ARTICLE 1Merger Agreement • June 23rd, 2000 • Stockwalk Com Group Inc • Wholesale-drugs, proprietaries & druggists' sundries • Minnesota
CONVERTIBLE SUBORDINATED NOTES DUE 2005 UNDERWRITING AGREEMENTUnderwriting Agreement • August 2nd, 2000 • Stockwalk Com Group Inc • Security brokers, dealers & flotation companies • Texas
EXHIBIT 2.2 FIRST AMENDMENT TO ASSET PURCHASE AGREEMENT This First Amendment to Asset Purchase Agreement (the "Amendment") is entered into as of December 23, 1998, by and between ZEVEX, Inc. a Delaware corporation, ("Buyer") and Nutrition Medical,...Asset Purchase Agreement • January 7th, 1999 • Nm Holdings Inc • Wholesale-drugs, proprietaries & druggists' sundries
RECITALSExecutive Employment Agreement • March 28th, 1997 • Nutrition Medical Inc • Wholesale-drugs, proprietaries & druggists' sundries • Texas
AGREEMENTAgreement • October 12th, 2001 • Stockwalk Group Inc /Mn/ • Security brokers, dealers & flotation companies • Minnesota
Exhibit 1.1-1 2 excluding exhibits thereto but including all documents incorporated by reference in the prospectus contained therein, to you for each of the other Underwriters, have been declared effective by the Commission in such form; other than a...Underwriting Agreement • June 23rd, 2000 • Stockwalk Com Group Inc • Wholesale-drugs, proprietaries & druggists' sundries • Texas
STOCKWALK.COMUnderwriting Agreement • April 25th, 2000 • Stockwalk Com Group Inc • Wholesale-drugs, proprietaries & druggists' sundries • Texas
Exhibit 2.6-1 2 "Acquiror Common Stock" has the meaning assigned in the first recital of this Agreement.Merger Agreement • June 23rd, 2000 • Stockwalk Com Group Inc • Wholesale-drugs, proprietaries & druggists' sundries • Minnesota
EXHIBIT 2.2 AGREEMENTPurchase Agreement • March 31st, 1998 • Nutrition Medical Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
EXHIBIT 10.1 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • March 7th, 2001 • Stockwalk Com Group Inc • Security brokers, dealers & flotation companies • Illinois
MARKETING AGREEMENT This Marketing Agreement (the "Agreement") is made and entered into as of this 1st day of September, 1998 (the "Effective Date"), by and between Nutrition Medical, Inc., a Minnesota corporation ("NMI"), and GalaGen Inc., a Delaware...Marketing Agreement • November 13th, 1998 • Nutrition Medical Inc • Wholesale-drugs, proprietaries & druggists' sundries • Minnesota
EXHIBIT 10.5 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT, made as of the 7th day of February, 2000, by and between Stockwalk.com, Inc. (the "Company") and Frank H. Lallos (the "Employee"). WHEREAS, Company desires to avail itself of Employee's...Employment Agreement • June 23rd, 2000 • Stockwalk Com Group Inc • Wholesale-drugs, proprietaries & druggists' sundries • Minnesota
AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF REORGANIZATION AND CONSENT THIS AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF REORGANIZATION AND CONSENT (the "Amendment") is entered into as of July 6, 1999 by MJK Holdings, Inc. ("MJK"), NM Holdings, Inc. ("NM"),...Agreement and Plan of Reorganization • July 22nd, 1999 • Stockwalk Com Group Inc • Wholesale-drugs, proprietaries & druggists' sundries
ASSET PURCHASE AGREEMENT by and between NUTRITION MEDICAL, INC. [BUYER]Asset Purchase Agreement • January 23rd, 1997 • Nutrition Medical Inc • Wholesale-drugs, proprietaries & druggists' sundries • Minnesota
ARTICLE II REPRESENTATIONS AND WARRANTIES OF THE BUYERStock Purchase Agreement • October 12th, 2001 • Stockwalk Group Inc /Mn/ • Security brokers, dealers & flotation companies • Minnesota
SECOND AMENDMENT TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • January 7th, 1999 • Nm Holdings Inc • Wholesale-drugs, proprietaries & druggists' sundries
1 EXHIBIT 10.2 EMPLOYMENT AGREEMENT THIS AGREEMENT is made and entered into between RONALD W. ERICKSON (hereinafter "Employee") and MILLER, JOHNSON, STEICHEN, KINNARD, INC. (hereinafter "MJSK") at its principal place of business at 5500 Wayzata...Employment Agreement • June 29th, 2001 • Stockwalk Com Group Inc • Security brokers, dealers & flotation companies • Minnesota
EXHIBIT 2.1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF REORGANIZATION AND CONSENT THIS AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF REORGANIZATION AND CONSENT (the "Amendment") is entered into as of May 7, 1999 by MJK Holdings, Inc. ("MJK"), NM Holdings,...Agreement and Plan of Reorganization • May 17th, 1999 • Nm Holdings Inc • Wholesale-drugs, proprietaries & druggists' sundries • Minnesota
