0001072613-06-000497 Sample Contracts

February 2006 Amendment to Software Development and Marketing Agreement
Development and Marketing Agreement • February 27th, 2006 • Datawatch Corp • Services-prepackaged software

This is an amendment (the “February 2006 Amendment”) to that certain Software Development and Marketing Agreement dated as of January 19th, 1989, as amended (the “License Agreement”) by and among Datawatch Corporation, a Delaware corporation with offices located at 271 Mill Road, Quorum Office Park, Chelmsford, MA 01824 (“Datawatch”) jointly and severally with Personics Corporation, a Delaware corporation with offices located at 271 Mill Road, Quorum Office Park, Chelmsford, MA 01824 (“Personics”) (Datawatch and Personics are collectively referred to herein as “Licensee”), on the one hand, and Raymond J. Huger, a sole proprietor doing business as Math Strategies, having its principal place of business at 101 South Elm Street, Suite 212, Greensboro, North Carolina 27401 ( Huger and Math Strategies being referred to herein as “MS”). This February 2006 Amendment is effective as of February 20, 2006.

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AMENDMENT TO OPTION PURCHASE AGREEMENT
Option Purchase Agreement • February 27th, 2006 • Datawatch Corp • Services-prepackaged software

This Amendment (“Amendment”), dated as of February 21, 2006 (“Amendment Effective Date”) is an amendment to that certain Option Purchase Agreement (“Option Agreement”) dated as of April 29, 2004 by and among Datawatch Corporation, a Delaware corporation with offices located at 271 Mill Road, Quorum Office Park, Chelmsford, MA 01824 (“Datawatch”) jointly and severally with Personics Corporation, a Delaware corporation with offices located at 271 Mill Road, Quorum Office Park, Chelmsford, MA 01824 (“Personics”) (Datawatch and Personics are collectively referred to herein as “Buyer”), on the one hand, and Raymond J. Huger, a sole proprietor doing business as Math Strategies, having its principal place of business at 101 South Elm Street, Suite 212, Greensboro, North Carolina 27401 (Huger and Math Strategies being referred to herein as “Math Strategies”), on the other hand.

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