Corio Inc Sample Contracts

AMENDMENT NO. 1
Corio Inc • July 12th, 2000 • Services-computer programming services
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CORIO, INC. COMMON STOCK
Underwriting Agreement • April 21st, 2000 • Corio Inc • New York
Exhibit 2.1 ASSET PURCHASE AGREEMENT by and between
Asset Purchase Agreement • September 27th, 2002 • Corio Inc • Services-computer programming services • New York
MASTER AGREEMENT BY AND AMONG CORIO, INC. AND BROADVISION, INC.
Master Agreement • July 12th, 2000 • Corio Inc • Services-computer programming services
WITNESSETH
Confidentiality Agreement • July 20th, 2000 • Corio Inc • Services-computer programming services • New York
CORIO, INC.
Indemnification Agreement • April 21st, 2000 • Corio Inc • Delaware
AMENDMENT NO. 1
Corio Inc • April 21st, 2000
CORIO, INC. INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • June 30th, 2000 • Corio Inc • Services-computer programming services • Delaware
CORIO INC. LICENSE AND HOSTING AGREEMENT
License and Hosting Agreement • July 20th, 2000 • Corio Inc • Services-computer programming services • California
OUTSOURCER ALLIANCE AGREEMENT WITH CORIO, INC.
Outsourcer Alliance Agreement • July 20th, 2000 • Corio Inc • Services-computer programming services • California
Change in Control Agreement Amendment
Control Agreement • November 15th, 2004 • Corio Inc • Services-computer programming services

Effective October 4, 2004, this Amendment amends the Change in Control Agreement (the "Agreement"), entered into as of March 10, 2000 by and between Arthur Chiang, an individual ("Executive") and Corio, Inc., a Delaware corporation (the "Company").

RECITALS
Hosting License Agreement • July 12th, 2000 • Corio Inc • Services-computer programming services
CREDIT AGREEMENT
Credit Agreement • August 13th, 2004 • Corio Inc • Services-computer programming services • California

THIS AGREEMENT is entered into as of March 17, 2004, by and between CORIO, INC., a Delaware corporation ("Borrower"), and WELLS FARGO BANK, NATIONAL ASSOCIATION ("Bank").

THIRD AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • February 3rd, 2005 • Corio Inc • Services-computer programming services

THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of February 1, 2005, by and between CORIO, INC., a Delaware corporation (“Borrower”), and WELLS FARGO BANK, NANONAL ASSOCIATION (“Bank”).

BACKGROUND
Alliance and Co-Marketing Agreement • June 30th, 2000 • Corio Inc • Services-computer programming services • California
Contract
Stockholders Agreement • January 28th, 2005 • Corio Inc • Services-computer programming services • Delaware

STOCKHOLDERS AGREEMENT dated as of January 24, 2005 (this “Agreement”), between INTERNATIONAL BUSINESS MACHINES CORPORATION, a New York corporation (“Parent”), and each of THE INDIVIDUALS AND OTHER PARTIES LISTED ON SCHEDULE A ATTACHED HERETO (each, a “Stockholder” and, collectively, the “Stockholders”).

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RECITALS
Change in Control Agreement • April 21st, 2000 • Corio Inc • California
AGREEMENT AND PLAN OF MERGER Among INTERNATIONAL BUSINESS MACHINES CORPORATION, NIKE ACQUISITION CORP. and CORIO, INC. Dated as of January 24, 2005
Agreement and Plan of Merger • January 25th, 2005 • Corio Inc • Services-computer programming services • Delaware

AGREEMENT AND PLAN OF MERGER dated as of January 24, 2005 (this “Agreement”), by and among INTERNATIONAL BUSINESS MACHINES CORPORATION, a New York corporation (“Parent”), NIKE ACQUISITION CORP., a Delaware corporation and a wholly owned subsidiary of Parent (“Sub”), and CORIO, INC., a Delaware corporation (the “Company”).

Amendment to Offer Letter
Offer Letter • November 15th, 2004 • Corio Inc • Services-computer programming services

The offer letter dated June 11, 1999 between George Kadifa and Corio, Inc. (the "Offer Letter") is hereby amended effective July 15, 2004, as follows:

RELEASE AND SETTLEMENT AGREEMENT
Release and Settlement Agreement • November 15th, 2004 • Corio Inc • Services-computer programming services • Delaware

THIS RELEASE AND SETTLEMENT AGREEMENT (the "Settlement Agreement") is made and entered into this 29th day of September 2004 (the "Settlement Effective Date"), by and between Corio, Inc. ("Corio") and Avaya Inc. ("Avaya"). These above-referenced parties are sometimes referred to herein collectively as the "Parties."