EXHIBIT 2.1 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • August 14th, 1998 • Nutrition Medical Inc • Wholesale-drugs, proprietaries & druggists' sundries • Utah
EXHIBIT 10.2 TRANSITION SERVICES AGREEMENT THIS TRANSITION SERVICES AGREEMENT, dated as of this 26th day of February 2001 ("Agreement") is entered into by and between BlueSuit, Inc., an Illinois corporation ("BlueSuit") and Stockwalk Group, Inc. a...Transition Services Agreement • March 7th, 2001 • Stockwalk Com Group Inc • Security brokers, dealers & flotation companies • Illinois
BY AND BETWEEN GALAGEN INC.Asset Purchase Agreement • November 13th, 1998 • Nutrition Medical Inc • Wholesale-drugs, proprietaries & druggists' sundries • Minnesota
MARKETING AGREEMENTMarketing Agreement • August 14th, 1998 • Nutrition Medical Inc • Wholesale-drugs, proprietaries & druggists' sundries • Utah
Prepared by MERRILL CORPORATION www.edgaradvantage.com QuickLinks EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT, made as of the 1st day of August, 1999, by and betweenStockwalk.com, Inc. (the "Company") and Robert J. Vosburgh (the "Employee")....Employment Agreement • November 12th, 1999 • Stockwalk Com Group Inc • Wholesale-drugs, proprietaries & druggists' sundries • Minnesota
Exhibit 10.4 SEPARATION AGREEMENT AND GENERAL RELEASE This Separation Agreement and General Release (this "Agreement") is made and entered into this 9th day of October, 1998, by and between William L. Rush ("Rush"), a resident of the State of...Separation Agreement • March 30th, 1999 • Nm Holdings Inc • Wholesale-drugs, proprietaries & druggists' sundries • Minnesota
Prepared by MERRILL CORPORATION www.edgaradvantage.com QuickLinks EMPLOYMENT AGREEMENT THIS AGREEMENT, made as of the 27th day of September, 1999, by and between Stockwalk.com Group, Inc. (the "Company") and Philip T. Colton (the "Employee"). WHEREAS,...Employment Agreement • November 12th, 1999 • Stockwalk Com Group Inc • Wholesale-drugs, proprietaries & druggists' sundries • Minnesota
NOW THEREFORE, in consideration of the premises and the mutual covenants and conditions contained herein, the parties hereto agree that the Agreement be, and hereby is, supplemented and amended as follows:Employment Agreement • February 14th, 2000 • Stockwalk Com Group Inc • Wholesale-drugs, proprietaries & druggists' sundries
ASSIGNMENT AND AMENDMENT OF EMPLOYMENT AGREEMENTEmployment Agreement • November 14th, 2000 • Stockwalk Com Group Inc • Security brokers, dealers & flotation companies
THIS ASSIGNMENT AND AMENDMENT of employment agreement made as of the 12th day of September, 2000, by and between Stockwalk.com Group, Inc., a Minnesota corporation (“Stockwalk”), Online Brokerage Solutions, Inc. (“OBS”) and Robert J. Vosburgh (“Vosburgh”).
Prepared by MERRILL CORPORATION www.edgaradvantage.com QuickLinks EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT, made as of the 1st day of September 1999, by and between Stockwalk.com Group, Inc. (the "Company") and Andrew R. Guzman (the "Employee")....Employment Agreement • November 12th, 1999 • Stockwalk Com Group Inc • Wholesale-drugs, proprietaries & druggists' sundries • Minnesota
ASSIGNMENT AND AMENDMENT OF EMPLOYMENT AGREEMENTEmployment Agreement • November 14th, 2000 • Stockwalk Com Group Inc • Security brokers, dealers & flotation companies
THIS ASSIGNMENT AND AMENDMENT of employment agreement made as of the 12th day of September 2000, by and between Stockwalk.com, Inc., a Minnesota corporation (“Stockwalk”), Online Brokerage Solutions, Inc. (“OBS”) and Frank H. Lallos (“Lallos”).
Prepared by MERRILL CORPORATION www.edgaradvantage.com QuickLinks STOCK ACQUISITION AGREEMENT BY AND AMONG ARNOLD SECURITIES, INC., JOHN ARNOLD, JERRY W. MULDER, CINDY PEDERSEN, AND STOCKWALK.COM GROUP, INC. THIS STOCK ACQUISITION AGREEMENT...Stock Acquisition Agreement • November 12th, 1999 • Stockwalk Com Group Inc • Wholesale-drugs, proprietaries & druggists' sundries • Minnesota
Exhibit 2.1 ASSET PURCHASE AGREEMENT Between and among StockWalk.Com Group Inc., WILLIAM YANG, And M-ONE INVESTMENT SECURITIES, INC. Dated as of August 9, 1999 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (the “Agreement”), dated as of...Asset Purchase Agreement • February 14th, 2000 • Stockwalk Com Group Inc • Wholesale-drugs, proprietaries & druggists' sundries • Minnesota
EXHIBIT 2.3 SECOND AMENDMENT TO ASSET PURCHASE AGREEMENT This Second Amendment to Asset Purchase Agreement (the "Amendment") is entered into as of December 23, 1998, by and between ZEVEX, Inc. a Delaware corporation, ("Buyer") and Nutrition Medical,...Asset Purchase Agreement • January 7th, 1999 • Nm Holdings Inc • Wholesale-drugs, proprietaries & druggists' sundries
