Statistiques de base
| CIK | 945384 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to SMS Alternatives Inc.
SEC Filings (Chronological Order)
Cette page fournit une liste complète et chronologique des documents déposés auprès de la SEC, à l'exclusion des documents relatifs à la participation que nous fournissons ailleurs.
| October 29, 2020 |
15-12G 1 cicf15102920.htm 15-12G |
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| August 13, 2020 |
Quarterly Report - QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC. |
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| May 14, 2020 |
Quarterly Report - QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020. ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC. (E |
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| March 30, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2020 CICERO INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-26392 (CommissionFile Number) 11-2920559 |
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| March 27, 2020 |
Exhibit 21.1 Subsidiaries (all are 100% owned) Name Jurisdiction Level 8 Technologies, Inc. Delaware Cicero Strategic Investments LLC. Delaware |
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| March 27, 2020 |
CICN / Cicero, Inc. 10-K - Annual Report - ANNUAL REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-26392 CICERO INC. (Exact name of r |
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| November 15, 2019 |
CICN / Cicero, Inc. NT 10-Q - - NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 15, 2019 |
CICN / Cicero, Inc. 10-Q - Quarterly Report - QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO |
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| August 14, 2019 |
CICN / Cicero, Inc. 10-Q - Quarterly Report - QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30. 2019. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC. |
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| July 15, 2019 |
CICN / Cicero, Inc. / Steffens John - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13D-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2(a) (Amendment No. 8)* Cicero Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 171708100 (CUSIP Number) John L. Steffens c/o Spring Mountain Ca |
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| May 29, 2019 |
8-K 1 cicn8k.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 27, 2019 CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorpora |
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| May 15, 2019 |
CICN / Cicero, Inc. 10-Q Quarterly Report QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC |
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| March 29, 2019 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES A CONVERTIBLE PREFERRED STOCK OF CICERO INC. It is hereby certified that: 1. The name of the corporation (hereinafter called the “Corporation”) is Cicero Inc. 2. The Certificate of Designations, Preferences and Rights of Series A Convertible Preferred Stock of the Corporation (the “Series A Certif |
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| March 29, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2019 CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (Commission File Number) |
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| March 29, 2019 |
Exhibit 21.1 Subsidiaries (all are 100% owned) Name Jurisdiction Level 8 Technologies, Inc. Delaware Cicero Strategic Investments LLC. Delaware |
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| March 29, 2019 |
Exhibit 10.36 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”) is dated and entered into as of July 10, 2017 (the “Effective Date”) by and between CICERO, INC., a Delaware corporation with an address at 8000 Regency Parkway, Suite 542, Cary, North Carolina 27518 (the “Company”), and TODD SHERIN, an individual residing in the Commonwealth of Pennsylvania (“Executive”). W I T N E S |
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| March 29, 2019 |
CICN / Cicero, Inc. ANNUAL REPORT (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 [] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-26392 CICERO INC. (Exact name o |
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| November 14, 2018 |
CICN / Cicero, Inc. QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO |
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| August 8, 2018 |
CICN / Cicero, Inc. QUARTERLY REPORT (Quarterly Report) 10-Q 1 cicn10q.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commis |
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| May 15, 2018 |
CICN / Cicero, Inc. QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to .. Commission File Number 0-26392 CICERO |
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| March 30, 2018 |
CICN / Cicero, Inc. ANNUAL REPORT (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 [] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-26392 CICERO INC. (Exact name o |
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| March 30, 2018 |
Exhibit 21.1 Subsidiaries (all are 100% owned) Name Jurisdiction Level 8 Technologies, Inc. Delaware Cicero Strategic Investments LLC. Delaware |
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| January 16, 2018 |
Blueprint UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 15, 2018 CICERO INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-26392 (CommissionFile Number) |
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| December 27, 2017 |
CICN / Cicero, Inc. / Steffens John - SC 13D/A Activist Investment SC 13D/A 1 sc13da122717.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13D-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2(a) (Amendment No. 7) Cicero Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 171708100 (CUSIP Number) Joh |
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| November 14, 2017 |
CICN / Cicero, Inc. QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO |
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| August 14, 2017 |
Blueprint Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES A CONVERTIBLE PREFERRED STOCK OF CICERO INC. (Pursuant to Section 151 of the Delaware General Corporation Law) Cicero Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Company?), hereby certifies that, pursuant to the authority conferred upon the Board of Directors of the Comp |
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| August 14, 2017 |
Blueprint UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2017 CICERO INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-26392 (CommissionFile Number) |
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| August 14, 2017 |
CICN / Cicero, Inc. QUARTERLY REPORT (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC. |
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| May 15, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017. ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC. (E |
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| March 31, 2017 |
Exhibit 10.35 Exhibit 10.35 Exhibit 10.35 |
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| March 31, 2017 |
EX-21.1 3 cicnex21-1.htm LIST OF SUBSIDIARIES OF THE COMPANY Exhibit 21.1 Subsidiaries (all are 100% owned) Name Jurisdiction Level 8 Technologies, Inc. Delaware Cicero Strategic Investments LLC. Delaware |
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| March 31, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 [] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 000-26392 CICERO INC. (Exact name of |
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| February 28, 2017 |
Blueprint UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 23, 2017 CICERO INC. (Exact Name of Registrant as Specified in its Charter) Delaware 000-26392 11-2920559 (State or Other (Commission (IRS Employer Jurisdiction of |
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| November 14, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO |
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| August 15, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016. ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC. (Ex |
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| June 29, 2016 |
cicn8k UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2016 CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (CommissionFile Nu |
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| May 16, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC. (E |
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| April 5, 2016 |
Cicero AMENDED ANNUAL REPORT (Annual Report) cicn10ka.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 [] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00 |
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| March 30, 2016 |
Exhibit 21.1 Subsidiaries (all are 100% owned) Name Jurisdiction Level 8 Technologies, Inc. Delaware Cicero Strategic Investments LLC. Delaware |
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| March 30, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 [] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-26392 CICERO INC. (Exact name o |
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| November 13, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO |
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| September 15, 2015 |
Submission of Matters to a Vote of Security Holders cicn8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2015 CICERO, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-26392 11-2920559 (State or Other Jurisdiction of Incorporation) (Commission |
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| August 27, 2015 |
Cicero DEFINITIVE PROXY STATEMENT cicndef14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) (2)) ? Defini |
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| August 17, 2015 |
cicncorresp.htm Cicero Inc. 8000 Regency Parkway, Suite 542 Cary, NC 27518 August 17, 2015 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Attn: Katherine Wray, Esq. Re: Cicero Inc. Preliminary Proxy Statement on Schedule 14A Response Submitted on August 3, 2015 File No. 000-26392 Dear Ms. Wray: Reference is made to the letter of the Division of Corporation Finance (the |
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| August 17, 2015 |
