0000950168-02-003573 Sample Contracts

SHAREHOLDER AGREEMENT
Shareholder Agreement • November 25th, 2002 • Mapics Inc • Services-prepackaged software • Ohio

THIS SHAREHOLDER AGREEMENT (this “Agreement”) is made and entered into as of November 24, 2002, by and among MAPICS, Inc., a Georgia corporation (“MAPICS”), Frontstep, Inc., an Ohio corporation (“Frontstep”), and the undersigned (the “Shareholder”).

AGREEMENT AND PLAN OF MERGER BY AND AMONG MAPICS, INC., FP ACQUISITION SUB, INC., AND FRONTSTEP, INC. Dated as of November 24, 2002
Merger Agreement • November 25th, 2002 • Mapics Inc • Services-prepackaged software • Georgia

THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of November 24, 2002, by and among MAPICS, INC. (“MAPICS”), a Georgia corporation; FP ACQUISITION SUB, INC. (“Sub”), aGeorgia corporation; and FRONTSTEP, INC. (“Frontstep”), an Ohio corporation.