centra Software Inc
RECITALS:
Investors' Rights Agreement • October 27th, 1999 • Centra Software Inc • Massachusetts
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATION
Agreement and Plan of Merger and Reorganization • January 22nd, 2002 • Centra Software Inc • Services-business services, nec • Delaware
EXHIBIT 4.1 RIGHTS AGREEMENT Dated as of April 19, 2002
Rights Agreement • April 22nd, 2002 • Centra Software Inc • Services-business services, nec • Delaware
UNDERWRITING AGREEMENT
Underwriting Agreement • February 2nd, 2000 • Centra Software Inc • Services-business services, nec • New York
ARTICLE I
Disclosure Agreement • December 3rd, 1999 • Centra Software Inc • Services-business services, nec • Massachusetts
TERMINATION AGREEMENT AND RELEASE
Termination Agreement and Release • April 8th, 2002 • Centra Software Inc • Services-business services, nec • Delaware
EXHIBIT 4.3 [Form of Right Certificate] Certificate No. [R]- Rights NOT EXERCISABLE AFTER APRIL 19, 2012, OR EARLIER IF REDEEMED BY THE COMPANY. THE RIGHTS ARE SUBJECT TO REDEMPTION, AT THE OPTION OF THE COMPANY, AT $.001 PER RIGHT, ON THE TERMS SET...
Centra Software Inc • April 22nd, 2002 • Services-business services, nec

This certifies that, or registered assigns, is the registered owner of the number of Rights set forth above, each of which entitles the owner, thereof, subject to the terms, provisions and conditions of the Rights Agreement dated as of April 19, 2002 (the "Rights Agreement"), between Centra Software, Inc., a Delaware corporation (the "Company"), and American Stock Transfer & Trust Company, a transfer agent, as Rights Agent (the "Rights Agent"), unless the Rights evidenced hereby shall have been previously redeemed by the Company, to purchase from the Company at any time after the Distribution Date (as defined in the Rights Agreement) and prior to 5:00 p.m., Boston time, on the 10th anniversary of the date of the Rights Agreement (the "Expiration Date"), at the office of the Rights Agent, or its successors as Rights Agent, in Brooklyn, New York, one one-thousandth (1/1,000th) of a fully paid, nonassessable share of Series A Participating Cumulative Preferred Stock, par value $.001 per s

CENTRA SOFTWARE, INC. SEVERANCE COMPENSATION AND CHANGE OF CONTROL AGREEMENT
Centra Software • April 7th, 2005 • Centra Software Inc • Services-business services, nec • Massachusetts

This Severance Compensation and Change of Control Agreement (the “Agreement”) is made as of the 1st day of April 2005 by and between Centra Software, Inc., a Delaware corporation (the “Company”), and Michelle M. Caggiano of Peabody, Massachusetts (the “Employee”).

AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG SABA SOFTWARE, INC., SPRUCE ACQUISITION CORPORATION, SPRUCE ACQUISITION, LLC, AND CENTRA SOFTWARE, INC. October 5, 2005
Agreement and Plan of Reorganization • October 6th, 2005 • Centra Software Inc • Services-business services, nec • Delaware

THIS AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made as of October 5, 2005 (the “Execution Date”) by and among SABA SOFTWARE, INC., a Delaware corporation (“Parent”), SPRUCE ACQUISITION CORPORATION, a Delaware corporation (“Merger Sub 1”), SPRUCE ACQUISITION, LLC, a Delaware limited liability company (“Merger Sub 2”) and CENTRA SOFTWARE, INC., a Delaware corporation (“Company”).

SUBLEASE
Centra Software Inc • October 27th, 1999
WITNESSETH:
Indemnity Agreement • January 7th, 2000 • Centra Software Inc • Services-business services, nec • Delaware
CENTRA SOFTWARE, INC. AMENDED AND RESTATED SEVERANCE COMPENSATION AND CHANGE OF CONTROL AGREEMENT
Centra Software • February 18th, 2005 • Centra Software Inc • Services-business services, nec • Massachusetts

This Amended and Restated Severance Compensation and Change of Control Agreement (the “Agreement”) is made as of the 15th day of February 2005 by and between Centra Software, Inc., a Delaware corporation (the “Company”), and Richard Cramer of Concord, Massachusetts (the “Employee”).

CENTRA SOFTWARE, INC. SEVERANCE COMPENSATION AND CHANGE OF CONTROL Agreement
Centra Software • June 20th, 2005 • Centra Software Inc • Services-business services, nec • Massachusetts

This Severance Compensation and Change of Control Agreement is made as of the 14th day of June, 2005 by and between Centra Software, Inc., a Delaware corporation (the “Company”), and Leon Navickas of Belmont, Massachusetts (the “Executive”).

