Exhibit 4.2 THESE SECURITIES HAVE NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER REGULATION D PROMULGATED UNDER THE SECURITIES...Registration Rights Agreement • September 12th, 1997 • Consilium Inc • Services-prepackaged software • New York
SETTLEMENT AGREEMENT AMONG CONSILIUM, INC., CONSILIUM TAIWAN, INC., SYSTEMATIC DESIGNS INTERNATIONAL, INC. AND JEN-SHIH JESSI NIOUSettlement Agreement • March 4th, 1998 • Consilium Inc • Services-prepackaged software • California
EXHIBIT A ---------Incentive Stock Option Agreement • January 29th, 1996 • Consilium Inc • Services-prepackaged software
Exhibit 4.3 THE SECURITIES REPRESENTED BY THIS INSTRUMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR QUALIFIED UNDER APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE SOLD OR OTHERWISE TRANSFERRED IN THE...Consilium Inc • September 12th, 1997 • Services-prepackaged software • Delaware
RECITALSChange of Control Agreement • March 17th, 1997 • Consilium Inc • Services-prepackaged software • California
RECITALSVoting Agreement • October 14th, 1998 • Consilium Inc • Services-prepackaged software • Delaware
EXHIBIT 2.1 ASSET PURCHASE AGREEMENT ------------------------ THIS ASSET PURCHASE AGREEMENT (together with all Exhibits, Schedules and Appendices attached hereto and incorporated herein by reference, the "Agreement"), dated as of February 19, 1998, is...Asset Purchase Agreement • March 3rd, 1998 • Consilium Inc • Services-prepackaged software • California
EXHIBIT A ---------Consilium Inc • January 29th, 1996 • Services-prepackaged software • California
EXHIBIT 10.23 SECURITY AND LOAN AGREEMENT (ACCOUNTS RECEIVABLE) This Agreement is entered into between CONSILIUM, INC. , a Delaware corporation (herein called "Borrower") and IMPERIAL BANK (herein called "Bank"). 1. Bank hereby commits, subject to all...Security and Loan Agreement • September 12th, 1997 • Consilium Inc • Services-prepackaged software
EXHIBIT 4.1 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 • September 12th, 1997 • Consilium Inc • Services-prepackaged software • California
LEASE BETWEENTenant Improvements Construction Agreement • January 29th, 1996 • Consilium Inc • Services-prepackaged software • California
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONAgreement and Plan of Merger and Reorganization • October 14th, 1998 • Consilium Inc • Services-prepackaged software • Delaware
This Loan and Security Agreement ("Agreement") is made and entered into as of July 24, 1998, by and between VENTURE BANKING GROUP, A DIVISION OF CUPERTINO NATIONAL BANK ("Bank") and CONSILIUM, INC. ("Borrower"). RECITALS Borrower wishes to obtain...Loan and Security Agreement • September 14th, 1998 • Consilium Inc • Services-prepackaged software • California
EXHIBIT 10.26 January 13, 1998 Jim Macek 4604 Wild Briar Pass Austin, TX 78746 (512) 328-4422 Re: Employment Agreement Dear Jim: We are pleased to offer you the positions of Executive Vice President of Consilium, Inc. (the "Company") and President of...Consilium Inc • March 16th, 1998 • Services-prepackaged software
EXHIBIT 10.24 ------------- AGREEMENT BETWEEN CONSILIUM, INC., AND HCL AMERICA, INC., --------------------------------------------------------- FOR SETTING UP AN OFFSHORE DEVELOPMENT CENTER IN INDIA...Consilium Inc • June 11th, 1998 • Services-prepackaged software • California
EXHIBIT 10.18 August 6, 1996 Michael Field Re: Employment Agreement Dear Mike: Pursuant to our telephone conversation yesterday, this offer letter supersedes the earlier offer letter dated July 31, 1996. We are pleased to offer you the position of...Consilium Inc • January 29th, 1997 • Services-prepackaged software