Cicero PRELIMINARY PROXY STATEMENT cicnpre14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant o Check the appropriate box: ? Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) (2)) o Defini |
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| August 13, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC. (Ex |
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| August 3, 2015 |
Cicero Inc. 8000 Regency Parkway, Suite 542 Cary, NC 27518 August 3, 2015 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Attn: Katherine Wray, Esq. Re: Cicero Inc. Preliminary Proxy Statement on Schedule 14A Filed July 24, 2015 File No. 000-26392 Dear Ms. Wray: Reference is made to the letter of the Division of Corporation Finance (the “Staff”) of the Securities and Ex |
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| July 27, 2015 |
CICN / Cicero, Inc. / Privet Fund LP Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Cicero, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 171708100 (CUSIP Number) Privet Fund LP Attn: Ryan Levenson 79 West Paces Ferry Road, Suite 200B Atlanta, GA 30305 With a copy to: Rick Miller Bryan Cave |
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| July 27, 2015 |
Exhibit 99.7 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended (the “Act”), the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D and any amendments thereto with respect to the common stock of Cicero, Inc. and agree that this Joint Filing Agreement shall be included as an exhibit to such |
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| July 24, 2015 |
Cicero PRELIMINARY PROXY STATEMENT cicnpre14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ? Filed by a Party other than the Registrant o Check the appropriate box: ? Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) (2)) o Defini |
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| July 23, 2015 |
CICN / Cicero, Inc. / Steffens John - FORM SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 6)* Cicero Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 171708100 (CUSIP Number) John L. Steffens c/o Spri |
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| July 16, 2015 |
SERIES A-1 PREFERRED STOCK VOTING AGREEMENT EXHIBIT 99.2 EXECUTION VERSION SERIES A-1 PREFERRED STOCK VOTING AGREEMENT This Series A-1 Preferred Stock Voting Agreement, dated as of July 15, 2015 (this ?Agreement?), by and among Privet Fund LP (?Privet?), John L. Steffens (?Steffens?, and together with Privet, the ?Investors?), and Mark Landis and Carolyn Landis (together ?Landis? and, together with the Investors, the ?Stockholders?). Recita |
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| July 16, 2015 |
EXHIBIT 10.1 EXECUTION VERSION STOCK AND WARRANT PURCHASE AGREEMENT by and between Cicero, Inc. and the Purchasers Identified on Schedule I hereto July 15, 2015 Table of Contents Page 1. Purchase and Sale. 1 (a) Authorization of Shares 1 (b) Purchase of Shares and Warrants 1 2. Closing. 1 (a) The Closing 1 (b) Form of Payment 1 (c) Conditions to the Purchaser’s Obligation to Purchase on the Closin |
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| July 16, 2015 |
CICERO INC. CONFIDENTIAL INFORMATION AND INVENTION ASSIGNMENT AGREEMENT Exhibit 10.5 CICERO INC. CONFIDENTIAL INFORMATION AND INVENTION ASSIGNMENT AGREEMENT As a condition of my becoming employed (or my employment being continued) by or retained as a consultant (or my consulting relationship being continued) by Cicero Inc., presently located at 8000 Regency Parkway, Suite 542, Cary, North Carolina 27518, or any of its current or future subsidiaries, affiliates, succes |
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| July 16, 2015 |
cicnex103.htm Exhibit 10.3 Form of Warrant NEITHER THESE SECURITIES NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE |
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| July 16, 2015 |
FORM OF INVESTOR RIGHTS AGREEMENT Exhibit 10.2 FORM OF INVESTOR RIGHTS AGREEMENT This Investor Rights Agreement, dated as of July 15, 2015 (this “Agreement”), by and among Cicero, Inc., a Delaware corporation (the “Company”), Privet Fund LP, a Delaware limited partnership (“Privet”), and John L. Steffens, an individual and a resident of New York (“Steffens”, and together with Privet, the “Investors” and each individually, an “Inve |
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| July 16, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 15, 2015 CICERO, INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (Commission File Number) |
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| July 16, 2015 |
EXHIBIT 99.1 FORM OF VOTING AGREEMENT This Voting Agreement, dated as of July 15, 2015 (this ?Agreement?), by and among Privet Fund LP (?Privet?), John L. Steffens (?Steffens?, and together with Privet, the ?Stockholders?). Recitals: WHEREAS, contemporaneously with the execution of this Agreement, the Stockholders and others and the Company have entered into a Stock and Warrant Purchase Agreement, |
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| July 16, 2015 |
CICERO, INC. AMENDED AND RESTATED BYLAWS AS ADOPTED ON JULY 8, 2015 TABLE OF CONTENTS Exhibit 3.1 CICERO, INC. AMENDED AND RESTATED BYLAWS AS ADOPTED ON JULY 8, 2015 TABLE OF CONTENTS ARTICLE I MEETINGS OF STOCKHOLDERS 1 Section 1.01 Annual Meetings 1 Section 1.02 Special Meetings 1 Section 1.03 Participation in Meetings by Remote Communication 1 Section 1.04 Notice of Meetings; Waiver of Notice 2 Section 1.05 Proxies 2 Section 1.06 Voting Lists 3 Section 1.07 Quorum 3 Section 1.08 |
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| July 16, 2015 |
SERIES B PREFERRED STOCK VOTING AGREEMENT EXHIBIT 99.3 EXECUTION VERSION SERIES B PREFERRED STOCK VOTING AGREEMENT This Series B Preferred Stock Voting Agreement, dated as of July 15, 2015 (this ?Agreement?), by and among Privet Fund LP (?Privet?), John L. Steffens (?Steffens?, and together with Privet, the ?Investors?), and Don Peppers (?Peppers? and, together with the Investors, the ?Stockholders?). Recitals: WHEREAS, contemporaneously |
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| July 16, 2015 |
Form of Indemnification Agreement Exhibit 10.4 Form of Indemnification Agreement This Indemnification Agreement (the ?Agreement?) is made and entered into as of July , 2015 between Cicero, Inc., a Delaware corporation (the ?Company?), and (?Indemnitee?). W i t n e s s e t h: WHEREAS, the Board of Directors of the Company (the ?Board?) has determined that, in order to attract and retain qualified individuals to serve corporations a |
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| May 15, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 cicn10q.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commissio |
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| April 15, 2015 |
CICN / Cicero, Inc. / Steffens John - AMENDMENT TO SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 5)* Cicero Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 171708100 (CUSIP Number) John L. Steffens c/o Spri |
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| April 10, 2015 |
cicn8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 8, 2015 CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (Commission Fi |
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| April 10, 2015 |
cicn8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 7, 2015 CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (Commission Fi |
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| March 31, 2015 |
Exhibit 10.30 |
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| March 31, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-26392 CICERO INC. (Exact name of r |
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| March 31, 2015 |
Exhibit 21.1 Subsidiaries (all are 100% owned) Name Jurisdiction Level 8 Technologies, Inc. Delaware Cicero Technologies, Inc, Delaware Cicero Technologies Acquisition, LLC Delaware |
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| December 12, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-26392 CICERO I |
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| December 12, 2014 |
EX-21.1 2 cicnex211.htm SUBSIDIARIES Exhibit 21.1 Subsidiaries (all are 100% owned) Name Jurisdiction Level 8 Technologies, Inc. Delaware Cicero Technologies, Inc, Delaware Cicero Technologies Acquisition, LLC Delaware |
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| November 14, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO |
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| August 14, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2014. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC. (Ex |
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| May 20, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2014. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC. (E |
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| May 15, 2014 |
NT 10-Q 1 cicnnt10q.htm LATE FILING NOTIFICATION SEC FILE NUMBER 000-26392 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 CUSIP NUMBER 171708100 NOTIFICATION OF LATE FILING (Check One): ¨Form 10-K ¨Form 20-F ¨Form 11-K xForm 10-Q ¨Form 10-D ¨Form N-SAR ¨Form N-CSR For Period Ended: March 31, 2014 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F |
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| March 31, 2014 |
Exhibit 10.22 SECURED PROMISSORY NOTE Amount: Date: FOR VALUE RECEIVED, CICERO INC., a Delaware corporation, with address of 8000 Regency Parkway, Suite 542, Cary, North Carolina 27518 (hereafter, the ?Maker?) promises to pay to the order of John Broderick, (hereafter the ?Lender?), (Insert Address), or at such place as the Lender may designate and notify the Maker, without grace except as express |
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| March 31, 2014 |
Exhibit 4.4 NEITHER THESE SECURITIES NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) AND APPLICABLE STATE SECURITIES LAWS AND, ACCORDINGLY, MAY NOT BE OFFERED OR |
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| March 31, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-26392 CICERO INC. (Exact name of r |
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| March 31, 2014 |
