Mysoftware Co Sample Contracts

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Rights Agreement • June 15th, 1998 • Mysoftware Co • Services-prepackaged software • Delaware
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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 12th, 2001 • Clickaction Inc • Services-prepackaged software • New York

This Registration Rights Agreement (this "Agreement") is made and entered into as of this 30th day of March, 2001 by and among CLICKACTION INC., a Delaware corporation (the "Company"), and the persons identified as Purchasers pursuant to that certain Purchase Agreement of even date herewith by and among the Company and such Purchasers (the "Purchase Agreement").

CLICKACTION INC. WARRANT WARRANT ("WARRANT") TO PURCHASE SHARES OF COMMON STOCK, $0.001 PAR VALUE PER SHARE
Clickaction Inc • April 12th, 2001 • Services-prepackaged software • New York

This is to certify that, FOR VALUE RECEIVED, THE TAIL WIND FUND, LTD. ("Warrantholder"), is entitled to purchase, subject to the provisions of this Warrant, from ClickAction Inc., a corporation organized under the laws of Delaware ("Company"), at any time after the date of the issuance hereof but not later than 5:00 P.M., Eastern time, on the fourth (4th) anniversary of such issuance date ("Expiration Date"), a number of shares ("Warrant Shares") of Common Stock, $0.001 par value ("Common Stock"), of the Company equal to 18.375% of the number of Underlying Shares into which the Preferred Shares purchased by the Warrantholder under the Purchase Agreement (as defined below) are convertible as of May 16, 2001, at the Warrant Price (defined below). The exercise price per Warrant Share shall be equal to 114.3% of the Conversion Price (as defined in the Certificate) on May 16, 2001 (the exercise price in effect from time to time hereafter being herein called the "Warrant Price"). The number

FOURTH AMENDMENT TO PALO ALTO LEASE
Clickaction Inc • March 11th, 2002 • Services-prepackaged software

THIS FOURTH AMENDMENT TO LEASE (“Amendment”) is made and entered into as of the 7th day of December 1999 by and between 2197 East Bayshore Road Partnership (“Lessor”) and ClickAction, a California corporation, formerly MySoftware (“Lessee”).

DEFINITIVE SETTLEMENT AGREEMENT BY AND BETWEEN CLICKACTION INC. AND ELIBRIUM, INC. DEFINITIVE SETTLEMENT AGREEMENT
Definitive Settlement Agreement • March 11th, 2002 • Clickaction Inc • Services-prepackaged software • California

THIS DEFINITIVE SETTLEMENT AGREEMENT (this “Agreement”) is entered into and effective as of December 20, 2001 (the “Effective Date”) by and between ClickAction, Inc., a Delaware corporation (“ClickAction”), and Elibrium, Inc., a California corporation (“Elibrium”).

EXHIBIT 2.1 ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • June 20th, 2001 • Clickaction Inc • Services-prepackaged software • California
FIFTH AMENDMENT TO PALO ALTO LEASE
Clickaction Inc • March 11th, 2002 • Services-prepackaged software

THIS FIFTH AMENDMENT TO LEASE (“Amendment”) is made and entered into as of the 17th day of May, 2000 by and between 2197 East Bayshore Road Partnership (“Lessor”) and ClickAction, a California corporation, formerly MySoftware (“Lessee”).

SIXTH AMENDMENT TO PALO ALTO LEASE Sixth Amendment to Lease by and between
Clickaction Inc • March 11th, 2002 • Services-prepackaged software

This Sixth Amendment to Lease is made and entered into as of this 26th day of November, 2001 by and between 2197 East Bayshore Road, LLC, a California limited liability company (“Lessor”) and Click Action, Inc., a California corporation (“Lessee”).

AMENDED AND RESTATED SEVERANCE AGREEMENT AND RELEASE
Severance Agreement and Release • March 11th, 2002 • Clickaction Inc • Services-prepackaged software • California

This Amended and Restated Severance Agreement and Release (this “Agreement”) dated as of March 7, 2002 (the “Effective Date”) is made by and between ClickAction Inc. (the “Company”) and Gregory Slayton (“Executive”).

SEVENTH AMENDMENT TO PALO ALTO LEASE Seventh Amendment to Lease By and between and ClickAction, Inc.
Clickaction Inc • March 11th, 2002 • Services-prepackaged software
PURCHASE AGREEMENT
Purchase Agreement This Purchase Agreement • April 12th, 2001 • Clickaction Inc • Services-prepackaged software • New York

THIS PURCHASE AGREEMENT ("Agreement") is made as of the 30th day of March, 2001 by and among CLICKACTION INC., a Delaware corporation (the "Company"), and the Purchasers set forth on the signature page affixed hereto (each a "Purchaser" and collectively the "Purchasers"). Recitals

MASTER LEASE AGREEMENT AND LETTER OF CREDIT AGREEMENT BY AND BETWEEN CLICKACTION INC. AND SUN MICROSYSTEMS FINANCE MASTER LEASE AGREEMENT
Master Lease Agreement • March 11th, 2002 • Clickaction Inc • Services-prepackaged software • California

Lessor agrees to lease to Lessee and Lessee agrees to lease from Lessor, subject to the following terms of this Master Lease Agreement (“Master Lease”) and any Lease Schedule (“Schedule”), collectively referred to as the Lease (“Lease”), the personal property described in any Schedule together with all attachments, replacements, parts, substitutions, additions, upgrades, accessories, software licenses and operating manuals (the “Product”). Each Schedule shall constitute a separate, distinct and independent Lease and contractual obligation of Lessee.

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