Catalyst International Inc Sample Contracts

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Loan and Security Agreement
Security Agreement • March 30th, 2004 • Catalyst International Inc • Services-prepackaged software • California

THIS LOAN AND SECURITY AGREEMENT is entered into on the above date between SILICON VALLEY BANK (“Silicon”), whose address is 3003 Tasman Drive, Santa Clara, California 95054 and the borrower(s) named above (jointly and severally, the “Borrower”), whose chief executive office is located at the above address (“Borrower’s Address”). The Schedule to this Agreement (the “Schedule”) shall for all purposes be deemed to be a part of this Agreement, and the same is an integral part of this Agreement. (Definitions of certain terms used in this Agreement are set forth in Section 8 below.)

EXHIBIT 10.12
Catalyst International Inc • March 31st, 2003 • Services-prepackaged software • Wisconsin
EXHIBIT 10.14
Collateral Fee and Security Agreement • March 31st, 2003 • Catalyst International Inc • Services-prepackaged software • Wisconsin
Limited Waiver and Amendment to Loan Documents
Catalyst International Inc • September 2nd, 2004 • Services-prepackaged software

THIS LIMITED WAIVER AND AMENDMENT TO LOAN DOCUMENTS is entered into between Silicon Valley Bank (“Silicon”) and the borrower named above (“Borrower”).

RECITALS
Employment Agreement • August 14th, 2001 • Catalyst International Inc • Services-prepackaged software • Wisconsin
EXHIBIT 10.10
Promissory Note Modification Agreement • April 9th, 2002 • Catalyst International Inc • Services-prepackaged software • Wisconsin
Contract
Stockholders Voting Agreement • June 30th, 2004 • Catalyst International Inc • Services-prepackaged software • Delaware

STOCKHOLDERS VOTING AGREEMENT, dated as of June 28, 2004 (this "Agreement"), among ComVest Investment Partners II LLC, a Delaware limited liability company ("Parent"), CAT Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), and each of the stockholders whose names appear on the signature pages of this Agreement (each, a "Stockholder" and, collectively, the "Stockholders").

SECURITY AGREEMENT
Security Agreement • November 14th, 2003 • Catalyst International Inc • Services-prepackaged software • Delaware

THIS SECURITY AGREEMENT, is made as of September 30, 2003, by and among CATALYST INTERNATIONAL, INC., a Delaware corporation (the “Debtor”), each of the persons or entities who may purchase 12% Notes (as defined below) from the Debtor and who may execute a counterpart signature page hereto (individually, a “Secured Party” and collectively, the “Secured Parties”) and TERRENCE L. MEALY, for himself as one of the Secured Parties and as agent for each of the other Secured Parties (the “Agent”).

Contract
Catalyst International Inc • November 14th, 2003 • Services-prepackaged software • Delaware

THIS WARRANT AND THE SHARES OF COMMON STOCK OF CATALYST INTERNATIONAL, INC. PURCHASABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AS AMENDED (THE “SECURITIES ACT”) OR THE SECURITIES LAWS OF ANY STATE. THE HOLDER HEREOF, BY ACCEPTING THESE SECURITIES, AGREES FOR THE BENEFIT OF CATALYST INTERNATIONAL, INC. THAT THESE SECURITIES MAY BE RESOLD, PLEDGED, OR OTHERWISE TRANSFERRED ONLY (I) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OR (II) PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, AND IN EACH CASE IN ACCORDANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OF AMERICA. CATALYST INTERNATIONAL, INC. MAY REQUIRE AN OPINION OF COUNSEL SATISFACTORY TO IT THAT ANY TRANSFER IS IN COMPLIANCE WITH FEDERAL AND STATE SECURITIES LAWS AS A CONDITION TO ANY TRANSFER OF THESE SECURITIES.

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