CENTRA SOFTWARE, INC. EMPLOYMENT AGREEMENT
Employment Agreement • August 14th, 2003 • Centra Software Inc • Services-business services, nec • Massachusetts

This Employment Agreement is made as of the 1st day of July, 2003 by and between Centra Software, Inc., a Delaware corporation (the “Company”), and Anthony J. Mark of Boxford, Massachusetts (the “Executive”).

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FIFTH LOAN MODIFICATION AGREEMENT
Fifth Loan Modification Agreement • November 14th, 2002 • Centra Software Inc • Services-business services, nec

This Fifth Loan Modification Agreement (the “Loan Modification Agreement”) is entered into as of September 26, 2002, by and between CENTRA SOFTWARE, INC., a Delaware corporation with its principal place of business at 430 Bedford Street, Lexington, Massachusetts 02173 (“Borrower”) and SILICON VALLEY BANK, a California-chartered bank, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at One Newton Executive Park, Suite 200, 2221 Washington Street, Newton, Massachusetts 02462, doing business under the name “Silicon Valley East” (“Bank”).

Exhibit 10.14 SECOND AMENDMENT TO LEASE -------------------------
Centra Software Inc • March 28th, 2001 • Services-business services, nec
Centra Software, Inc. 430 Bedford Street Lexington, Massachusetts 02173
Centra Software Inc • October 27th, 1999
SIXTH LOAN MODIFICATION AGREEMENT
Sixth Loan Modification Agreement • November 9th, 2004 • Centra Software Inc • Services-business services, nec

This Sixth Loan Modification Agreement (this “Loan Modification Agreement”) is entered into as of September 28, 2004, by and between SILICON VALLEY BANK, a California-chartered bank, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at One Newton Executive Park, Suite 200, 2221 Washington Street, Newton, Massachusetts 02462, doing business under the name “Silicon Valley East” (“Bank”) and CENTRA SOFTWARE, INC., a Delaware corporation with its principal place of business at 430 Bedford Street, Lexington, Massachusetts 02173 (“Borrower”).

SUBLEASE
Agreement • October 27th, 1999 • Centra Software Inc
CENTRA SOFTWARE, INC. CONSULTING AND CONFIDENTIALITY AGREEMENT
Centra Software • November 9th, 2004 • Centra Software Inc • Services-business services, nec • Massachusetts

In consideration of my provision of consulting services to Centra Software, Inc, a Delaware corporation located at 430 Bedford Street, Lexington, Massachusetts 02420 (the “Company”), and of the compensation to be paid to me, and in recognition of the fact that as a consultant to the Company I will or may have access to confidential information, I agree with the Company as follows:

AMENDMENT NO. 1 TO RIGHTS AGREEMENT
Rights Agreement • October 11th, 2005 • Centra Software Inc • Services-business services, nec • Delaware

This Amendment No. 1 (this “Amendment”), dated as of October 5, 2005, is by and between Centra Software, Inc., a Delaware corporation (the “Company”), and American Stock Transfer and Trust Company (the “Rights Agent”).

CENTRA SOFTWARE, INC. AMENDED AND RESTATED SEVERANCE COMPENSATION AND CHANGE OF CONTROL AGREEMENT
Centra Software • February 18th, 2005 • Centra Software Inc • Services-business services, nec • Massachusetts

This Amended and Restated Severance Compensation and Change of Control Agreement (the “Agreement”) is made as of the 14th day of February, 2005 by and between Centra Software, Inc., a Delaware corporation (the “Company”), and Stephen A. Johnson of Danvers, Massachusetts (the “Employee”).

FOURTH AMENDMENT TO LEASE
Lease • August 5th, 2004 • Centra Software Inc • Services-business services, nec

FOURTH AMENDMENT TO LEASE dated as of this 30th day of July, 2004, by and between Mortimer B. Zuckerman and Edward H. Linde as TRUSTEES OF ELANDZEE TRUST, but not individually, under Declaration of Trust dated March 27, 1972, recorded with the Middlesex South District Registry of Deeds in Book 12237, Page 161, as amended by instrument dated January 23, 1991 recorded with said Registry of in Book 20987, Page 157 (“Landlord”) with an address at c/o Boston Properties, Inc., 111 Huntington Avenue, Suite 300, Boston, Massachusetts 02199 and CENTRA SOFTWARE, INC., a Delaware corporation, with an address at 430 Bedford Street, Lexington, Massachusetts 02420 (“Tenant”).

WITNESSETH:
Sublease Agreement • March 13th, 2002 • Centra Software Inc • Services-business services, nec
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