Exhibit 2.3 ASSET PURCHASE AGREEMENT Dated July 1, 1997Asset Purchase Agreement • August 1st, 1997 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software • Pennsylvania
Warrant No. CVI- EXHIBIT B to Securities Purchase Agreement THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A...Warrant Agreement • October 24th, 1996 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software • Pennsylvania
EXHIBIT C REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "Agreement") dated as of October 15, 1996 by and among INTELLIGENT ELECTRONICS, INC., a Pennsylvania corporation, with headquarters located at 411 Eagleview Boulevard, Exton,...Registration Rights Agreement • October 24th, 1996 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software • Pennsylvania
Exhibit 4.1 INTELLIGENT ELECTRONICS, INC. and CHEMICAL MELLON SHAREHOLDER SERVICES L.L.C., Rights Agent Rights Agreement Dated as of March 22, 1996Rights Agreement • March 22nd, 1996 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software • Pennsylvania
Exhibit 10 SECOND AMENDMENT TO ASSET PURCHASE AGREEMENT THIS SECOND AMENDMENT TO ASSET PURCHASE AGREEMENT dated as of February 6, 1998 is by and among GE Capital Information Technology Solutions Acquisition Corp., a Delaware corporation ("Buyer"), The...Asset Purchase Agreement • March 11th, 1998 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software • Pennsylvania
EXHIBIT 10.20 STOCK PURCHASE AGREEMENT dated as of April 29, 1997 among INGRAM MICRO INC. as Buyer, INTELLIGENT ELECTRONICS, INC. as Seller and XLSOURCE, INC. as Guarantor relating to the purchase and sale of 100% of the outstanding Capital Stock of...Stock Purchase Agreement • May 2nd, 1997 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software • New York
AGREEMENTEscrow Agreement • January 23rd, 1998 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software • New York
AMENDED AND RESTATED VOLUME PURCHASE AGREEMENT This Amended and Restated Agreement ("Agreement") dated as of April 29, 1997, as amended and restated as of July 18, 1997, is by and between XLSource, Inc. ("XLS"), with its principal place of business at...Volume Purchase Agreement • January 20th, 1998 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software
TERM LOAN AMENDMENT" to ADDENDUM TO AGREEMENT TO WHOLESALE FINANCINGTerm Loan Amendment • December 12th, 1995 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software • Illinois
Exhibit 2.8 AGREEMENT AND PLAN OF MERGER Dated as of March 4, 1998Merger Agreement • April 7th, 1998 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software • Pennsylvania
Exhibit 2.2 AMENDMENT NO. 1 dated as of July 2, 1997 (this "Amendment") to the Stock Purchase Agreement dated as of April 29, 1997 (the "Agreement") among Intelligent Electronics, Inc. ("Seller"), Ingram Micro Inc. ("Buyer") and XLSource, Inc. W I T N...Stock Purchase Agreement • August 1st, 1997 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software • New York
Exhibit 10.2 SEPARATION AND CONFIDENTIALITY AGREEMENT THIS SETTLEMENT AGREEMENT ("Agreement") is made by and between Thomas J. Coffey ("Coffey"), an individual who resides at ______________________ ______________, as well as each and every dependent,...Separation and Confidentiality Agreement • June 2nd, 1997 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software • Pennsylvania
Mr. Gene E. Marinelli Dear Mr. Marinelli, The purpose of this letter agreement ("Agreement") is to set forth certain understandings relating to your continued employment by INTELLIGENT ELECTRONICS, INC., a Pennsylvania corporation (the "Company") and...Employment Agreement • April 7th, 1998 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software
Exhibit 10.1 RETENTION AGREEMENT ------------------- This RETENTION AGREEMENT ("Agreement") is made as of February 2, 1997 by and between Timothy D. Cook, (hereinafter "Cook") an individual who resides at...Retention Agreement • June 2nd, 1997 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software
Exhibit 4.1 AMENDMENT NO. 1 TO RIGHTS AGREEMENT ---------------- THIS AMENDMENT NO. 1, dated as of March 3, 1998 (the "Amendment") to the Rights Agreement dated as of March 22, 1996 (the "Rights Agreement"), between INTELLIGENT ELECTRONICS, INC., a...Rights Agreement • April 7th, 1998 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software
EXHIBIT 99.1 SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 24th, 1996 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software • Pennsylvania
Mr. Richard D. Sanford Dear Mr. Sanford, The purpose of this letter agreement ("Letter Agreement") is to set forth certain understandings relating to your continued employment by INTELLIGENT ELECTRONICS, INC., a Pennsylvania corporation (the...Employment Agreement • April 7th, 1998 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software
Exhibit 10.9 SEPARATION AGREEMENT -------------------- THIS SEPARATION AGREEMENT ("Agreement") is made this 11th day of September, 1997, by and between Michael A. Norris ("Norris"), an individual who resides at...Separation Agreement • April 7th, 1998 • Intelligent Electronics Inc • Wholesale-computers & peripheral equipment & software • Pennsylvania
