EXHIBIT 4.4 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of March 29, 2000, by and among GENERAL MAGIC, INC., a Delaware corporation, with headquarters located at 420 N. Mary Avenue, Sunnyvale, California...Registration Rights Agreement • March 31st, 2000 • General Magic Inc • Services-prepackaged software
ARTICLE IEscrow Agreement • March 27th, 2002 • General Magic Inc • Services-prepackaged software • New York
EXHIBIT 1.1B THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. IT MAY NOT BE SOLD OR OFFERED FOR SALE EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT AND ANY...General Magic Inc • May 1st, 1998 • Services-prepackaged software • New York
Exhibit 4.1 SUBSCRIPTION AGREEMENT This subscription (this "Subscription") is dated March __, 2002 between _________________________ ("Buyer") and General Magic, Inc., a Delaware corporation ("Seller"), whereby the parties agree as follows: 1....Subscription Agreement • March 27th, 2002 • General Magic Inc • Services-prepackaged software • New York
Exhibit 4.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the "AGREEMENT"), dated as of March 30, 1999, by and among General Magic, Inc., a Delaware corporation, with headquarters located at 420 N. Mary Avenue, Sunnyvale, California...Securities Purchase Agreement • April 2nd, 1999 • General Magic Inc • Services-prepackaged software • New York
1 EXHIBIT 10.1 FIRST AMENDMENT TO QWEST COMMUNICATIONS CORPORATION SERVICES AGREEMENT This First Amendment (this "First Amendment") to the Qwest Communications Corporation Services Agreement is by and between Qwest Communications Corporation ("Qwest")...Services Agreement • November 14th, 2000 • General Magic Inc • Services-prepackaged software
EXHIBIT 99.2 SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of October 15, 2001, is made by GENERAL MAGIC, INC., a corporation organized under the laws of the State of Delaware (the "DEBTOR"), with its principal offices located at 420 North Mary...Security Agreement • October 18th, 2001 • General Magic Inc • Services-prepackaged software • New York
1 EXHIBIT 10.34 CONFIDENTIAL TREATMENT REQUESTED UNDER 17 C.F.R. SECTIONS 200.80(b)(4), 200.83 AND 230.406. FIELD TRIAL AGREEMENT THIS FIELD TRIAL AGREEMENT is made as of this 1st day of October, 1998, by and between GENERAL MAGIC INC., a Delaware...Service Agreement • August 23rd, 1999 • General Magic Inc • Services-prepackaged software • Georgia
Exhibit 4.3 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of March 30, 1999, by and among GENERAL MAGIC, INC., a Delaware corporation, with headquarters located at 420 N. Mary Avenue, Sunnyvale, California...Registration Rights Agreement • April 2nd, 1999 • General Magic Inc • Services-prepackaged software • New York
BY AND BETWEENStock Purchase Agreement • March 31st, 1999 • General Magic Inc • Services-prepackaged software • California
Master Agreement for Internetworking ServicesMaster Agreement • May 17th, 1999 • General Magic Inc • Services-prepackaged software • Massachusetts
1 EXHIBIT 10.20 LEASE AGREEMENT BY AND BETWEEN AETNA LIFE INSURANCE COMPANY, A CONNECTICUT CORPORATIONLease Agreement • May 17th, 1999 • General Magic Inc • Services-prepackaged software
July 15, 2001General Magic Inc • August 14th, 2001 • Services-prepackaged software • California
1 EXHIBIT 10.14 September 12, 1996 Mr. Steve Markman Re: Employment Agreement Dear Steve: Pursuant to our recent discussions, this letter sets forth the terms of your employment with General Magic, Inc. (the "Company") as well as our understanding...Nonqualified Stock Option Agreement • March 31st, 1999 • General Magic Inc • Services-prepackaged software • California
c) No Conflicts. The execution, delivery and performance of this Agreement by the Company and the consummation by the Company of the transaction contemplated hereby do not and will not: (i) conflict with or violate any provision of the Company's...Common Stock Purchase Agreement • December 5th, 2001 • General Magic Inc • Services-prepackaged software • New York
1 EXHIBIT 4.1 EXCHANGE AGREEMENT EXCHANGE AGREEMENT (the "AGREEMENT"), dated as of September 9, 1999, by and among General Magic, Inc., a Delaware corporation, with headquarters located at 420 N. Mary Avenue, Sunnyvale, California 94086 (the...Exchange Agreement • September 10th, 1999 • General Magic Inc • Services-prepackaged software • New York
