Exhibit 10.5 PARK SQUARE BUILDING COMMERCIAL LEASE THIS INSTRUMENT IS A LEASE, dated as of March 3, 2000, in which the LESSOR and LESSEE are the parties hereinafter named, and which relates to space in the building (the "Building") located at 31 Saint...Inso Corp • June 14th, 2000 • Services-prepackaged software • Massachusetts
AGREEMENT RELATING TO WARRANTS OF INSO CORPORATION This Agreement dated as of June 22, 1999 is by and among Inso Corporation (the "Company"), those persons listed on Exhibit A hereto who have signed this Agreement (the "Holders"), who constitute...Agreement • September 14th, 1999 • Inso Corp • Services-prepackaged software • California
EXHIBIT 10.3 Separation Agreement and Release This Separation Agreement and Release entered into as of the 26th day of May, 2000, is made by and between Inso Corporation ("the Company") and Elaine S. Ouellette ("the Executive"), and constitutes the...Separation Agreement and Release • September 14th, 2000 • Ebt International Inc • Services-prepackaged software • Massachusetts
AMONGAgreement and Plan of Merger • July 25th, 2000 • Inso Corp • Services-prepackaged software • Delaware
Exhibit 10.4 EBT INTERNATIONAL, INC. EMPLOYMENT AGREEMENT AGREEMENT effective the 1/st/ day of June, 2001 by and between eBT International, Inc., a Delaware corporation with principal offices at 299 Promenade Street, Providence, RI 02908 ("EBT"), and...Employment Agreement • September 14th, 2001 • Ebt International Inc • Services-prepackaged software • Delaware
SUBLEASE --------Ebt International Inc • September 14th, 2000 • Services-prepackaged software
Exhibit 10.27 Separation Agreement and Release This Separation Agreement and Release entered into as of the 1st day of February, 2001 (the "Effective Date"), is made by and between eBT International, Inc. (formerly Inso Corporation) ("the Company")...Separation Agreement and Release • April 30th, 2001 • Ebt International Inc • Services-prepackaged software • Massachusetts
EXHIBIT 10.9 STANDARD FORM LEASE PARTIES. This Lease, executed in duplicate at Cupertino, California, on April 11, 1996, by and between Berg & Berg Developers, a California General Partnership, and Sherpa Corporation, a California Corporation,...Inso Corp • March 31st, 1999 • Services-prepackaged software • California
Exhibit 10.3 NEGOTIATED SEPARATION AGREEMENT AND GENERAL RELEASE This Negotiated Separation Agreement and General Release ("AGREEMENT") is made this 31/st/ day of May, 2001, by and between eBT International, Inc. ("eBT" or the "Company") and...Negotiated Separation Agreement and General Release • September 14th, 2001 • Ebt International Inc • Services-prepackaged software • Delaware
RECITALSIndemnity Agreement • April 30th, 2001 • Ebt International Inc • Services-prepackaged software • Delaware
PLEDGE AGREEMENTPledge Agreement • March 23rd, 1998 • Inso Corp • Services-prepackaged software • Massachusetts
Exhibit 10.6 Lease Termination Agreement This Agreement (the "Lease Termination Agreement") is made this 3/rd/ day of March, 2000 by and between OMV Associates Limited Partnership, a Massachusetts Limited Partnership as successor to MBL Life Assurance...Lease Termination Agreement • June 14th, 2000 • Inso Corp • Services-prepackaged software
EXHIBIT 10.11 INSO CORPORATION Management Retention Agreement INSO Corporation 31 St. James Avenue Boston, MA 02116-4101 Dear [name]: INSO Corporation (the "Company") recognizes that, as is the case with many publicly held corporations, the...Inso Corp • March 31st, 1999 • Services-prepackaged software • Delaware
Exhibit 4.1 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUED UPON ITS EXERCISE ARE SUBJECT TO THE RESTRICTIONS ON TRANSFER SET FORTH IN SECTION 4 OF THIS WARRANT Warrant No. ____ Number of Shares:________ (subject to adjustment) Date of Issuance:...Inso Corp • December 18th, 1998 • Services-prepackaged software • Massachusetts
October 6, 1999 Paul R. Anderson 1135 Hidden Oaks Drive Menlo Park, CA 94025 Dear Paul: This letter agreement supercedes and replaces the offer letter to you dated October 5, 1998 and (1) confirms your basic compensation package associated with your...Inso Corp • December 15th, 1999 • Services-prepackaged software • Massachusetts
EXHIBIT 10.2 February 15, 2000 Stephen O. Jaeger 11 Topstone Road Redding, Connecticut 06896-1810 Dear Steve: This letter agreement ("Agreement"), effective the 15th day of February, 2000, is by and between you and Inso Corporation ("Inso"), and...Letter Agreement • June 14th, 2000 • Inso Corp • Services-prepackaged software • Massachusetts
This letter agreement ("Agreement"), effective the 15th day of February, 2000, is by and between you and Inso Corporation ("Inso"), and provides for the potential payment by Inso to you of a one-time bonus in the event of a Change of Control of Inso (as defined below).
