ALTRIS SOFTWARE, INC. AMENDED AND RESTATED 1996 STOCK INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENT This Stock Option Agreement ("Agreement") is made and entered into as of the Date of Grant indicated below by and between Altris Software, Inc., a...Stock Option Agreement • March 31st, 1997 • Altris Software Inc • Services-computer integrated systems design • California
LOGO]Shareholders Agreement • June 1st, 1999 • Altris Software Inc • Services-computer integrated systems design • England and Wales
AGREEMENTAgreement • November 29th, 2000 • Altris Software Inc • Services-computer integrated systems design • England
ALTRIS SOFTWARE, INC. SECURITIES LITIGATION MEMORANDUM OF UNDERSTANDING This memorandum of understanding ("MOU") contains the principal terms of a settlement between plaintiffs and defendants Altris Software, Inc. ("Altris"), Jay V. Tanna ("Tanna")...Altris Software Inc • April 15th, 1999 • Services-computer integrated systems design
RECITALS:Security Agreement • April 15th, 1999 • Altris Software Inc • Services-computer integrated systems design • California
W I T N E S S E T H: --------------------Registration Rights Agreement • July 17th, 1997 • Altris Software Inc • Services-computer integrated systems design
EXHIBIT 10.2 SECOND AMENDMENT TO DEBENTURE PURCHASE AGREEMENT This Second Amendment to Debenture Purchase Agreement ("Amendment") is made and entered into as of the7th day of May, 1999, by and between ALTRIS SOFTWARE, INC. (the "Company"), a...Debenture Purchase Agreement • June 1st, 1999 • Altris Software Inc • Services-computer integrated systems design • California
WARRANT TO PURCHASE COMMON STOCKSpescom Software Inc • October 31st, 2005 • Services-computer integrated systems design • California
THIS WARRANT CERTIFIES THAT for value received, Monarch Pointe Fund, Ltd., or its registered assigns (hereinafter called the “Holder”) is entitled to purchase from Spescom Software Inc. (hereinafter called the “Company”), the above referenced number of fully paid and nonassessable shares (the “Shares”) of common stock (the “Common Stock”), of Company, at the Warrant Price per Share referenced above; the number of shares purchasable upon exercise of this Warrant referenced above being subject to adjustment from time to time as described herein. This Warrant is issued in connection with that certain Subscription Agreement dated as of October 25, 2005, by and between the Company and Holder (the “Subscription Agreement”). The exercise of this Warrant shall be subject to the provisions, limitations and restrictions contained herein.
THE SELLERS NAMED IN SCHEDULE 1 AND THE OPTIONHOLDERS NAMED IN SCHEDULE 1 AND JAYANTILAL VELJI TANNA AND ALPHAREL, INC. AGREEMENT FOR THE SALE AND PURCHASE OF ALL THE ISSUED SHARE CAPITAL OF TRIMCO GROUP PLC ALLEN & OVERY LONDON CONTENTSAgreement • January 10th, 1996 • Alpharel Inc /Ca/ • Computer peripheral equipment, nec • London
January 2, 1996 Newsun Limited c/o ABN Amro Trust 80 Rue du Rhone CH 1704 Geneva Switzerland and THC, Inc. 1183 Finch Avenue W. Suite 604 N. York, Ontario M332G2 Re: SERIES B CONVERTIBLE PREFERRED STOCK Gentlemen: This will confirm our agreement with...Alpharel Inc /Ca/ • January 10th, 1996 • Computer peripheral equipment, nec
DEBENTURE PURCHASE AGREEMENT This DEBENTURE PURCHASE AGREEMENT (the "Agreement ") entered into the 27th day of June, 1997, by and between ALTRIS SOFTWARE, INC., a California corporation (the "Company"), and SIRROM CAPITAL CORPORATION, d/b/a Tandem...Debenture Purchase Agreement • July 17th, 1997 • Altris Software Inc • Services-computer integrated systems design • California
THIS ACQUISITION AGREEMENT (the "Agreement") is made this 21st day of September, 1998, by and between STRUCTURAL DYNAMICS RESEARCH CORPORATION, an Ohio corporation with its principal place of business located at 2000 Eastman Drive, Milford, Ohio 45150...Acquisition Agreement • October 8th, 1998 • Altris Software Inc • Services-computer integrated systems design • Ohio
ARTICLE IConvertible Preferred Stock Purchase Agreement • January 10th, 1996 • Alpharel Inc /Ca/ • Computer peripheral equipment, nec • New York
EXHIBIT D to Subscription Agreement REGISTRATION RIGHTS AGREEMENTSubscription Agreement • October 31st, 2005 • Spescom Software Inc • Services-computer integrated systems design • California
AGREEMENT dated as of , 2005, between [INSERT NAME(S) OF SECOND CLOSING PURCHASER(S)] (the “Fund”) and M.A.G. CAPITAL, LLC (“MAG”) (the Fund and MAG are referred to individually as a “Holder” and collectively as the “Holders”), and Spescom Software Inc., a California corporation (the “Company”).
