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POLICY MANAGEMENT SYSTEMS CORPORATION
EXHIBIT INDEX
Exhibit
Number
3. ARTICLES OF INCORPORATION AND BY-LAWS
A. Articles of Incorporation, as amended, of the
Company (Filed as Exhibit 3(a) to Form 10-K for the year
ended December 31, 1983 - File No. 0-10175)
B. Certified copy of the By-Laws of the Company, as amended
(Filed as Exhibit 3(b) to Registration Statement
No. 2-79410, dated October 5, 1982)
4. INSTRUMENTS DEFINING THE RIGHTS OF SECURITY HOLDERS,
INCLUDING INDENTURES
A. Specimen forms of certificates for Common Stock of the
Company (Filed as Exhibit 4(a) to Registration Statement
No. 2-74821, dated December 16, 1981)
B. Articles of Amendment to the Articles of Incorporation
of Policy Management Systems Corporation; dated August 23,
1989 (File No. 0-10175 - Filed under cover of Form SE
filed on September 22, 1989)
10. MATERIAL CONTRACTS
A. Form of Standard Licensing Agreement (Filed as Exhibit
10(a) to Form 10-K for the year ended December 31, 1984
- File No. 0-10175)
B. Agreement for the Transfer of Assets for Stock between
Seibels, Bruce & Company and Policy Management Systems
Corporation dated September 30, 1981 (Filed as Exhibit
10(b) to Registration Statement No. 2-74821, dated
December 16, 1981)
C. Employment Agreements, with amendments, between the
Company and five principal officers of the Company
(Filed as Exhibit 10(d) to Registration Statement
No. 2-74821, dated December 16, 1981)
D. Agreement for Data Processing Services between Seibels,
Bruce & Company and the Company effective October 1,
1981, as amended (Filed as Exhibit 10(f) to Form 10-K
for the year ended December 31, 1983 - File No. 0-10175)
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Exhibit
Number
E. Form of Tax Allocation Agreement among the Company,
Seibels, Bruce & Company, The Seibels Bruce Group, Inc.
and all other affiliated companies (Filed as Exhibit
10(g) to Registration Statement No. 2-74821, dated
December 16, 1981)
F. Stock Purchase Agreements dated August 28, 1981,
between the Company and five principal officers (Filed
Exhibit 10(h) to Registration Statement No. 2-74821,
dated December 16, 1981)
G. Shareholder Agreements dated August 28, 1981, between
the Company and its five principal officers (Filed as
Exhibit 10(i) to Registration Statement No. 2-74821,
dated December 16, 1981)
H. 1983 Amendments to the 1981 Policy Management Systems
Corporation Incentive Stock Option Plan (The 1981 Policy
Management Systems Corporation Incentive Stock Option Plan
as amended prior to 1983 is incorporated by reference from
the Company's Registration Statement on Form S-1 dated
December 16, 1981, No. 2-74821.) (Filed as Exhibit 10(n)
to Form 10-K for the year ended December 31, 1983 - File
No. 0-10175)
I. The Policy Management Systems Corporation Stock Purchase
Savings Plan for Employees (Filed as Exhibit 10(g) to
Registration Statement No. 2-81844, dated February 11,
1983)
J. Policy Management Systems Corporation 1984 Stock Option
Plan (Filed as Exhibit 10(t) to Registration Statement No.