Exhibit 2.1 SHARE EXCHANGE AGREEMENT AND AGREEMENT AND PLAN OF MERGER AMONG INSO CORPORATION, TABASCO CORP., SHERPA SYSTEMS CORPORATION AND The Selling Stockholders named herein November 11, 1998 TABLE OF CONTENTS Page ANNEXES: Annex 1 - List of...Share Exchange Agreement And Agreement • December 18th, 1998 • Inso Corp • Services-prepackaged software • California
Pursuant to the terms of its 1996 Stock Incentive Plan (the "Plan"), Inso Corporation, a Delaware corporation (the "Company"), hereby grants to [ ] (the "Optionee") an option (the "Option") to purchase up to [ ] shares (the "Option Shares") of the...Inso Corp • November 23rd, 1998 • Services-prepackaged software
INSO CORPORATION EMPLOYMENT AGREEMENT AGREEMENT effective the 1st day of April, 1999, by and between Inso Corporation, a Delaware corporation with principal offices at 31 St. James Avenue, Boston, MA 02116 ("Inso"), and Stephen O. Jaeger, residing at...Employment Agreement • December 15th, 1999 • Inso Corp • Services-prepackaged software • Massachusetts
AGREEMENT AND RELEASE This Agreement and Release ("Agreement") is being entered into between Michael Melody (the "Employee") and Inso Corporation (the "Company"), (collectively, the "Parties"). The complete terms of the Agreement are noted below: 1....Agreement and Release • June 14th, 1999 • Inso Corp • Services-prepackaged software
EXHIBIT 10.8 LEASE THIS LEASE (the "Lease") is entered into as of the 6th day of March, 1997 by and between THE FOUNDRY ASSOCIATES, L.P., a Rhode Island limited partnership of which Antonio Guerra is the managing general partner (hereinafter the...Lease • March 31st, 1999 • Inso Corp • Services-prepackaged software • Rhode Island
Separation Agreement and Release This Separation Agreement and Release entered into this 28th day of September, 1999, is made by and between Inso Corporation (Inso Corporation, and all of its subsidiaries and affiliates, shall be collectively referred...Separation Agreement and Release • December 15th, 1999 • Inso Corp • Services-prepackaged software • Massachusetts
AGREEMENT AND RELEASE This Agreement and Release ("Agreement") is being entered into between Graham Marshall (the "Employee") and Inso Corporation (the "Company"), (collectively, the "Parties"). The complete terms of the Agreement are noted below: 1....Agreement and Release • September 14th, 1999 • Inso Corp • Services-prepackaged software
Amended and Restated Separation Agreement and Release This Amended and Restated Separation Agreement and Release ("Agreement") entered into this 11th day of June, 1999, is made by and between Inso Corporation ("the Company") and Betty J. Savage ("the...Separation Agreement and Release • September 14th, 1999 • Inso Corp • Services-prepackaged software • Massachusetts
Exhibit 2.1 ASSET PURCHASE AGREEMENT BY AND AMONG LERNOUT & HAUSPIE SPEECH PRODUCTS N.V. INSO CORPORATION INSO DALLAS CORPORATION AND INSO FLORIDA CORPORATION DATED: MARCH 31, 1998 ASSET PURCHASE AGREEMENT TABLE OF CONTENTS ARTICLE 1. PURCHASE AND...Asset Purchase Agreement • May 7th, 1998 • Inso Corp • Services-prepackaged software • Massachusetts
INSO CORPORATIONEmployment Agreement • June 14th, 2000 • Inso Corp • Services-prepackaged software
INSO CORPORATION Non-Qualified Stock Option Agreement Under the Inso Corporation 1996 Non-Employee Director Incentive Plan Optionee: [ ] Date: [ ]Non-Qualified Stock Option Agreement • November 23rd, 1998 • Inso Corp • Services-prepackaged software
EXHIBIT 10.4 April 13, 2000 Stephen O. Jaeger 11 Topstone Road Redding, Connecticut 06896-1810 Dear Steve: This amended and restated letter agreement ("Agreement"), effective the 13/th/ day of April, 2000, is by and between you and Inso Corporation...Inso Corp • June 14th, 2000 • Services-prepackaged software • Massachusetts
This amended and restated letter agreement ("Agreement"), effective the 13/th/ day of April, 2000, is by and between you and Inso Corporation ("Inso"), and supersedes and replaces the letter agreement by and between you and Inso dated February 15, 2000.
EXECUTION COPY INSO CORPORATION, Seller INSO PROVIDENCE CORPORATION, Seller VIEWPORT DEVELOPMENT AB, Seller ENIGMA INFORMATION SYSTEMS LTD., Buyer and ENIGMA, INC., Buyer PURCHASE AND SALE AGREEMENT Dated as of October 18, 1999 PURCHASE AND SALE...Purchase and Sale Agreement • November 15th, 1999 • Inso Corp • Services-prepackaged software • Massachusetts
RIGHTS AGREEMENT RIGHTS AGREEMENT, dated as of July 11, 1997 (the "Agreement"), between INSO Corporation, a Delaware corporation (the "Company"), and State Street Bank & Trust Company, as Rights Agent (the "Rights Agent"). W I T N E S S E T H WHEREAS,...Rights Agreement • July 16th, 1997 • Inso Corp • Services-prepackaged software • Delaware
AMENDMENT NO. 1 TO RIGHTS AGREEMENT This AMENDMENT NO. 1 (this "Amendment") to the Rights Agreement (the "Rights Agreement") dated as of July 11, 1997 between INSO Corporation, a Delaware corporation (the "Company"), and State Street Bank & Trust...Rights Agreement • October 28th, 1999 • Inso Corp • Services-prepackaged software
STOCK PURCHASE AGREEMENT between INSO CORPORATION and STRUCTURAL DYNAMICS RESEARCH CORPORATION January 5, 2000 TABLE OF CONTENTS STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (hereinafter referred to as the "Agreement") is made this 5th day...Stock Purchase Agreement • January 20th, 2000 • Inso Corp • Services-prepackaged software • Ohio
Exhibit 4.5 INSO CORPORATION Incentive Stock Option Agreement Under the Inso Corporation 1996 Stock Incentive Plan Optionee: [ ] Date: [ ] Pursuant to the terms of its 1996 Stock Incentive Plan (the "Plan"), Inso Corporation, a Delaware corporation...Inso Corp • November 23rd, 1998 • Services-prepackaged software