Change in Control Agreement Amendment 2
Control Agreement • November 15th, 2004 • Corio Inc • Services-computer programming services

Effective October 4, 2004, this Amendment amends the Change in Control Agreement, as amended effective April 15, 2001, (the "Agreement"), entered into as of March 7, 2000 by and between George Kadifa, an individual ("Executive") and Corio, Inc., a Delaware corporation (the "Company").

CORIO, INC. FIRST WARRANT AMENDMENT AGREEMENT
First Warrant Amendment Agreement • November 13th, 2000 • Corio Inc • Services-computer programming services
Change in Control Agreement Amendment
Control Agreement • November 15th, 2004 • Corio Inc • Services-computer programming services

Effective October 4, 2004, this Amendment amends the Change in Control Agreement (the "Agreement"), entered into as of November 21, 2002 by and between Brett White, an individual ("Executive") and Corio, Inc., a Delaware corporation (the "Company").

FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • August 13th, 2004 • Corio Inc • Services-computer programming services

THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is entered into as of July 23, 2004, by and between CORIO, INC., a Delaware corporation ("Borrower"), and WELLS FARGO BANK, NATIONAL ASSOCIATION ("Bank").

Mortgage Assistance Agreement
Mortgage Assistance Agreement • March 30th, 2004 • Corio Inc • Services-computer programming services • California

Subject to Mr. Jamil's continuing employment with Corio, Inc. (which remains terminable by Corio at will), Corio intends to pay Sal Jamil up to Forty-Five Thousand Dollars ($45,000) per year for up to the next five (5) years, payable in monthly installments according to Corio' s payment policies as determined by Corio, for assistance with Mr. Jamil' s mortgage associated with his primary residence. Any such payment is further subject to Mr. Jamil providing Corio evidence of such obligations related to his mortgage associated with his primary residence prior to any such payment. Any such payment shall be subject to income tax be borne by Mr. Jamil. In the event Mr. Jamil' s employment terminates for any reason whatsoever, any such payments shall cease, and, in the event Mr. Jamil terminates his employment with Corio within the next two (2) years, Mr. Jamil shall immediately be required to repay Corio any and all such payments paid by Corio to Mr. Jamil from the effective date hereof up

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • October 29th, 2003 • Corio Inc • Services-computer programming services • Delaware

This Registration Rights Agreement (“Agreement”) is entered into as of October 22, 2003, by and between Corio, Inc., a Delaware corporation (“Transferee”), Nexus Technology, Inc., an Illinois corporation (“Transferor”) and the undersigned stockholders of Transferor (individually a “Stockholder” and collectively “Stockholders”).

ASSET TRANSFER AGREEMENT AND PLAN OF REORGANIZATION by and among CORIO, INC., DEAN ADAMOPOULOS, JOHN S. ZIS, ENTERPRISE TRUST I (BY JOHN S. ZIS AS TRUSTEE AND REGISTERED SHAREHOLDER), ENTERPRISE TRUST II (BY JOHN S. ZIS AS TRUSTEE AND REGISTERED...
Asset Transfer Agreement • October 29th, 2003 • Corio Inc • Services-computer programming services • California

This ASSET TRANSFER AGREEMENT AND PLAN OF REORGANIZATION (the “Agreement”) is made and entered into as of October 22, 2003 between Corio, Inc., a Delaware corporation (“Transferee”), Nexus Technology, Inc., a corporation organized under the laws of Illinois (“Transferor”), Dean Adamopoulos, John S. Zis, Enterprise Trust I (by John S. Zis as trustee and registered shareholder), Enterprise Trust II (by John S. Zis as trustee and registered shareholder), Jeff Devine, Sabir Kapasi (collectively, the “Indemnifying Stockholders”), and (solely with respect to Article XI hereof) U.S. Bank, National Association (“Escrow Agent”), and John S. Zis, as Stockholder Representative (as defined below).

SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • November 15th, 2004 • Corio Inc • Services-computer programming services

THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is entered into as of Sept. 30, 2004, by and between CORIO, INC., a Delaware corporation ("Borrower"), and WELLS FARGO BANK, NANONAL ASSOCIATION ("Bank").

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