2-93715, dated October 31, 1984)
K. Development Agreement, dated October 24, 1983, between
Agency Automation Partners Limited ("Partnership") and the
Company; Technology License Agreement, dated October 24,
1983, between Partnership and the Company; First Amendment
to Technology License Agreement, dated December 14, 1983,
between Partnership and the Company; Lease and Marketing
Agreement, dated October 24, 1983, between Partnership and
the Company; Purchase Option Agreement, dated October 24,
1983, between Partnership and the Company; Subdevelopment
and Submarketing Agreement, dated October 24, 1983, among
the Company, Shamrock Automation Systems, Inc. and the
Florida Association of Insurance Agents, Inc. (Filed as
Exhibit 10(u) to Registration Statement No. 2-93715, dated
October 31, 1984)
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Exhibit
Number
L. Policy Management Systems Corporation Employee Stock
Ownership Plan (Filed as Exhibit 10(w) to Form 10-K for
the year ended December 31, 1985 - File No. 0-10175)
M. Policy Management Systems Corporation Profit Sharing Plan
(Filed as Exhibit 10(x) to Form 10-K for the year ended
December 31, 1985 - File No. 0-10175)
N. Policy Management Systems Corporation 1985 Stock Option
Plan (Filed as Exhibit 10(y) to Form 10-K for the year
ended December 31, 1985 - File No. 0-10175)
O. Policy Management Systems Corporation 1985 Employee Stock
Purchase Plan (Filed as Exhibit 10(z) to Form 10-K for the
year ended December 31, 1985 - File No. 0-10175)
P. Modification and Enhancement Agreement, dated August 8,
1985, between Agency Automation Partners Limited
("Partnership") and the Company; Submodification and The
Florida Association of Insurance Agents, Inc.; First
Amendment to Purchase Option Agreement, dated August 8,
1985, among the Partnership, the Company and SASI; First
Amendment to Lease and Marketing Agreement, dated August
8, 1985, between the Partnership and the Company; Second
Amendment to Technology License Agreement, dated August 8,
1985, between the Partnership and the Company (Filed as
Exhibit 10(dd) to Form 10-K for the year ended December
31, 1985 - File No. 0-10175)
Q. Acquisition Agreement between the Company and Commercial
Services, Inc. (Filed as Exhibit 10(bb) to form 10-K for
the year ended December 31, 1985 - File No. 0-10175)
R. Complementary Marketing Assistance Agreement between IBM
and the Company (Filed as Exhibit 10(cc) to
Registration Statement No. 33-11854, dated February 19,
1987)
S. Policy Management Systems Corporation Long-Term Incentive
Plan for Executives (Filed as Exhibit 10(dd) to
Registration Statement No. 33-11854, dated February 19,
1987)
T. Policy Management Systems Corporation 1986 Stock Option
Plan (Filed as Exhibit 10(ee) to Form 10-K for the year
ended December 31, 1986 - File No. 0-10175)
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Exhibit
Number
U. Policy Management Systems Corporation Long-Term Incentive
Plan for Executives (Filed as Exhibit 10(ff) to
Registration Statement No. 33-26499, dated January 9,
1989)
V. Conformed copy of Stock Purchase Agreement between
International Business Machines Corporation and Policy
Management Systems Corporation, dated July 26, 1989
(File No. 0-10175 - Filed under cover of Form SE filed
on September 22, 1989)
W. Conformed copy of Development and Marketing Agreement
between International Business Machines Corporation and
Policy Management Systems Corporation, dated July 26, 1989
(File No. 0-10175 - Filed under cover of Form SE filed on
September 29, 1989)
X. Conformed copy of Acquisition Agreement between Policy
Management Systems Corporation, Advanced System
Applications, Inc. and John W. Blaney, dated November 13,
1989 (File No. 0-10175 - Filed under cover of Form SE on
November 28, 1989)
Y. Policy Management Systems Corporation 1989 Stock Option
Plan (File No. 0-10175 - Filed under cover of Form SE on
March 22, 1991)
Z. Policy Management Systems Corporation 401(k) Retirement
Plan ( File No. 0-10175 - Filed under cover of Form SE on
March 22, 1991)
11. STATEMENT REGARDING COMPUTATION OF PER SHARE EARNINGS
(Filed herewith)
13. ANNUAL REPORT TO SECURITY HOLDERS, FORM 10-Q OR QUARTERLY
REPORT TO SECURITY HOLDERS
1992 Annual Report to Stockholders
(Filed under cover of Form SE on March 19, 1993)
22. SUBSIDIARIES OF THE REGISTRANT
(Filed herewith)