PEOPLEPC INC.Registration Rights Agreement • April 1st, 2002 • Peoplepc Inc • Services-business services, nec • Delaware
EXECUTION COPY VOTING AGREEMENT VOTING AGREEMENT (this "Agreement"), dated as of December 17, 2001, among the undersigned stockholders (the "Stockholders") of PeoplePC Inc., a Delaware corporation (the "Company"), and SOFTBANK Capital Partners LP...Voting Agreement • April 1st, 2002 • Peoplepc Inc • Services-business services, nec • Delaware
PEOPLEPC BVShareholder Agreement • July 20th, 2000 • Peoplepc Inc • Services-business services, nec • New York
Exhibit 99.1 STOCKHOLDER AGREEMENT STOCKHOLDER AGREEMENT (this "AGREEMENT"), dated as of June 9, 2002, by and among EarthLink, Inc., a Delaware corporation ("PARENT"), EL Sub, Inc., a Delaware corporation ("PURCHASER") and a wholly owned subsidiary of...Stockholder Agreement • June 11th, 2002 • Peoplepc Inc • Services-business services, nec • Delaware
AGREEMENT ---------Office Lease • April 5th, 2000 • Peoplepc Inc
LOAN AGREEMENTLoan Agreement • June 29th, 2000 • Peoplepc Inc • Services-business services, nec • Delaware
AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • June 29th, 2000 • Peoplepc Inc • Services-business services, nec • California
PEOPLEPC INC. SERIES B PREFERRED STOCK PURCHASE AGREEMENTPreferred Stock Purchase Agreement • April 1st, 2002 • Peoplepc Inc • Services-business services, nec • Delaware
UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • July 20th, 2000 • Peoplepc Inc • Services-business services, nec • California
PEOPLEPC BVShareholder Agreement • August 4th, 2000 • Peoplepc Inc • Services-business services, nec • New York
IBM LOGO] IBM Transaction Agreement PC Remarketer ----------------------------- --------------------------------------------------- We provide Products and Services (including shrink-wrap services) to you for remarketing to the End User specified in...Transaction Agreement • August 4th, 2000 • Peoplepc Inc • Services-business services, nec
RECITALS --------Indemnification Agreement • April 5th, 2000 • Peoplepc Inc • Delaware
EXHIBIT 10.17 $50,000,000 REVOLVING CREDIT FACILITY CREDIT AGREEMENTRevolving Credit Facility • July 20th, 2000 • Peoplepc Inc • Services-business services, nec • New York
EXHIBIT 10.14 Ingram Micro Inc. 1600 East St. Andrew Place Santa Ana, California 92705 April 20, 2000 Nick Grouf Chief Executive Officer PeoplePC, Inc. 100 Pine Street, Floor 11 San Francisco, California 94111 Subject: PeoplePC/Ford Alpha Roll-out...Letter of Understanding • August 4th, 2000 • Peoplepc Inc • Services-business services, nec
Loan Facility We refer to the payment of USD 2,000,000 ("the Loan") made to you on November 9, 2001. This agreement sets out the terms and conditions upon which we, as Lender, have agreed to make the Loan to you and you, as Borrower, have agreed to...Loan Agreement • November 14th, 2001 • Peoplepc Inc • Services-business services, nec • Delaware
EXHIBIT 10.5 June 29, 2001 VIA HAND DELIVERY Nick Grouf PeoplePC, Inc. Re: Incentive Bonuses and Severance Benefits Dear Nick: In consideration of your continued employment, PeoplePC, Inc. ("PeoplePC" or the "Company") is pleased to offer you the...Incentive Bonuses and Severance Benefits Agreement • August 14th, 2001 • Peoplepc Inc • Services-business services, nec
EXHIBIT 10.11 THIS NOTE AND THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT...Convertible Note • June 29th, 2000 • Peoplepc Inc • Services-business services, nec • Delaware
December 14, 2001 Mr. Nick Grouf Chairman and CEO PeoplePC, Inc. 100 Pine Street San Francisco, CA 94111 Dear Nick: Ford Motor Company ("Ford") and PeoplePC, Inc. ("PeoplePC") are parties to the Master Services and Supply Agreement made as of April 4,...Master Services and Supply Agreement • April 1st, 2002 • Peoplepc Inc • Services-business services, nec
May 23, 2002 VIA HAND DELIVERY Michael Glogowsky PeoplePC, Inc. Re: Retention Payment Dear Michael:Retention Payment Agreement • June 19th, 2002 • Peoplepc Inc • Services-business services, nec
As you know, the Company is having discussions with third parties regarding the potential acquisition of all or substantially all of the stock or assets of the Company (the "Transaction"). The Transaction may or may not be successfully concluded. In consideration of your continued employment, PeoplePC Inc. is pleased to offer you the following agreement regarding payments that will be made in the circumstances set forth below. As used herein, the term "Company" includes the Company and any successor in interest to the Company.