ARTICLE II REPRESENTATIONS AND WARRANTIESPreferred Stock Purchase Agreement • June 5th, 1998 • General Magic Inc • Services-prepackaged software • Delaware
EXHIBIT 4.1 SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (the "AGREEMENT"), dated as of March 29, 2000, by and among General Magic, Inc., a Delaware corporation, with headquarters located at 420 N. Mary Avenue, Sunnyvale, California...Securities Purchase Agreement • March 31st, 2000 • General Magic Inc • Services-prepackaged software • New York
1 2 2. In accordance with the Agreement, and specifically paragraph 3 thereof, Sublessee delivers to Sublessor, for delivery to Sun, the 27,033 square feet of rentable space (hereinafter, the "Additional Sun Space") which would otherwise have been...Sublease Agreement • March 31st, 1999 • General Magic Inc • Services-prepackaged software
Warrant No. Number of Shares: -- -------- (subject to adjustment) Date of Issuance: November 30, 2001 GENERAL MAGIC, INC. COMMON STOCK PURCHASE WARRANT (Void after November 30, 2004) General Magic, Inc., a Delaware corporation (the "Company"), for...General Magic Inc • December 5th, 2001 • Services-prepackaged software • Delaware
AMENDMENT #4 TORegistration Rights Agreement • September 10th, 1999 • General Magic Inc • Services-prepackaged software
RecitalsLoan Modification Agreement • March 31st, 1999 • General Magic Inc • Services-prepackaged software
1 EXHIBIT 1.1 [LADENBURG THALMANN LETTERHEAD] September 7, 2000 Rose Marcario Senior Vice President-Finance and Chief Financial Officer General Magic, Inc. 420 North Mary Avenue Sunnyvale, CA 94086 Dear Ms. Marcario: The purpose of this letter...General Magic Inc • September 14th, 2000 • Services-prepackaged software • Delaware
EXHIBIT 1.1 STOCK PURCHASE AGREEMENT This agreement is dated May 7th, 2001 between Paul Revere Capital Partners Ltd. ("Purchaser"), and General Magic, Inc. ("Company"), whereby the parties agree as follows: The Purchaser shall buy and the Company...Stock Purchase Agreement • May 25th, 2001 • General Magic Inc • Services-prepackaged software
GENERAL MAGICServices Agreement • November 13th, 2001 • General Magic Inc • Services-prepackaged software • New York
EXHIBIT 10.38 GENERAL MAGIC, INC. NONSTATUTORY STOCK OPTION AGREEMENT THIS NONSTATUTORY STOCK OPTION AGREEMENT (the "OPTION AGREEMENT") is made and entered into as of the Date of Option Grant by and between General Magic, Inc. and Mark Phillips (the...Nonstatutory Stock Option Agreement • April 1st, 2002 • General Magic Inc • Services-prepackaged software • California
RECITALSPatent License Agreement • May 1st, 1998 • General Magic Inc • Services-prepackaged software • Washington
EXHIBIT 10.33 RETENTION AGREEMENT This Retention Agreement (the "Agreement") is made and entered into as of February 5, 1999 (the "Effective Date"), by and between General Magic, Inc., a Delaware corporation (the "Company"), and Kevin J. Surace (the...Retention Agreement • May 17th, 1999 • General Magic Inc • Services-prepackaged software • California
EXHIBIT 4.9 WAIVER AGREEMENT This Waiver Agreement (the "Agreement") is made and entered into as of September 9, 1999, by and among General Magic, Inc., a Delaware corporation (the "Company") and the stockholders listed on the Schedule of Stockholders...Waiver Agreement • September 10th, 1999 • General Magic Inc • Services-prepackaged software • New York
AMENDMENT NUMBER ONE TO DEVELOPMENT AND LICENSE AGREEMENT BY AND BETWEENDevelopment and License Agreement • November 14th, 2001 • General Magic Inc • Services-prepackaged software
EXHIBIT 10.6 THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED OR...General Magic Inc • May 15th, 2002 • Services-prepackaged software • Delaware
1 2 3. TERM:Confidentiality Agreement • March 31st, 1999 • General Magic Inc • Services-prepackaged software • California
CONVERSION AGREEMENTConversion Agreement • March 31st, 2000 • General Magic Inc • Services-prepackaged software • New York
1 EXHIBIT 10.5 This LOAN AND SECURITY AGREEMENT, dated as of December [ ], 1997, is between SILICON VALLEY BANK ("Bank") and GENERAL MAGIC, INC., a Delaware corporation ("Borrower"). The parties agree as follows: 1. DEFINITIONS AND CONSTRUCTION 1.1...Loan and Security Agreement • March 31st, 1999 • General Magic Inc • Services-prepackaged software • California
RECITALSRegistration Rights Agreement • February 2nd, 2000 • General Magic Inc • Services-prepackaged software • Delaware