Exhibit 10.25 PROMISSORY NOTE Amount: Date: FOR VALUE RECEIVED, CICERO INC., a Delaware corporation, with address of 8000 Regency Parkway, Suite 542, Cary, North Carolina 27518 (hereafter, the ?Maker?) promises to pay to the order of Antony Castagno, (hereafter the ?Lender?), (Insert Address), or at such place as the Lender may designate and notify the Maker, without grace except as expressly prov |
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| March 31, 2014 |
Exhibit 10.28 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of , 2012, by and among Cicero Inc., a Delaware corporation with headquarters located at 8000 Regency Parkway, Cary, NC 27518 (the “Company”), and the investor whose name appears on the signature page hereto (the “Purchaser”). RECITALS: WHEREAS, the Company desires to raise cash funds from i |
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| March 31, 2014 |
Exhibit 10.27 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 20, 2013 by and among Cicero Inc., a corporation organized and existing under the laws of the State of Delaware (the “Company”), the purchaser whose signature appears on the signature pages of this Agreement under the caption “Purchaser” and any additional purchase |
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| March 31, 2014 |
ADDENDUM NO. 1 TO EMPLOYMENT AGREEMENT Exhibit 10.29 ADDENDUM NO. 1 TO EMPLOYMENT AGREEMENT This Addendum No. 1 to Employment Agreement (the “Addendum”) is made and entered into this 03 day of July, 2013, by and between CICERO INC, a Delaware corporation (the “Company”), and ANTONY CASTAGNO, a resident of the State of Georgia (the “Employee”). In consideration of the mutual covenants, promises and conditions set forth in this Addendum, |
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| November 14, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2013. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC |
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| August 14, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 cicn10q.htm QUARTERLY REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2013. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission |
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| May 15, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC. (E |
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| April 25, 2013 |
CICN / Cicero, Inc. / Steffens John - AMENDMENT NO. 4 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 4)1 Cicero, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 171708100 (CUSIP Number) John L. Steffens c/o Spr |
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| April 15, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-26392 CICERO INC. (Exact name of r |
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| April 15, 2013 |
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT DATED JANUARY 1, 2012 Exhibit 10.26 AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT DATED JANUARY 1, 2012 This Amended Employment Agreement (the “Agreement”) is made and entered into this day of November, 2012, by and between CICERO INC, a Delaware corporation (the “Company”), and John P. Broderick, a resident of the State of New Jersey (the “Employee”). In consideration of the mutual covenants, promises and conditions set for |
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| April 1, 2013 |
OMB APPROVAL OMB Number: 3235-0058 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 19, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC |
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| November 14, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2012 CICERO INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-26392 (Commission File Number) 11-29205 |
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| November 14, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-26392 CUSIP NUMBER NOTIFICATION OF LATE FILING 171708100 (Check one): o Form 10-K o Form 20-F o Form 11-K þ Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: September 30, 2012 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Tr |
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| August 28, 2012 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly period ended June 30, 2012 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 0-26392 CICERO INC. (Exact name of registrant as specified in |
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| August 14, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2012. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC. (Ex |
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| June 11, 2012 |
Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Attn: Jamie G. John Re: Cicero Inc. Form 8-K Filed May 8, 2012 File No. 000-26392 Dear Ms. John: I am responding to comments from the staff (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”), dated May 14, 2012, to Cicero Inc. (the “Company”). Please be advised that the Company has filed a Form |
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| May 24, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2012 CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (Commis |
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| May 24, 2012 |
Exhibit 16.1 May 24, 2012 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Cicero, Inc. under Item 4.01 of its Form 8-K/A dated May 24, 2012. We agree with the statements concerning our Firm in such Form 8-K/A; we are not in a position to agree or disagree with other statements of Cicero, Inc. contained therein. Very trul |
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| May 21, 2012 |
Exhibit 10.1 UBS Master Agreement between Cicero Inc, 8000 Regency Parkway Suite 542 Cary, NC 27518 (hereinafter referred to as ?Supplier?) and UBS AG 677 Washington Boulevard Stamford Connecticut (hereinafter referred to as ?UBS?) (each also referred to as ?Party? and together as ?Parties?) UBS Master Agreement 1/42 Exhibit 10.1 Table of contents 1. Subject of this UBS Master Agreement 2. Overvie |
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| May 21, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2012. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number 0-26392 CICERO INC. (Ex |
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| May 15, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-26392 CUSIP NUMBER NOTIFICATION OF LATE FILING 171708100 (Check one): þ Form 10-K o Form 20-F o Form 11-K þ Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2012 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transi |
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| May 8, 2012 |
Financial Statements and Exhibits - CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2012 CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| April 18, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2012 CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (Commission File Number) |
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| April 16, 2012 |
FORM OF PROMISSORY NOTE Amount: _____________ Date: ____________ EXHIBIT 10.24 FORM OF PROMISSORY NOTE Amount: Date: FOR VALUE RECEIVED, CICERO, INC., a Delaware corporation, with the address of 8000 Regency Parkway, Suite 542, Cary, North Carolina 27518 (hereafter, the “Maker”) promises to pay to the order of John L. Steffens, (Insert Address), or at such place as the Lender may designate and notify the Maker, without grace except as expressly provided herein, |
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| April 16, 2012 |
EX-10.16 2 cicnex1016.htm EMPLOYMENT AGREEMENT EXHIBIT 10.16 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into this 1st day of January, 2012, by and between CICERO INC, a Delaware corporation (the “Company”), and John P. Broderick, a resident of the State of New Jersey (the “Employee”). In consideration of the mutual covenants, promises and conditions set fo |
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| April 16, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-26392 CICERO INC. (Exact name of re |
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| April 16, 2012 |
EXHIBIT 21.1 Subsidiaries (all are 100% owned) Name Jurisdiction Level 8 Technologies, Inc. Delaware Cicero Technologies, Inc, Delaware Cicero Technologies Acquisition, LLC Delaware Template Software de Mexico, S.A. de C.V. Mexico Level 8 Systems Australia Pty Ltd Australia Template Software Holding GmbH Germany Template Software Geschaftsfuhrungs GmbH Germany Template Software GmbH Germany Level |
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| April 16, 2012 |
EXHIBIT 10.23 SOURCE CODE LICENSE AGREEMENT This license agreement (the ?Agreement?) is made and entered into as of December 22nd, 2011 ("Effective Date"), by and between Cicero, Inc., a Delaware corporation ("Vendor"), with its principal place of business at 8000 Regency Parkway, Suite 542, Cary, NC 27518 and Convergys Customer Management Group Inc., an Ohio corporation, with its principal place |
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| April 16, 2012 |
EXHIBIT 23.1 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into this 01 day of January, 2012, by and between CICERO INC, a Delaware corporation (the “Company”), and Antony Castagno, a resident of the State of Georgia (the “Employee”). In consideration of the mutual covenants, promises and conditions set forth in this Agreement, and for other good and valuable |
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| March 30, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 000-26392 CUSIP NUMBER NOTIFICATION OF LATE FILING 171708100 (Check one): þ Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31, 2011 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Tra |
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| February 21, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 16, 2012 CICERO INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-26392 (Commission File Number) 11-2920 |
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| November 14, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2011. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC |
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| August 15, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2011. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number 0-26392 CICERO INC. (Exa |
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| May 16, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2011. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number 0-26392 CICERO INC. (Ex |
