Halo Technology Holdings, Inc. Contracts & Agreements

ASSET PURCHASE AGREEMENT (Filed With SEC on May 21, 2007)

Agent FORTRESS CREDIT CORP., as Agent for and on behalf of the Finance Parties By: /s/ Marc K. Furstein Name: Marc K. Furstein (Filed With SEC on May 21, 2007)

AMENDED AND RESTATED EMPLOYMENT AGREEMENT, AMENDMENT TO STOCK OPTION AGREEMENT and AMENDMENT TO NON-COMPETITION AGREEMENT (Filed With SEC on February 15, 2007)

HALO TECHNOLOGY HOLDINGS 2006 EQUITY INCENTIVE PLAN (Filed With SEC on December 12, 2006)

HALO TECHNOLOGY HOLDINGS 2006 EQUITY INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENT (Filed With SEC on December 12, 2006)

HALO TECHNOLOGY HOLDINGS 2006 EQUITY INCENTIVE PLAN NONQUALIFIED STOCK OPTION AGREEMENT (Filed With SEC on December 12, 2006)

AMENDMENT NO. 1 TO PURCHASE AND EXCHANGE AGREEMENT (Filed With SEC on November 27, 2006)

1 SIGNATORIES (Filed With SEC on November 27, 2006)

SUBORDINATED CONVERTIBLE PROMISSORY NOTE (Filed With SEC on October 13, 2006)

HALO TECHNOLOGY HOLDINGS, INC. WARRANT TO PURCHASE ______ SHARES OF COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Filed With SEC on October 13, 2006)

Subscription Agreement October , 2006 (Filed With SEC on October 13, 2006)

Halo Technology Holdings 200 Railroad Avenue Greenwich, CT 06830 (Filed With SEC on October 13, 2006)

SUBORDINATION AGREEMENT (Filed With SEC on October 13, 2006)

INTERCREDITOR AND SUBORDINATION AGREEMENT (Filed With SEC on October 13, 2006)

VISION OPPORTUNITY MASTER FUND, LTD. By: Name:Title: HALO TECHNOLOGY HOLDINGS, INC. (ON BEHALF OF ITSELF AND ITS WHOLLY OWNED SUBSIDIARIES) By: Name:Title: CRESTVIEW CAPITAL... (Filed With SEC on October 13, 2006)

CONSENT AGREEMENT (Filed With SEC on October 13, 2006)

ACKNOWLEDGEMENTS (Filed With SEC on October 13, 2006)

EQUITY PURCHASE AGREEMENT (Filed With SEC on September 21, 2006)

PURCHASE AND EXCHANGE AGREEMENT (Filed With SEC on September 19, 2006)

TERMINATION AGREEMENT (Filed With SEC on September 19, 2006)

AGREEMENT AND PLAN OF MERGER (Filed With SEC on August 30, 2006)

PROMISSORY NOTE (Filed With SEC on August 30, 2006)

INVESTORS AGREEMENT (Filed With SEC on August 30, 2006)

HALO TECHNOLOGY HOLDINGS, INC. WARRANT TO PURCHASE _______ SHARES OF COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Filed With SEC on July 27, 2006)

TERMINATION AGREEMENT (Filed With SEC on June 30, 2006)

HALO TECHNOLOGY HOLDINGS SERIES C PREFERRED STOCKHOLDERS CONSENT AGREEMENT (Filed With SEC on May 19, 2006)

COMMERCIAL LEASE (Filed With SEC on May 5, 2006)

AMENDMENT AND CONSENT (Filed With SEC on April 3, 2006)

ARTICLE I THE MERGER (Filed With SEC on March 20, 2006)

STOCKHOLDER AGREEMENT (Filed With SEC on March 20, 2006)

MERGER AGREEMENT by and between WARP TECHNOLOGY HOLDINGS, INC. (D/B/A HALO TECHNOLOGY HOLDINGS) and EXECUTIVE CONSULTANTS, INC. January 30, 2006 MERGER AGREEMENT (Filed With SEC on February 3, 2006)

Warp Technology Holdings, Inc. PROMISSORY NOTE $________ ______, 2006 (Filed With SEC on February 2, 2006)

HALO TECHNOLOGY HOLDINGSSubscription Agreement ______, 2006 (Filed With SEC on February 2, 2006)

Warp Technology Holdings, Inc. PROMISSORY NOTE (Filed With SEC on January 18, 2006)

HALO TECHNOLOGY HOLDINGS Series E Subscription Agreement January __, 2005 (Filed With SEC on January 18, 2006)

AGREEMENT REGARDING WARRANTS (Filed With SEC on January 6, 2006)

EMPLOYMENT AGREEMENT (Filed With SEC on January 4, 2006)

NON-COMPETITION/NON-SOLICITATION AGREEMENT (Filed With SEC on January 4, 2006)

Confidentiality/Proprietary Information and Inventions Agreement (Filed With SEC on January 4, 2006)

AGREEMENT AND PLAN OF MERGER BY AND AMONG WARP TECHNOLOGY HOLDINGS, INC., operating under the name HALO TECHNOLOGY HOLDINGS, WTH MERGER SUB, INC. AND INFONOW CORPORATION DATED AS... (Filed With SEC on December 27, 2005)

MERGER AGREEMENT by and between WARP TECHNOLOGY HOLDINGS, INC. (D/B/A HALO TECHNOLOGY HOLDINGS) and EMPAGIO INC. December __, 2005 1 2 MERGER AGREEMENT (Filed With SEC on December 23, 2005)