W I T N E S S E T H:Subordinated Debenture • June 1st, 1999 • Altris Software Inc • Services-computer integrated systems design
ALPHAREL, INC.Alpharel Inc /Ca/ • January 10th, 1996 • Computer peripheral equipment, nec
WARRANT TO PURCHASE COMMON STOCKSpescom Software Inc • March 16th, 2006 • Services-computer integrated systems design • California
THIS WARRANT CERTIFIES THAT for value received, M.A.G. Capital, LLC, or its registered assigns (hereinafter called the “Holder”) is entitled to purchase from Spescom Software Inc. (hereinafter called the “Company”), the above referenced number of fully paid and nonassessable shares (the “Shares”) of common stock (the “Common Stock”), of Company, at the Warrant Price per Share referenced above; the number of shares purchasable upon exercise of this Warrant referenced above being subject to adjustment from time to time as described herein. This Warrant is issued in connection with that certain Subscription Agreement dated as of March 10, 2006, by and between the Company, Holder, Monarch Pointe Fund, Ltd. and Mercator Momentum Fund III, L.P. (the “Subscription Agreement”). The exercise of this Warrant shall be subject to the provisions, limitations and restrictions contained herein.
EXHIBIT 10.1 FIRST AMENDMENT TO CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT This First Amendment to Convertible Preferred Stock Purchase Agreement ("Amendment") is made and entered into as of the 7th day of May, 1999, by and between ALTRIS...Convertible Preferred Stock Purchase Agreement • June 1st, 1999 • Altris Software Inc • Services-computer integrated systems design • California
EXECUTION COPY 1WARRANT TO PURCHASE COMMON STOCKEnterprise Informatics Inc • January 15th, 2008 • Services-computer integrated systems design • California
THIS WARRANT CERTIFIES THAT for value received, ERP2 Holdings, LLC or its registered assigns (hereinafter called the “Holder”) is entitled to purchase from Enterprise Informatics Inc. (hereinafter called the “Company”), the above referenced number of fully paid and nonassessable shares (the “Shares”) of common stock (the “Common Stock”), of Company, at the Warrant Price per Share referenced above; the number of shares purchasable upon exercise of this Warrant and Warrant Price per Share referenced above being subject to adjustment from time to time as described herein. The exercise of this Warrant shall be subject to the provisions, limitations and restrictions contained herein.
STANDARD OFFICE LEASE - GROSS AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATIONOffice Lease - Gross • August 14th, 2003 • Altris Software Inc • Services-computer integrated systems design • California
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 10th, 2003 • Altris Software Inc • Services-computer integrated systems design • California
This Registration Rights Agreement is made as of September , 2003 (the “Effective Date”) by and among Altris Software, Inc., a California corporation (the “Company”), Spescom Limited, a corporation organized under the laws of South Africa (“Spescom”), and Spescom Ltd., a United Kingdom corporation (“Spescom UK”), (individually and collectively, “Holders”), with reference to the following facts:
PUBLIC RELATIONS AGREEMENT BETWEEN LIOLIOS GROUP, INC. AND SPESCOM SOFTWARE INC.Public Relations Agreement • January 4th, 2006 • Spescom Software Inc • Services-computer integrated systems design • California
THIS FINANCIAL PUBLIC RELATIONS AGREEMENT (“Agreement”) is made and entered into this 15th day of November, 2005 (the “Effective Date”) by and between Spescom Software Inc., a California Corporation (“Company”) and Liolios Group, Inc., a California Corporation (“Consultant”).