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| March 31, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 000-26392 CICERO INC. (Exact name of re |
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| March 31, 2011 |
Exhibit 21.1 Subsidiaries (all are 100% owned) Name Jurisdiction Level 8 Technologies, Inc. Delaware Cicero Technologies, Inc, Delaware Cicero Technologies Acquisition, LLC Delaware Template Software de Mexico, S.A. de C.V. Mexico Level 8 Systems Australia Pty Ltd Australia Template Software Holding GmbH Germany Template SoftwareGeschaftsfuhrungs GmbH Germany Template Software GmbH Germany Level 8 |
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| March 31, 2011 |
Exhibit 10.9 ADDENDUM #4 AGREEMENT made this 21st day of July, 2010, between REGENCY PARK CORPORATION, INCORPORATED, a North Carolina corporation having its principal place of business in Cary, North Carolina (the “Landlord”), and CICERO, INC., a Delaware corporation, successor by merger to the interests of Level 8 Systems Inc. a Delaware corporation (hereinafter referred to as the “Original Tenan |
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| March 30, 2011 |
AMENDMENT NO. 3 SHORT TERM CONVERTIBLE PROMISSORY NOTE EXHIBIT 4.2 AMENDMENT NO. 3 TO SHORT TERM CONVERTIBLE PROMISSORY NOTE This Amendment No. 3 to Short Term Convertible Promissory Note (this ?Amendment?) is made as of March 25, 2011, between Cicero Inc., a Delaware corporation (the ?Company?), and SOAdesk, LLC, a Delaware limited liability company (?Holder?). W I T N E S S E T H: WHEREAS, pursuant to that certain Asset Purchase Agreement, dated as |
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| March 30, 2011 |
AMENDMENT NO. 3 SHORT TERM CONVERTIBLE PROMISSORY NOTE Exhibit 4.1 AMENDMENT NO. 3 TO SHORT TERM CONVERTIBLE PROMISSORY NOTE This Amendment No. 3 to Short Term Convertible Promissory Note (this “Amendment”) is made as of March 25, 2011, between Cicero Inc., a Delaware corporation (the “Company”), and SOAdesk, LLC, a Delaware limited liability company (“Holder”). W I T N E S S E T H: WHEREAS, pursuant to that certain Asset Purchase Agreement, dated as |
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| March 30, 2011 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2011 CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (Commission File Number) |
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| March 30, 2011 |
EXHIBIT 4.3 NEITHER THESE SECURITIES NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) AND APPLICABLE STATE SECURITIES LAWS AND, ACCORDINGLY, MAY NOT BE OFFERED OR |
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| November 15, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2010. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number 0-26392 CICERO INC. |
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| November 5, 2010 |
AMENDMENT NO. 2 SHORT TERM CONVERTIBLE PROMISSORY NOTE Exhibit 4.1 AMENDMENT NO. 2 TO SHORT TERM CONVERTIBLE PROMISSORY NOTE This Amendment No. 2 to Short Term Convertible Promissory Note (this “Amendment”) is made as of September 30, 2010, between Cicero Inc., a Delaware corporation (the “Company”), and SOAdesk, LLC, a Delaware limited liability company (“Holder”). W I T N E S S E T H: WHEREAS, pursuant to that certain Asset Purchase Agreement, dated |
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| November 5, 2010 |
AMENDMENT NO. 2 SHORT TERM CONVERTIBLE PROMISSORY NOTE Exhibit 4.2 AMENDMENT NO. 2 TO SHORT TERM CONVERTIBLE PROMISSORY NOTE This Amendment No. 2 to Short Term Convertible Promissory Note (this “Amendment”) is made as of September 30, 2010, between Cicero Inc., a Delaware corporation (the “Company”), and SOAdesk, LLC, a Delaware limited liability company (“Holder”). W I T N E S S E T H: WHEREAS, pursuant to that certain Asset Purchase Agreement, dated |
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| November 5, 2010 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2010 CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| August 11, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2010. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC. (Ex |
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| May 17, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2010. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC. (E |
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| April 13, 2010 |
Exhibit 99.2 Cicero, Inc. - SOAdesk, LLC UNAUDITED PRO-FORMA FINANCIAL STATEMENTS AS OF AND FOR THE YEAR ENDED DECEMBER 31, 2009 Exhibit 99.2 Cicero, Inc. - SOAdesk, LLC CONTENTS Unaudited Pro-Forma Financial Statements Balance Sheets 1 Statements of Operations 2 Notes to Unaudited Pro-Forma Financial Statements 3-6 Exhibit 99.2 Cicero, Inc. - SOAdesk, LLC UNAUDITED PRO-FORMA BALANCE SHEETS DECEMB |
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| April 13, 2010 |
AMENDMENT NO. 1 SHORT TERM CONVERTIBLE PROMISSORY NOTE Exhibit 4.2 AMENDMENT NO. 1 TO SHORT TERM CONVERTIBLE PROMISSORY NOTE This Amendment No. 1 to Short Term Convertible Promissory Note (this “Amendment”) is made as of March 31, 2010, between Cicero Inc., a Delaware corporation (the “Company”), and SOAdesk, LLC, a Delaware limited liability company (“Holder”). W I T N E S S E T H: WHEREAS, pursuant to that certain Asset Purchase Agreement, dated as |
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| April 13, 2010 |
AMENDMENT NO. 1 ASSET PURCHASE AGREEMENT EX-2.1 2 cicnex21.htm AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT Exhibit 2.1 AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT This Amendment No. 1 to Asset Purchase Agreement (this “Amendment”) is made as of March 31, 2010, between Cicero Inc., a Delaware corporation (“Purchaser”), SOAdesk, LLC, a Delaware limited liability company (“SOAdesk”), and Vertical Thought, Inc., a Georgia corporation (“VTI”; |
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| April 13, 2010 |
SHORT TERM CONVERTIBLE PROMISSORY NOTE Exhibit 4.1 NEITHER THIS NOTE NOR THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE OR AS PAYMENTS DUE UNDER THIS NOTE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), AND NONE OF THEM MAY BE SOLD, TRANSFERRED, ASSIGNED OR HYPOTHECATED UNLESS THERE IS AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT COVERING THE NOTE OR SUCH SECURITIES, THE TRANSFER IS MADE IN AC |
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| April 13, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 3) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 15, 2010 CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (C |
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| April 13, 2010 |
SOAdesk, LLC FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2009 AND 2008 Exhibit 99.1 SOAdesk, LLC FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2009 AND 2008 Exhibit 99.1 SOAdesk LLC CONTENTS Independent Registered Public Accounting Firm's Report 1 Financial Statements Balance Sheets 2 Statements of Operations and Members’ Deficiency 3 Statements of Cash Flows 4 Notes to Financial Statements 5-9 1 Exhibit 99.1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING |
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| April 9, 2010 |
Exhibit 10.16 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into this 1st day of January, 2010, by and between CICERO INC, a Delaware corporation (the “Company”), and John P. Broderick, a resident of the State of New Jersey (the “Employee”). In consideration of the mutual covenants, promises and conditions set forth in this Agreement, and for other good and v |
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| April 9, 2010 |
Exhibit 10.4 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into this 1st day of January, 2009, by and between CICERO INC, a Delaware corporation (the “Company”), and John P. Broderick, a resident of the State of New Jersey (the “Employee”). In consideration of the mutual covenants, promises and conditions set forth in this Agreement, and for other good and va |
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| April 9, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2009 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 000-26392 CICERO INC. |
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| April 9, 2010 |
Exhibit 10.18 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into this day of January, 2010, by and between CICERO INC, a Delaware corporation (the “Company”), and Antony Castagno, a resident of the State of Georgia (the “Employee”). In consideration of the mutual covenants, promises and conditions set forth in this Agreement, and for other good and valuable c |
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| April 9, 2010 |
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT Exhibit 22.2 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM?S CONSENT We hereby consent to the incorporation by reference in the Registration Statement of Cicero Inc. on Form S-8 (File No. 333-160581) of our report dated March 31, 2009, relating to the consolidated financial statements of Cicero Inc. and subsidiaries which appears in the Annual Report to Shareholders, which is incorporated in this |
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| April 9, 2010 |
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT Exhibit 22.1 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM?S CONSENT We consent to the incorporation by reference in the Registration Statement of Cicero Inc. on Form S-8 (File No. 333-160581) of our report dated March 31, 2010 with respect to our audit of the consolidated financial statements of Cicero Inc. and subsidiaries as of December 31, 2009 and for the year then ended, which report is incl |
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| April 9, 2010 |
April 16, 2009 250,000 Shares Warrant No. 2009APN-01 CICERO, INC. STOCK PURCHASE WARRANT Exhibit 4.3 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT O |
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| April 5, 2010 |
Exhibit 99.2 Cicero, Inc. - SOAdesk, LLC UNAUDITED PRO-FORMA FINANCIAL STATEMENTS AS OF AND FOR THE YEAR ENDED DECEMBER 31, 2009 Exhibit 99.2 Cicero, Inc. - SOAdesk, LLC CONTENTS Unaudited Pro-Forma Financial Statements Balance Sheets 1 Statements of Operations 2 Notes to Unaudited Pro-Forma Financial Statements 3-6 Exhibit 99.2 Cicero, Inc. - SOAdesk, LLC UNAUDITED PRO-FORMA BALANCE SHEETS DECEMB |