BY AND AMONGOffer Agreement • June 11th, 2002 • Peoplepc Inc • Services-business services, nec • Delaware
EXHIBIT 10.15 Ingram Micro Inc. 1600 East St. Andrew Place Santa Ana, California 92705 June 1, 2000 Dan Kohler Chief Operating Officer PeoplePC, Inc. 100 Pine Street, Eleventh Floor San Francisco, California 94111 RE: PeoplePC/Ford Beta Roll-out;...Letter of Understanding • August 4th, 2000 • Peoplepc Inc • Services-business services, nec
EXHIBIT 10.13 [Logo of Ingram Micro] INTERNET RESALE AGREEMENT ------------------------- This Agreement ("Agreement") is by and between PeoplePC Inc. ("PeoplePC"), with its principal place of business at 100 Pine Street, FL 11, San Francisco,...Internet Resale Agreement • August 4th, 2000 • Peoplepc Inc • Services-business services, nec • California
MUTUAL NON-DISCLOSURE AND NON-SOLICITATION AGREEMENTMutual Non-Disclosure and Non-Solicitation Agreement • June 19th, 2002 • Peoplepc Inc • Services-business services, nec • Georgia
This Mutual Non-Disclosure and Non-Solicitation Agreement (this "Agreement"), is made as of September 17, 2001 between EarthLink, Inc. a Delaware corporation ("EarthLink"), and PeoplePC, Inc., a Delaware corporation ("PeoplePC"). EarthLink and PeoplePC are sometimes referred to herein individually as a "Party" and collectively as the "Parties."
PEOPLEPC SALES FINANCE AGREEMENTSales Finance Agreement • August 4th, 2000 • Peoplepc Inc • Services-business services, nec • Delaware
RecitalsCorporate Customer Agreement • August 4th, 2000 • Peoplepc Inc • Services-business services, nec • California
Exhibit 10.4 June 29, 2001 VIA HAND DELIVERY Nick Grouf PeoplePC, Inc. Re: Incentive Bonuses and Severance Benefits Dear Nick: In consideration of your continued employment, PeoplePC, Inc. ("PeoplePC" or the "Company") is pleased to offer you the...Incentive Bonuses and Severance Benefits Agreement • November 14th, 2001 • Peoplepc Inc • Services-business services, nec
Exhibit 10.19 FIRST AMENDMENT TO INTERNET RESALE AGREEMENT This First Amendment to Internet Resale Agreement (the "First Amendment") is entered into on July 31, 2000, effective as of July 24, 2000 (the "Effective Date") between Ingram Micro Inc....Internet Resale Agreement • August 4th, 2000 • Peoplepc Inc • Services-business services, nec • California
May 23, 2002 VIA HAND DELIVERY Mary Humiston PeoplePC, Inc. Re: Retention Payment Dear Mary:Retention Payment Agreement • June 19th, 2002 • Peoplepc Inc • Services-business services, nec
As you know, the Company is having discussions with third parties regarding the potential acquisition of all or substantially all of the stock or assets of the Company (the "Transaction"). The Transaction may or may not be successfully concluded. In consideration of your continued employment, PeoplePC Inc. is pleased to offer you the following agreement regarding payments that will be made in the circumstances set forth below. As used herein, the term "Company" includes the Company and any successor in interest to the Company.
Exhibit 10.5 July 30, 2001 VIA HAND DELIVERY Michael Bailey PeoplePC, Inc. Re: Severance Benefits Dear Michael: In consideration of your continued employment, PeoplePC, Inc. ("PeoplePC" or the "Company") is pleased to offer you the following agreement...Severance Agreement • November 14th, 2001 • Peoplepc Inc • Services-business services, nec
June 19, 2002Offer Agreement • June 19th, 2002 • Peoplepc Inc • Services-business services, nec
We are pleased to inform you that on June 9, 2002, PeoplePC, Inc. entered into an offer agreement with EarthLink, Inc., a Delaware corporation, and its wholly-owned subsidiary, EL Sub, Inc., a Delaware corporation. The offer agreement provides for the acquisition of PeoplePC by EarthLink through EL Sub at a price of $0.0171 per share of PeoplePC common stock, subject to adjustment pursuant to the offer agreement that could increase the price to $0.0245 per share.
EXHIBIT 10.16 Amendment No. 1 to the Master Services and Supply Agreement Between Ford and PeoplePC WHEREAS Ford Motor Company ("Ford") and PeoplePC, Inc. ("PeoplePC") entered into the Master Services and Supply Agreement effective April 4, 2000 (the...Master Services and Supply Agreement • July 20th, 2000 • Peoplepc Inc • Services-business services, nec
PEOPLEPC LETTERHEAD]Employment Agreement • June 19th, 2002 • Peoplepc Inc • Services-business services, nec • California
This letter will state the agreement (the "Agreement"), effective January 1, 2002, between PeoplePC Inc. ("PeoplePC," or the "Company") and you regarding your employment by the Company.
Exhibit 10.3 AMENDMENT NO. 3 TO THE MASTER SERVICES AND SUPPLY AGREEMENT BETWEEN FORD MOTOR COMPANY AND PEOPLEPC, INC. This Amendment No. 3 ("Third Amendment") is made effective this 18th day of July, 2001, by and between Ford Motor Company ("Ford"),...Master Services and Supply Agreement • August 14th, 2001 • Peoplepc Inc • Services-business services, nec
EXHIBIT 10.1 ADDENDUM TO MASTER SERVICES AND SUPPLY AGREEMENTMaster Services and Supply Agreement • November 14th, 2000 • Peoplepc Inc • Services-business services, nec