1.1 Definitions In this Agreement: Event of Default means an event specified as such in Clause 9.1 (Events of Default). Issuer means ProfitKey International, LLC, a Delaware... (Filed With SEC on November 1, 2005)

1.1 Definitions In this Agreement: Event of Default means an event specified as such in Clause 9.1 (Events of Default). Issuer means TAC/Halo, LLC, a Delaware limited liability... (Filed With SEC on November 1, 2005)

1.1 Definitions In this Agreement: Event of Default means an event specified as such in Clause 9.1 (Events of Default). Issuer means David Corporation, a California corporation. (Filed With SEC on November 1, 2005)

1.1 Definitions In this Agreement: Event of Default means an event specified as such in Clause 9.1 (Events of Default). Issuer means Foresight Software, Inc., a Delaware... (Filed With SEC on November 1, 2005)

Exhibit 10.104 SECURITY AGREEMENT DATED OCTOBER 26, 2005 between PROCESS SOFTWARE, LLC and FORTRESS CREDIT CORP. 1 CONTENTS (Filed With SEC on November 1, 2005)

Exhibit 10.105 SECURITY AGREEMENT DATED OCTOBER 26, 2005 between PROFITKEY INTERNATIONAL, LLC and FORTRESS CREDIT CORP. 1 CONTENTS (Filed With SEC on November 1, 2005)

Exhibit 10.107 SECURITY AGREEMENT DATED OCTOBER 26, 2005 between FORESIGHT SOFTWARE, INC. and FORTRESS CREDIT CORP. 1 CONTENTS (Filed With SEC on November 1, 2005)

Exhibit 10.108 SECURITY AGREEMENT DATED OCTOBER 26, 2005 between DAVID CORPORATION and FORTRESS CREDIT CORP. 1 CONTENTS (Filed With SEC on November 1, 2005)

AMENDMENT NO.1 TO MERGER AGREEMENT (Filed With SEC on November 1, 2005)

INVESTORS AGREEMENT (Filed With SEC on November 1, 2005)

PROMISSORY NOTE (Filed With SEC on November 1, 2005)

4.5 (iii) Authorizations could require the creation of any Lien over any asset in favor of a third party. (Filed With SEC on November 1, 2005)

INTERCREDITOR AND SUBORDINATION AGREEMENT (Filed With SEC on November 1, 2005)

1.1 Definitions In this Agreement: Event of Default means an event specified as such in Clause 9.1 (Events of Default). Issuer means Process Software, LLC, a Delaware limited... (Filed With SEC on November 1, 2005)

Warp Technology Holdings, Inc. PROMISSORY NOTE (Filed With SEC on October 27, 2005)

WARP TECHNOLOGY HOLDINGS, INC. WARRANT TO PURCHASE _______ SHARES OF COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Filed With SEC on October 27, 2005)

HALO TECHNOLOGY HOLDINGS 2005 EQUITY INCENTIVE PLAN (Filed With SEC on October 27, 2005)

HALO TECHNOLOGY HOLDINGS 2005 EQUITY INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENT (Filed With SEC on October 27, 2005)

HALO TECHNOLOGY HOLDINGS 2005 EQUITY INCENTIVE PLAN NONQUALIFIED STOCK OPTION AGREEMENT (Filed With SEC on October 27, 2005)

Warp Technology Holdings, inc. PROMISSORY NOTE (Filed With SEC on September 26, 2005)

WARP TECHNOLOGY HOLDINGS, INC. WARRANT TO PURCHASE 181,818 SHARES OF COMMON STOCK, PAR VALUE $0.00001 PER SHARE (Filed With SEC on September 26, 2005)

PURCHASE AGREEMENT (Filed With SEC on September 16, 2005)

MERGER AGREEMENT (Filed With SEC on September 16, 2005)

COMMERCIAL LEASE (Filed With SEC on September 2, 2005)

FORM OF PROMISSORY NOTE PROMISSORY NOTE (Filed With SEC on August 16, 2005)

WARRANT CERTIFICATE FORM OF FACE OF WARRANT CERTIFICATE WARRANTS TO PURCHASE COMMON STOCK OF WARP TECHNOLOGY HOLDINGS, INC. (Filed With SEC on August 16, 2005)

1.1 Definitions In this Agreement: (Filed With SEC on August 16, 2005)

6.8 Participation in Underwritten Offerings No Holder may participate in any underwritten offering hereunder unless: (Filed With SEC on August 16, 2005)

1.1 Definitions In this Agreement: (Filed With SEC on August 16, 2005)

1.1 Definitions In this Agreement: Event of Default means an event specified as such in Clause 9.1 (Events of Default). Issuer means each of WSI and Kenosia. Kenosia means Kenosia... (Filed With SEC on August 16, 2005)

1.1 Definitions In this Agreement: Event of Default means an event specified as such in Clause 9.1 (Events of Default). Issuer means Gupta Technologies, LLC, a Delaware limited... (Filed With SEC on August 16, 2005)

INTERCREDITOR AND SUBORDINATION AGREEMENT (Filed With SEC on August 16, 2005)

1.1 Definitions In this Deed: Act means the Law of Property Act 1925. (Filed With SEC on August 16, 2005)

1.1 Definitions In this Agreement: (Filed With SEC on August 16, 2005)

1 THIS SHARE PLEDGE AGREEMENT (the Agreement) is made on l2 August, 2005 BETWEEN: (Filed With SEC on August 16, 2005)

WARP TECHNOLOGY HOLDINGS, INC. PROMISSORY NOTE (Filed With SEC on July 11, 2005)

PLEDGE AND SECURITY AGREEMENT (Filed With SEC on July 11, 2005)

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Halo Technology Holdings, Inc. Contracts & Agreements