On July 19, 2000 (the "Closing Date"), Chordiant Software, Inc. ("Chordiant") completed an acquisition in which it acquired White Spider Software, Inc. ("White Spider") pursuant to a Stock Purchase Agreement (the "Acquisition"). In connection with the Acquisition, four hundred seventy-six thousand five hundred fifteen (476,515) shares of Chordiant common stock were exchanged for all outstanding White Spider shares and assumed stock options. The total consideration for the Acquisition was six million dollars ($6,000,000) and each share of White Spider common stock and assumed options were exchanged for .074012776^ths of a share of Chordiant common stock. As of the Closing Date, White Spider is a wholly owned subsidiary of Chordiant.

White Spider is an early stage software company that has completed development of a beta version of a knowledge management software product called the Integrated Knowledge Network (the "INN"). The INN is a software application that assists organizations in storing, retrieving and finding electronic information, and provides for the sharing of key knowledge to customers and business partners over the Internet. The two companies operations will be fully integrated, with White Spider's development team remaining in New Hampshire where Chordiant plans to expand engineering resources.