THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Progress Software Corporation (PRGS)

3/20/2006 Proxy Information

During fiscal 2005, the Company purchased substantially all of the assets and certain liabilities of EasyAsk Inc. for approximately $9.0 million. Prior to the acquisition, the Company held a minority interest in EasyAsk Inc. whose Chairman, Larry R. Harris, was a member of the Company’s Board of Directors. Upon the close of the purchase transaction, Larry R. Harris resigned from the Board of Directors to become Vice President and General Manager of the EasyAsk Division. In addition to Mr. Harris, certain of the Company’s directors were affiliated with EasyAsk and held, directly or indirectly, an equity interest in EasyAsk. Mr. Rasiel was a board member and stockholder of EasyAsk. Mr. Heinen is a Partner at Flagship Ventures, a venture firm that invested in EasyAsk (through One Liberty Ventures) and he was a beneficial stockholder of EasyAsk. Mr. Alsop was a stockholder of EasyAsk. The purchase was unanimously approved by all disinterested directors on the Company’s board and the Company’s Audit Committee.

The Company did not engage in any other transactions or series of similar transactions in which the amount involved exceeded $60,000 and in which any of our directors or executive officers, any holder of more than 5% of any class of our voting securities or any member of the immediate family of any of the foregoing persons had a direct or indirect material interest.

3/21/2005 Proxy Information

During the 2004 fiscal year, the Company did not engage in any transaction or series of similar transactions in which the amount involved exceeded or exceeds $60,000 and in which any of our directors or executive officers, any holder of more than 5% of any class of our voting securities or any member of the immediate family of any of the foregoing persons had or will have a direct or indirect material interest, nor was any director or executive officers or any of their family members indebted to us or any of our subsidiaries in any amount in excess of $60,000 at any time during the 2004 fiscal year.

3/22/2004 Proxy Information

No related party transactions or special relationships reported for this company. Director relationships marked "Outside Related" at this firm will most often be former executives of the company. Additional information regarding these relationships will be added during our regular updates.

3/21/2003 Proxy Information

Progressive Software has invested a total of approximately $1.3 million in the preferred stock of EasyAsk, representing an aggregate interest in EasyAsk of less than 5% and wrote down the carrying amount of this investment to its estimated fair value of $0.3 million during fiscal 2002. Mr. Larry Harris is a founder and Chairman of EasyAsk.