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| April 5, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 15, 2010 CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (C |
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| April 5, 2010 |
AMENDMENT NO. 1 ASSET PURCHASE AGREEMENT Exhibit 2.1 AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT This Amendment No. 1 to Asset Purchase Agreement (this “Amendment”) is made as of March 31, 2010, between Cicero Inc., a Delaware corporation (“Purchaser”), SOAdesk, LLC, a Delaware limited liability company (“SOAdesk”), and Vertical Thought, Inc., a Georgia corporation (“VTI”; SOAdesk and VTI each a “Seller” and collectively “Sellers”). W I |
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| April 5, 2010 |
SOAdesk, LLC FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2009 AND 2008 Exhibit 99.1 SOAdesk, LLC FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2009 AND 2008 Exhibit 99.1 SOAdesk LLC CONTENTS Independent Registered Public Accounting Firm's Report 1 Financial Statements Balance Sheets 2 Statements of Operations and Members’ Deficiency 3 Statements of Cash Flows 4 Notes to Financial Statements 5-9 1 Exhibit 99.1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING |
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| April 5, 2010 |
AMENDMENT NO. 1 SHORT TERM CONVERTIBLE PROMISSORY NOTE Exhibit 4.2 AMENDMENT NO. 1 TO SHORT TERM CONVERTIBLE PROMISSORY NOTE This Amendment No. 1 to Short Term Convertible Promissory Note (this “Amendment”) is made as of March 31, 2010, between Cicero Inc., a Delaware corporation (the “Company”), and SOAdesk, LLC, a Delaware limited liability company (“Holder”). W I T N E S S E T H: WHEREAS, pursuant to that certain Asset Purchase Agreement, dated as |
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| April 5, 2010 |
SHORT TERM CONVERTIBLE PROMISSORY NOTE Exhibit 4.1 NEITHER THIS NOTE NOR THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE OR AS PAYMENTS DUE UNDER THIS NOTE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND NONE OF THEM MAY BE SOLD, TRANSFERRED, ASSIGNED OR HYPOTHECATED UNLESS THERE IS AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT COVERING THE NOTE OR SUCH SECURITIES, THE TRANSFER IS MADE IN AC |
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| April 2, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 15, 2010 CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (C |
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| April 1, 2010 |
April 16, 2009 250,000 Shares Warrant No. 2009APN-01 CICERO, INC. STOCK PURCHASE WARRANT Exhibit 4.3 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT O |
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| April 1, 2010 |
Exhibit 10.16 EMPLOYMENT AGREEMENT This Employment Agreement (the ?Agreement?) is made and entered into this 1st day of January, 2010, by and between CICERO INC, a Delaware corporation (the ?Company?), and John P. Broderick, a resident of the State of New Jersey (the ?Employee?). In consideration of the mutual covenants, promises and conditions set forth in this Agreement, and for other good and v |
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| April 1, 2010 |
Exhibit 10.4 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into this 1st day of January, 2009, by and between CICERO INC, a Delaware corporation (the “Company”), and John P. Broderick, a resident of the State of New Jersey (the “Employee”). In consideration of the mutual covenants, promises and conditions set forth in this Agreement, and for other good and va |
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| April 1, 2010 |
Exhibit 21.1 Subsidiaries (all are 100% owned) Name Jurisdiction Level 8 Technologies, Inc. Delaware Cicero Technologies, Inc, Delaware Cicero Technologies Acquisition, LLC Delaware Template Software de Mexico, S.A. de C.V. Mexico Level 8 Systems Australia Pty Ltd Australia Template Software Holding GmbH Germany Template SoftwareGeschaftsfuhrungs GmbH Germany Template Software GmbH Germany Level 8 |
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| April 1, 2010 |
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT Exhibit 22.2 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM?S CONSENT We hereby consent to the incorporation by reference in the Registration Statement of Cicero Inc. and Subsidiaries on Form 10-K of our report dated March 31, 2009, relating to the consolidated financial statements and related consolidated financial statement schedule of Cicero Inc. and subsidiaries which appears in the Annual Repo |
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| April 1, 2010 |
Exhibit 10.18 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into this day of January, 2010, by and between CICERO INC, a Delaware corporation (the “Company”), and Antony Castagno, a resident of the State of Georgia (the “Employee”). In consideration of the mutual covenants, promises and conditions set forth in this Agreement, and for other good and valuable c |
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| April 1, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2009 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 000-26392 CICERO INC. (Exact name of re |
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| April 1, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): ? Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31, 2009 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Fo |
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| April 1, 2010 |
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT EX-22.1 6 cicnex221.htm EXHIBIT 22.1 Exhibit 22.1 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S CONSENT We consent to the incorporation by reference in the Registration Statement of Cicero Inc. and Subsidiaries on Form 10-K of our report dated March 31, 2010 with respect to our audit of the consolidated financial statements and related consolidated financial statement schedule of Cicero Inc. and |
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| January 20, 2010 |
SHORT TERM CONVERTIBLE PROMISSORY NOTE $700,000 Cary, North Carolina January 15, 2010 EXHIBIT 4.1 NEITHER THIS NOTE NOR THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE OR AS PAYMENTS DUE UNDER THIS NOTE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?), AND NONE OF THEM MAY BE SOLD, TRANSFERRED, ASSIGNED OR HYPOTHECATED UNLESS THERE IS AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT COVERING THE NOTE OR SUCH SECURITIES, THE TRANSFER IS MADE IN AC |
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| January 20, 2010 |
8-K 1 cicn8k.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 15, 2010 Cicero Inc. (Exact name of registrant as specified in its charter) Delaware 0-26392 11-2920559 (State or other jurisdiction of incorpo |
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| January 20, 2010 |
EX-2.1 2 cicnex21.htm PURCHASE AGREEMENT Exhibit 2.1 ASSET PURCHASE AGREEMENT BY AND BETWEEN CICERO INC., VERTICAL THOUGHT, INC. AND SOADESK, LLC Dated as of January 15, 2010 TABLE OF CONTENTS (continued) Page ARTICLE I DEFINITIONS 1 SECTION 1.1 Certain Definitions. 1 SECTION 1.2 Calculation of Time Period 6 SECTION 1.3 Dollars 7 SECTION 1.4 Exhibits/Schedules 7 SECTION 1.5 Gender and Number 7 SEC |
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| January 20, 2010 |
Exhibit 4.4 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this ?Agreement?) is made and entered into as of January 15, 2010, by and among Cicero Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Company?), the purchaser whose signature appears on the signature pages of this Agreement under the caption ?Purchaser? and any additional purchas |
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| January 20, 2010 |
EX-99 8 cicnex99.htm PRESS RELEASE Exhibit 99 Cicero Inc. Acquires Assets of SOAdesk, LLC; Closes Initial Round of Series B Preferred Offering Acquisition Unites Best of Breed Desktop Integration and Leading Customer Interaction Management Software; Combined Products Offer Complete Customer Interaction Management Platform to Reduce Enterprise Costs and Help Companies Deliver an Improved Customer E |
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| January 20, 2010 |
EX-4.2 5 cicnex42.htm STOCK-PAYABLE CONVERTIBLE NOTE EXHIBIT 4.2 NEITHER THIS NOTE NOR THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE OR AS PAYMENTS DUE UNDER THIS NOTE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND NONE OF THEM MAY BE SOLD, TRANSFERRED, ASSIGNED OR HYPOTHECATED UNLESS THERE IS AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT COVERING TH |
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| January 20, 2010 |
-1- Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES B CONVERTIBLE PREFERRED STOCK OF CICERO INC. (Pursuant to Section 151 of the Delaware General Corporation Law) Cicero Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Company?), hereby certifies that, pursuant to the authority conferred upon the Board of Directors of the Company (t |
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| January 20, 2010 |
EXHIBIT 4.3 NEITHER THESE SECURITIES NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?) AND APPLICABLE STATE SECURITIES LAWS AND, ACCORDINGLY, MAY NOT BE OFFERED OR |
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| November 16, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) þ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2009 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-26392 CICERO INC. (Exa |
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| September 8, 2009 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 1, 2009 Cicero Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 0-26392 (Commission File Number) 11-292055 |
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| September 8, 2009 |
EXHIBIT 16.1 September 1, 2009 Securities and Exchange Commission 100 F Street, N.W. Washington, DC 20549-7561 Dear Sirs/Madams: We have read Item 4.01 of Cicero Inc.?s Form 8-K dated September 1, 2009, and have the following comments: 1. We agree with the statements made in the first, third, fourth and seventh paragraphs. 2. We have no basis on which to agree or disagree with the statements made |