March 31, 2006 Liolios Group, Inc.Public Relations Agreement • April 7th, 2006 • Spescom Software Inc • Services-computer integrated systems design
W I T N E S S E T H:Convertible Preferred Stock Purchase Agreement • July 17th, 1997 • Altris Software Inc • Services-computer integrated systems design • California
SPESCOM SOFTWARESpescom Software Inc • May 16th, 2005 • Services-computer integrated systems design
DEBT CONVERSION AGREEMENTDebt Conversion Agreement • October 10th, 2003 • Altris Software Inc • Services-computer integrated systems design • California
This Debt Conversion Agreement (the “Agreement”), is entered into as of September 30, 2003 (the “Effective Date”) by and between Altris Software, Inc., a California corporation (the “Company”), Spescom Limited, a corporation organized under the laws of South Africa (“Spescom”), and Spescom Ltd., a United Kingdom corporation (“Spescom UK”), who agree as follows:
DATED September 29, 2006Spescom Software Inc • December 26th, 2006 • Services-computer integrated systems design
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 16th, 2006 • Spescom Software Inc • Services-computer integrated systems design • California
AGREEMENT dated as of March 10, 2006, between Monarch Pointe Fund, Ltd. (“Monarch”), Mercator Momentum Fund III, L.P. (“MMF”) and M.A.G. CAPITAL, LLC (“MAG”) (Monarch, MMF and MAG are referred to individually as a “Holder” and collectively as the “Holders”), and Spescom Software Inc., a California corporation (the “Company”).
INDEX TO LEASELease • November 23rd, 2001 • Altris Software Inc • Services-computer integrated systems design • California
THIS LEASE is made as of the 1st day of March, 2001, by and between THE IRVINE COMPANY, a Delaware corporation hereafter called "Landlord," and ALTRIS SOFTWARE, INC., a California corporation, hereinafter called "Tenant."
SECURITY AGREEMENTSecurity Agreement • May 15th, 2002 • Altris Software Inc • Services-computer integrated systems design • California
This Security Agreement (“Agreement”) is executed as of February 15, 2002 between Altris Software, Inc., a California corporation (“Debtor”) and Spescom Limited, a United Kingdom corporation (“Spescom UK”) and Spescom Limited, a South African corporation (“Spescom SA” and collectively with Spescom UK, the “Secured Parties”), who agree as follows:
RECITALSRelease Agreement • June 1st, 1999 • Altris Software Inc • Services-computer integrated systems design • California
SPESCOM SOFTWARE LIMITED (Registered number 2253256) (the “Company”)Spescom Software Limited • January 4th, 2006 • Spescom Software Inc • Services-computer integrated systems design
Facility Letter dated 17 April 2000 (and entered into by Spescom Limited (a company incorporated under the laws of the Republic of South Africa with registered number 1987/001083/06) (the “Borrower”) on 18 April 2000) between the Borrower and the Bank as amended and restated by the First Supplemental Agreement dated 31 May 2002 between the Borrower and the Bank (the “Facility Letter”).
10th February 2006 ROWLANDSON PROPERTIES LIMITED and SPESCOM SOFTWARE LIMITED LEASE of First Floor offices Woolbrook House Crabtree Office Village, Egham, SurreySpescom Software Inc • April 7th, 2006 • Services-computer integrated systems design
OPTION AGREEMENTOption Agreement • May 15th, 2007 • Enterprise Informatics Inc • Services-computer integrated systems design • California
This Option Agreement (the “Agreement”) is entered into as of May 9, 2007 (the “Grant Date”) between Enterprise Informatics Inc., a California corporation (the “Company”), having an address for notices at 10052 Mesa Ridge Court, Suite 100, San Diego, California, 92121, and Cappello Capital Corp., a California corporation (the “Optionee”), having an address for notices at 100 Wilshire Boulevard, Suite 1200, Santa Monica, California, 90401, as follows:
Second Addendum to Lease dated April 1, 2003 by and between Enterprise Informatics, Inc. (“Lessee”) and Mesa Ridge Center, LLC (“Lessor”) at 10052 Mesa Ridge Court, San Diego, Ca 92121.Enterprise Informatics Inc • August 14th, 2007 • Services-computer integrated systems design
