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Exhibit 10.4
DATAWARE TECHNOLOGIES, INC.
One Canal Park, Cambridge, MA 02141
Kurt Mueller
Stuberstrasse 11A
80638 Munchen
GERMANY
Dear Kurt:
This is a further amendment to the Agreement between you and Dataware
Technologies, Inc. dated December 31, 1998, as previously amended February 10,
2000 (the "Agreement").
Notwithstanding anything in the Agreement to the contrary, you agree that you
will not have the right to exercise your outstanding stock options under the
Dataware Technologies, Inc. Equity Incentive Plan on a "net exercise" basis as
described in the Agreement. However, instead of that, you shall have the right
to pay the exercise price for your options by tendering shares of common stock
that have been owned by you for at least six months, in lieu of paying the
exercise price in cash. The shares you tender shall be valued for this purpose
at their fair market value (defined as the closing price per share on the last
trading day prior to the date of exercise). For this purpose, the options will
be deemed to be exercised on the date you tender both the shares and a notice of
exercise to Dataware.
Except as amended hereby, the Agreement will continue in force. Please sign the
enclosed copy of this letter and return it to me to indicate your agreement with
the terms of this amendment.
Sincerely,
/s/ David Mahoney
David Mahoney
President and Chief Executive Officer
Agreed and accepted.
/s/ Kurt Mueller April 14, 2000
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Kurt Mueller Date