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| August 14, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q ——————— (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2009. ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 |
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| July 15, 2009 |
CICERO, INC. 2007 EMPLOYEE STOCK OPTION PLAN Exhibit 99 CICERO, INC. 2007 EMPLOYEE STOCK OPTION PLAN Exhibit 99 TABLE OF CONTENTS Page ARTICLE I. PURPOSE 1 ARTICLE II. DEFINITIONS 1 ARTICLE III. ADMINISTRATION 3 ARTICLE IV. SHARE AND OTHER LIMITATIONS 5 ARTICLE V. ELIGIBILITY 6 ARTICLE VI. STOCK OPTION GRANTS 6 ARTICLE VII. NON-TRANSFERABILITY 9 ARTICLE VIII. CHANGE IN CONTROL PROVISIONS 9 ARTICLE IX. TERMINATION OR AMENDMENT OF PLAN 11 ARTI |
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| July 15, 2009 |
As filed with the Securities and Exchange Commission on July 15, 2009 Registration No. |
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| June 3, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by Registrant ü Filed by Party other than Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ü Definitive Proxy Stat |
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| May 29, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2009 CICERO INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-26392 (Commission File Number) 11-2920559 ( |
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| May 15, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q ——————— (Mark one) þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2009. ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-2639 |
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| March 31, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K T ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2008 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-26392 CICERO INC. (Exact name of r |
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| March 31, 2009 |
REVOLVING LOAN AGREEMENT Up to US $ 500,000.00 November 3, 2008 Exhibit 10.15 REVOLVING LOAN AGREEMENT Up to US $ 500,000.00 November 3, 2008 FOR VALUE RECEIVED, the undersigned, CICERO, INC., a Delaware corporation ("Borrower"), promises to pay to the order of BARBARA SIVAN, its successors and assigns (hereinafter, together with all subsequent holders of this Note, called "Lender"), whose address is 760 Burgundy Circle, King of Prussia, PA 19406, on or before |
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| March 31, 2009 |
Exhibit 10.16 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into this 1st day of January, 2009, by and between CICERO INC, a Delaware corporation (the “Company”), and John P. Broderick, a resident of the State of New Jersey (the “Employee”). In consideration of the mutual covenants, promises and conditions set forth in this Agreement, and for other good and v |
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| March 31, 2009 |
Exhibit 10.4 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into this 1st day of January, 2008, by and between CICERO INC, a Delaware corporation (the “Company”), and John P. Broderick, a resident of the State of New Jersey (the “Employee”). In consideration of the mutual covenants, promises and conditions set forth in this Agreement, and for other good and va |
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| March 31, 2009 |
Exhibit 21.1 Subsidiaries (all are 100% owned) Name Jurisdiction Level 8 Technologies, Inc. Delaware Cicero Technologies, Inc, Delaware Cicero Technologies Acquisition, LLC Delaware Template Software de Mexico, S.A. de C.V. Mexico Level 8 Systems Australia Pty Ltd Australia Template Software Holding GmbH Germany Template SoftwareGeschaftsfuhrungs GmbH Germany Template Software GmbH Germany Level 8 |
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| March 31, 2009 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 22.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors of Cicero Inc. We consent to the incorporation by reference in the Annual Report on Form 10-K of Cicero Inc and subsidiaries for the years ended December 31, 2007 and 2006 of our report dated March 31, 2008, (which report expresses an unqualified opinion relating to the financial statements for the thre |
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| March 31, 2009 |
CICERO, INC. SECURED PROMISSORY NOTE Exhibit 10.17 SN- CICERO, INC. SECURED PROMISSORY NOTE Cary, North Carolina March 31, 2009 <$Amount> Cicero, Inc., a Delaware corporation (the “Company”), for value received, promises to pay to , or order, the principal sum of <$Amount> on January 31, 2012 and to pay interest (computed on the basis of a 360-day year of 30-day months) on the unpaid balance of such principal amount from the date her |
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| March 31, 2009 |
Exhibit 4.17 NEITHER THESE SECURITIES NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) AND APPLICABLE STATE SECURITIES LAWS AND, ACCORDINGLY, MAY NOT BE OFFERED OR |
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| March 18, 2009 |
7,680,633 Shares of Common Stock CICERO INC. Filed Pursuant to Rule 424(b)(3) under the Securities Act of 1933 Registration No. |
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| February 11, 2009 |
Cicero Inc. 8000 Regency Parkway Cary, NC 27518 Cicero Inc. 8000 Regency Parkway Cary, NC 27518 February 11, 2009 Via Fax and Edgar Securities and Exchange Commission 100 F. Street, N.E. Washington, D.C. 20549 Attention: Katherine Wray, Esq. Re: Cicero Inc. SEC File No: 333-151893 Ladies and Gentlemen: In connection with the Registration Statement on Form S-1 (File No. 333-151893) of Cicero Inc. (the “Company”), the undersigned hereby requests, |
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| February 10, 2009 |
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 10, 2009 REGISTRATION NO. |
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| February 10, 2009 |
Cicero Inc. 8000 Regency Parkway Cary, NC 27518 Cicero Inc. 8000 Regency Parkway Cary, NC 27518 February 10, 2009 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Attn: Katherine Wray, Esq. Re: Cicero Inc. Amendment No. 2 to Registration Statement on Form S-1 Filed February 2, 2009 File No. 333-151893 Dear Ms. Wray: On behalf of Cicero Inc. (the “Company”), we are filing herewith Amendment No. 3 to the Company’s Regis |
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| February 2, 2009 |
Cicero Inc. 8000 Regency Parkway Cary, NC 27518 February 2, 2009 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Attn: Katherine Wray, Esq. Re: Cicero Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed August 4, 2008 File No. 333-151893 Dear Ms. Wray: On behalf of Cicero Inc. (the “Company”), we are filing herewith Amendment No. 2 to the Company’s Registra |
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| February 2, 2009 |
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 2, 2009 REGISTRATION NO. |
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| December 23, 2008 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2007 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . CICERO INC. (Exact name of |
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| December 9, 2008 |
Cicero Inc. 8000 Regency Parkway Cary, NC 27518 Cicero Inc. 8000 Regency Parkway Cary, NC 27518 December 9, 2008 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Attn: David L. Orlic, Esq. Re: Cicero Inc. Form 10-K for the Fiscal Year Ended December 31, 2007 Filed March 31, 2008 File No. 000-26392 Form 10-Q for the Period Ended September 30, 2008 Filed November 14, 2008 File No. 000-26392 Dear Mr. Orlic: Reference is |
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| November 19, 2008 |
Cicero Inc. 8000 Regency Parkway Cary, NC 27518 Cicero Inc. 8000 Regency Parkway Cary, NC 27518 November 19, 2008 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Attn: David L. Orlic, Esq. Re: Cicero Inc. Form 10-K for the Fiscal Year Ended December 31, 2007 Filed March 31, 2008 File No. 000-26392 Dear Mr. Orlic: Reference is made to the letter of the Division of Corporation Finance (the “Staff”) of the Securities an |
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| November 14, 2008 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2008. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC |
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| November 3, 2008 |
Cicero Inc. 8000 Regency Parkway Cary, NC 27518 November 3, 2008 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Attn: David L. Orlic, Esq. Re: Cicero Inc. Form 10-K for the Fiscal Year Ended December 31, 2007 Filed March 31, 2008 File No. 000-26392 Dear Mr. Orlic: Reference is made to the letter of the Division of Corporation Finance (the “Staff”) of the Securities and |
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| September 29, 2008 |
Cicero Inc. 8000 Regency Parkway Cary, NC 27518 September 29, 2008 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Attn: David L. Orlic, Esq. Re: Cicero Inc. Form 10-K for the Fiscal Year Ended December 31, 2007 Filed March 31, 2008 File No. 000-26392 Dear Mr. Orlic: Reference is made to the letter of the Division of Corporation Finance (the “Staff”) of the Securities a |
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| August 14, 2008 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) T QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2008. £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC. (Ex |
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| August 4, 2008 |
S-1/A 1 forms1a.htm CICERO S-1A 8-4-2008 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON AUGUST 4, 2008 REGISTRATION NO. 333-151893 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CICERO INC. (Exact Name of Registrant as Specified in Its Charter) DELAWARE 11-2920559 (State or Other J |
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| August 4, 2008 |
Golenbock Eiseman Assor Bell & Peskoe LLP 437 Madison Avenue New York, NY 10022 Golenbock Eiseman Assor Bell & Peskoe LLP 437 Madison Avenue New York, NY 10022 August 4, 2008 Securities and Exchange Commission 100 F Street N. |
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| August 1, 2008 |
