Compuware Corp Sample Contracts

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BY AND AMONG
Agreement and Plan of Merger • May 9th, 2005 • Compuware Corp • Services-prepackaged software • Delaware
COMPUWARE CORPORATION REVOLVING CREDIT AGREEMENT DATED AS OF NOVEMBER 1, 2007
Revolving Credit Agreement • November 6th, 2007 • Compuware Corp • Services-prepackaged software • Michigan
EXHIBIT 2.5 ASSET PURCHASE AGREEMENT DATED OCTOBER 1, 2004
Asset Purchase Agreement • November 8th, 2004 • Compuware Corp • Services-prepackaged software • Michigan
RECITALS
Registration Rights Agreement • April 12th, 1999 • Compuware Corporation • Services-prepackaged software • Michigan
EXHIBIT (b)(2) CREDIT AGREEMENT
Credit Agreement • August 17th, 1999 • Compuware Corporation • Services-prepackaged software • New York
SEVENTH AMENDMENT TO AGREEMENT AND PLAN OF MERGER AMONG COMPUWARE CORPORATION, CV ACQUISITION, INC. AND VIASOFT, INC.
Agreement and Plan of Merger • January 19th, 2000 • Compuware Corporation • Services-prepackaged software
1 EXHIBIT (c)(1) AGREEMENT AND PLAN OF MERGER dated as of July 14, 1999
Agreement and Plan of Merger • July 22nd, 1999 • Compuware Corporation • Services-prepackaged software • Delaware
RECITALS
Noncompetition Agreement • June 30th, 1999 • Compuware Corporation • Services-prepackaged software • California
1 EXHIBIT 2.2 AGREEMENT AND PLAN OF MERGER DATED FEBRUARY 23, 1999
Agreement and Plan of Merger • April 12th, 1999 • Compuware Corporation • Services-prepackaged software • Michigan
ARTICLE II REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS
Voting Agreement • July 22nd, 1999 • Compuware Corporation • Services-prepackaged software • Delaware
EXHIBIT 2.3 ASSET PURCHASE AGREEMENT DATED FEBRUARY 4, 2004 BY AND BETWEEN COMPUWARE CORPORATION
Asset Purchase Agreement • June 8th, 2004 • Compuware Corporation • Services-prepackaged software • Michigan
RECITALS:
Credit Agreement • August 9th, 2007 • Compuware Corp • Services-prepackaged software
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EXHIBIT 2.4 AMENDED AND RESTATED SHARE PURCHASE AGREEMENT
Share Purchase Agreement • June 8th, 2004 • Compuware Corporation • Services-prepackaged software • Ontario
COMERICA BANK
Credit Agreement • August 7th, 2006 • Compuware Corp • Services-prepackaged software • Michigan
SEVERANCE AGREEMENT
Severance Agreement • August 7th, 2014 • Compuware Corp • Services-prepackaged software • Michigan

THIS SEVERANCE AGREEMENT, dated June 6, 2014, (the "Agreement"), is made by and between Compuware Corporation, a Michigan corporation (the "Company"), and Robert C. Paul (the "Executive").

ARTICLE II REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS
Shareholder Tender and Voting Agreement • June 30th, 1999 • Compuware Corporation • Services-prepackaged software • California
AGREEMENT AND PLAN OF MERGER by and among PROJECT COPPER HOLDINGS, LLC, PROJECT COPPER MERGER CORP. and COMPUWARE CORPORATION Dated as of September 2, 2014
Agreement and Plan of Merger • September 3rd, 2014 • Compuware Corp • Services-prepackaged software • Michigan

THIS AGREEMENT AND PLAN OF MERGER, dated as of September 2, 2014, (this “Agreement”), is made by and among Project Copper Holdings, LLC, a Delaware limited liability company (“Parent”), Project Copper Merger Corp., a Michigan corporation and a direct wholly owned Subsidiary of Parent (“Acquisition Sub”), and Compuware Corporation, a Michigan corporation (the “Company”).

COVISINT CORPORATION Common Stock, no par value UNDERWRITING AGREEMENT
Underwriting Agreement • September 27th, 2013 • Compuware Corp • Services-prepackaged software • New York
PERFORMANCE UNIT AWARD AGREEMENT
Performance Unit Award Agreement • February 8th, 2010 • Compuware Corp • Services-prepackaged software • Michigan

THIS AGREEMENT (the “Agreement”) is made effective as of December 7, 2009 (the “Grant Date”), between Compuware Corporation, a Michigan corporation (the “Corporation”), and the individual whose name is set forth above, who is an employee of the Corporation (the “Recipient”). Capitalized terms not otherwise defined herein shall have the same meanings as in the 2007 Long Term Incentive Plan (the “Plan”), and the terms of the Plan are hereby incorporated by reference and made a part of this Agreement. This Award is granted pursuant to Article VII of the Plan and is intended to be exempt from Section 162(m) of the Internal Revenue Code of 1986, as amended (the “Code”).

STOCK OPTION AGREEMENT
Stock Option Agreement • August 5th, 2011 • Compuware Corp • Services-prepackaged software

Pursuant to the 2007 Long Term Incentive Plan (the “Plan”) of Compuware Corporation (the “Corporation”) and with the approval of the Compensation Committee (“Committee”) of the Corporation’s Board of Directors in accordance with the Plan, the Corporation grants you an option (the “Option”) to purchase 2,500,000 shares of Common Stock (the “Shares”) at $9.43 per share, upon the terms and conditions contained in this Stock Option Agreement (the “Agreement”) and in the Plan. The Option is intended to be a Nonqualified Option and is not intended to constitute a Code Section 162(m) Award under Article VII of the Plan. The Plan, as amended from time to time, is made a part of this Agreement and is available upon request. Capitalized terms used in this Agreement, but not otherwise defined in this Agreement, shall have the meanings given them in the Plan.

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