Cicero Inc. 8000 Regency Parkway Cary, NC 27518 August 1, 2008 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Attn: David L. Orlic, Esq. Re: Cicero Inc. Form 10-K for the Fiscal Year Ended December 31, 2007 Filed March 31, 2008 Form 10-Q for the Quarterly Period Ended March 31, 2008 Filed May 15, 2008 File No. 000-26392 Dear Mr. Orlic: Reference is made to the letter o |
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| July 9, 2008 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 9, 2008 CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (Commission File Number) (I |
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| July 9, 2008 |
Cicero Inc. Signs Material Agreement with a Fortune 500 Health Care Company Cicero Selected as the Integration Solution to Improve Agent Effectiveness and Customer Experience Cary, NC, July 09, 2008 — Cicero Inc. (BB:CICN), a leading provider of desktop integration and automation solutions, today announced that it has signed a new agreement with a Fortune 500 Health Care Company to deploy Cicero i |
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| June 24, 2008 |
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 24, 2008 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 24, 2008 REGISTRATION NO. |
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| May 15, 2008 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2008. £ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number 0-26392 CICERO INC. (Ex |
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| March 31, 2008 |
Exhibit 10.25 Securities Purchase Agreement By and Among Cicero, Inc., And The Purchasers Listed On Schedule I Dated As Of FEBRUARY 26, 2007 Exhibit 10.25 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of February 26, 2007, by and among CICERO, INC., a Delaware corporation (the “Company”), and the various purchasers listed on Schedule I hereto (each |
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| March 31, 2008 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2007 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from to Commission File Number: 000-26392 CICERO INC |
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| March 31, 2008 |
Exhibit 10.16 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into this 1st day of January, 2007, by and between CICERO INC, a Delaware corporation (the “Company”), and John P. Broderick, a resident of the State of New Jersey (the “Employee”). In consideration of the mutual covenants, promises and conditions set forth in this Agreement, and for other good and v |
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| March 31, 2008 |
Exhibit 10.15 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made effective this 4th day of January, 2007, by and between CICERO, INC., a Delaware corporation (the “Company”), and Anthony Pizi, a resident of the State of New Jersey (the “Employee”). In consideration of the mutual covenants, promises and conditions set forth in this Agreement, and for other good and valuable co |
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| March 31, 2008 |
Exhibit 21.1 Subsidiaries (all are 100% owned) Name Jurisdiction Level 8 Technologies, Inc. Delaware Cicero Technologies, Inc, Delaware Cicero Technologies Acquisition, LLC Delaware Template Software de Mexico, S.A. de C.V. Mexico Level 8 Systems Australia Pty Ltd Australia Template Software Holding GmbH Germany Template SoftwareGeschaftsfuhrungs GmbH Germany Template Software GmbH Germany Level 8 |
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| March 31, 2008 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 22.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors of Cicero Inc. We consent to the incorporation by reference in the Annual Report on Form 10-K of Cicero Inc and subsidiaries for the years ended December 31, 2007 and 2006 of our report dated March 10, 2008, (which report expresses an unqualified opinion and includes an explanatory paragraph relating to |
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| March 31, 2008 |
Exhibit 4.19 THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT |
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| March 31, 2008 |
CICERO, INC. 2007 EMPLOYEE STOCK OPTION PLAN Exhibit 10.22 CICERO, INC. 2007 EMPLOYEE STOCK OPTION PLAN Exhibit 10.22 TABLE OF CONTENTS Page ARTICLE I. PURPOSE 1 ARTICLE II. DEFINITIONS 1 ARTICLE III. ADMINISTRATION 3 ARTICLE IV. SHARE AND OTHER LIMITATIONS 5 ARTICLE V. ELIGIBILITY 6 ARTICLE VI. STOCK OPTION GRANTS 6 ARTICLE VII. NON-TRANSFERABILITY 9 ARTICLE VIII. CHANGE IN CONTROL PROVISIONS 9 ARTICLE IX. TERMINATION OR AMENDMENT OF PLAN 1 |
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| March 31, 2008 |
Exhibit 10.26 Securities Purchase Agreement By and Among Cicero, Inc., And The Purchasers Listed On Schedule I Dated As Of August 15, 2007 Exhibit 10.26 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of August 15, 2007, by and among CICERO, INC., a Delaware corporation (the “Company”), and the various purchasers listed on Schedule I hereto (each ref |
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| March 31, 2008 |
Exhibit 10.21 ADDENDUM #3 AGREEMENT made this 16th day of August, 2007, between REGENCY PARK CORPORATION, INCORPORATED, a North Carolina corporation having its principal place of business in Cary, North Carolina (the “Landlord”), and CICERO, INC., a Delaware corporation, successor by merger to the interests of Level 8 Systems Inc. a Delaware corporation (hereinafter referred to as the “Original Te |
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| March 31, 2008 |
Exhibit 10.24 PROMISSORY NOTE $300,000.00 October 29, 2007 FOR VALUE RECEIVED, Cicero, Inc., a Delaware corporation (together with its successors and assigns, the “Obligor”), hereby promises to pay to the order of JOHN L. STEFFENS (together with its successors and assigns, the “Holder”), the principal sum of Three Hundred Thousand Dollars and No/100 ($300,000) (the “Note Amount”) on October 30, 20 |
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| March 31, 2008 |
AGREEMENT Dated October 30, 2007 EX-10.23 7 ex1023.htm EXHIBIT 10.23 Exhibit 10.23 AGREEMENT Dated October 30, 2007 The parties to this agreement are Cicero Inc. (the “Company”) and BluePhoenix Solutions Ltd. (“BluePhoenix”). Pursuant to a guaranty agreement between BluePhoenix and Bank Hapoalim B.M. (the “Bank”), BluePhoenix has guaranteed certain obligations of the Company under the Company’s promissory note (the “Bank Note”) d |
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| January 17, 2008 |
Merrill Lynch and Cicero Inc. Enter Into New OEM and Enterprise Support Agreements Leading Financial Services Company Will Embed Cicero Into Key Software Offerings, Enters Into Multi-Year Enterprise Support Agreement CARY, NC, January 15, 2008 ? Cicero Inc. (BB:CICN), a leading provider of desktop integration and automation solutions, today announced it has entered into new OEM and Enterprise Supp |
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| January 17, 2008 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K 1 form8k.htm CICERO 8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 17, 2008 CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporati |
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| December 21, 2007 |
Cicero Inc. Receives Customer Interaction Solutions® Magazine’s 2007 Product of the Year Award Cicero Inc. Receives Customer Interaction Solutions? Magazine?s 2007 Product of the Year Award Cary, NC, December 10, 2007 ? Cicero Inc. (BB:CICN), a leading provider of desktop integration and automation solutions, today announced that Cicero has received a 2007 Product of the Year Award from Technology Marketing Corporation?s Customer Interaction Solutions magazine, the leading publication cover |
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| December 21, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 21, 2007 (December 10, 2007) CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (C |
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| November 27, 2007 |
Cicero Inc. Selected for Membership in Avaya DevConnect Program Cicero Inc. Selected for Membership in Avaya DevConnect Program CARY, N.C. Tuesday, November 27, 2007? Cicero Inc. (BB:CICN), a leading provider of desktop integration and automation solutions, today announced it has been selected by Avaya Inc., a leading global provider of business communications applications, systems and services, for membership in the Avaya DevConnect program. Cicero Inc. is th |
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| November 27, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 27, 2007 (November 27, 2007) CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (C |
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| November 14, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2007 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO |
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| August 14, 2007 |
40,321,697 Shares of Common Stock CICERO INC. Rule 424(b) (1) Prospectus REGISTRATION NO. 333-142238 40,321,697 Shares of Common Stock CICERO INC. This prospectus relates to the resale of up to 40,321,697 of our common stock, $.001 par value, which are being offered for resale from time to time by the stockholders named in the section entitled “Selling Stockholders” on page 3. The number of shares the selling stockholders may offer and sell u |
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| August 14, 2007 |
PROMISSORY NOTE June 28, 2007 $150,000.00 Cary, North Carolina FOR VALUE RECEIVED, CICERO, INC., a Delaware corporation, with the address of 8000 Regency Parkway, Suite 542, Cary, North Carolina 27518 (hereafter, the “Maker”) promises to pay to the order of John L. Steffens, 765 East 55th Street, 33rd Floor, New York, NY 10022, or at such place as the Lender may designate and notify the Maker, wit |
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| August 14, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2007 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC. |
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| August 9, 2007 |
Cicero Inc. 1433 State Highway 34, Building C Farmingdale, New Jersey 07727 Cicero Inc. 1433 State Highway 34, Building C Farmingdale, New Jersey 07727 August 9, 2007 Via Fax and Edgar Securities and Exchange Commission 100 F. Street, N.E. Washington, DC 20549 Attention: Rebekah Toton, Esq. Re: Cicero Inc. SEC File No: 333-142238 Ladies and Gentlemen: In connection with the Registration Statement on Form S-1, File No. 333-142238, of Cicero Inc. (“Company”), the undersigne |
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| July 26, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 23, 2007 CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (Commission File Number) ( |
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| July 11, 2007 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 22.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors of Cicero, Inc. We consent to the incorporation by reference in the Annual Report on Form 10-K of our report dated March 16, 2007, (which report expresses an unqualified opinion and includes an explanatory paragraph relating to the Company's ability to continue as a going concern) of Cicero, Inc. (forme |
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| July 11, 2007 |
Exhibit 4.1 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July , 2006, is entered into by and between LEVEL 8 SYSTEMS, INC., a Delaware corporation (the “Company”), and (the “Purchaser”). W I T N E S S E T H : This Agreement is made pursuant to that certain Purchase Agreement, dated as of the date hereof, by and between the Company and the Purchas |
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| July 11, 2007 |
July 11, 2007 VIA EDGAR Securities and Exchange Commission 100F Street, N.E. Washington, D.C. 20549 Attn: Mark P. Shuman Re: Cicero, Inc. Form 10-K for the Fiscal year Ended December 31, 2006 File No. 00-26392 Ladies and Gentlemen: We are submitting our Form 10K/A separately from the S-1/A Registration Statement and have incorporated our changes and modifications that were made pursuant to your co |
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| July 11, 2007 |
Exhibit 10.16 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into this 1st day of January, 2006, by and between LEVEL 8 SYSTEMS, INC., a Delaware corporation (the “Company”), and John P. Broderick, a resident of the State of New Jersey (the “Employee”). In consideration of the mutual covenants, promises and conditions set forth in this Agreement, and for other |
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| July 11, 2007 |
Exhibit 10.14 A As of October 30, 2006 Level 8 Systems, Inc. 8000 Regency Parkway Cary, NC 27511 Gentlemen: We are pleased to advise that Bank Hapoalim B.M. (the “Bank”) has agreed, subject to the conditions set forth below, to extend the maturity date of the existing loan (the “Loan”) to Level 8 Systems, Inc. (the “Borrower”) in the amount of $1,971,000.00. The Loan shall mature on October 31, 20 |
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| July 11, 2007 |
Exhibit 10.15 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made effective this 1st day of January, 2006, by and between LEVEL 8 SYSTEMS, INC., a Delaware corporation (the “Company”), and Anthony Pizi, a resident of the State of New Jersey (the “Employee”). In consideration of the mutual covenants, promises and conditions set forth in this Agreement, and for other good and va |
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| July 11, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 FORM 10-K/A x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2006. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from to Commission File Number: 0 |
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| July 11, 2007 |
Exhibit 21.1 Subsidiaries (all are 100% owned) Name Jurisdiction Level 8 Technologies, Inc. Delaware Cicero Technologies, Inc, Delaware Cicero Technologies Acquisition, LLC Delaware Template Software de Mexico, S.A. de C.V. Mexico Level 8 Systems Australia Pty Ltd Australia Template Software Holding GmbH Germany Template SoftwareGeschaftsfuhrungs GmbH Germany Template Software GmbH Germany Level 8 |
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| July 11, 2007 |
Exhibit 10.14 A LATE PAYMENT RIDER This Rider is referred to in paragraph 3 of, and constitutes a part of, a note of Borrower to the Bank dated as of November 3, 2005 (the “Note”). Borrower agrees to all of the Terms and Conditions set forth below. Print Borrowers name: LEVEL 8 SYSTEMS, INC. (Signature) By: (Signature) By: Print Name: Print Name : Print Title: Print Title: Terms and Conditions: Wi |
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| July 9, 2007 |
July 9, 2007 Securities and Exchange Commission 100F Street, N.E. Washington, D.C. 20549 Attn: Mark P. Shuman Re: Cicero, Inc. RegistrationStatement on Form S-1 Filed April 19, 2007 File No. 333-142238 Form 10-K for the Fiscal year Ended December 31, 2006 File No. 00-26392 Ladies and Gentlemen: We have reviewed the comments in your letter dated May 16, 2007 that relate to the Company’s required fi |
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| July 9, 2007 |
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 9, 2007 REGISTRATION NO. |
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| June 25, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 25, 2007 (June 20, 2007) CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (Commissio |
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| June 25, 2007 |
Cicero Inc. Elects Don Peppers of Peppers and Rogers Group to Board of Directors Cicero Inc. Elects Don Peppers of Peppers and Rogers Group to Board of Directors CARY, NC, June 25, 2007? Cicero Inc. (BB:CICN), a leading provider of desktop application integration solutions for customer service organizations, today announced that Mr. Don Peppers has been elected to the Company?s Board of Directors. Recognized for over a decade as one of the leading authorities on customer-focus |
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| June 25, 2007 |
Cicero, Inc. Elects John L. Steffens as New Chairman of the Board of Directors Cicero, Inc. Elects John L. Steffens as New Chairman of the Board of Directors CARY, NC, May 17, 2007- Cicero Inc. (BB:CICN), a leading provider of desktop application integration solutions for customer service organizations, today announced that Mr. John L (Launny) Steffens has been elected to the Company?s Board of Directors and appointed as its Chairman. Mr. Steffens is the Founder and Managing |
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| June 25, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 16, 2007 (May 18, 2007) CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (Commission |
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| May 18, 2007 |
Cicero, Inc. Elects John L. Steffens as New Chairman of the Board of Directors Cicero, Inc. Elects John L. Steffens as New Chairman of the Board of Directors CARY, NC, May 17, 2007- Cicero Inc. (BB:CICN), a leading provider of desktop application integration solutions for customer service organizations, today announced that Mr. John L (Launny) Steffens has been elected to the Company?s Board of Directors and appointed as its Chairman. Mr. Steffens is the Founder and Managing |
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| May 18, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 16, 2007 (May 18, 2007) CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (Commission |
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| May 15, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2007. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 0-26392 CICERO INC |
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| May 10, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 10, 2007 (May 7, 2007) CICERO INC. (Exact name of registrant as specified in its charter) Delaware 000-26392 11-2920559 (State or other jurisdiction of incorporation) (Commission F |
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| May 10, 2007 |
Merrill Lynch Global Private Client Group Selects Cicero for Unified Desktop Merrill Lynch Global Private Client Group Selects Cicero for Unified Desktop CARY, NC, May 7, 2007- Cicero Inc. |
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| April 19, 2007 |
REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February , 2007, is entered into by and between CICERO, INC. |
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| April 19, 2007 |
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 19, 2007 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 19, 2007 REGISTRATION NOS. |
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| April 19, 2007 |
SECURITIES PURCHASE AGREEMENT BY AND AMONG CICERO, INC., AND THE PURCHASERS LISTED ON SCHEDULE I DATED AS OF FEBRUARY 26, 2007 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of February 26, 2007, by and among CICERO, INC., a Delaware corporation (the “Company”), and the various purchasers listed on Schedule I hereto (each referred to herein as a “Pu |
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| March 30, 2007 |
Exhibit 10.14 A LATE PAYMENT RIDER This Rider is referred to in paragraph 3 of, and constitutes a part of, a note of Borrower to the Bank dated as of November 3, 2005 (the “Note”). Borrower agrees to all of the Terms and Conditions set forth below. Print Borrowers name: LEVEL 8 SYSTEMS, INC. (Signature) By: (Signature) By: Print Name: Print Name : Print Title: Print Title: Terms and Conditions: Wi |
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| March 30, 2007 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2006. o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from to Commission File Number: 0-26392 CICERO INC. |
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| March 30, 2007 |
Exhibit 10.16 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into this 1st day of January, 2006, by and between LEVEL 8 SYSTEMS, INC., a Delaware corporation (the “Company”), and John P. Broderick, a resident of the State of New Jersey (the “Employee”). In consideration of the mutual covenants, promises and conditions set forth in this Agreement, and for other |
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| March 30, 2007 |
Exhibit 10.15 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made effective this 1st day of January, 2006, by and between LEVEL 8 SYSTEMS, INC., a Delaware corporation (the “Company”), and Anthony Pizi, a resident of the State of New Jersey (the “Employee”). In consideration of the mutual covenants, promises and conditions set forth in this Agreement, and for other good and va |
