HEWLETT-PACKARD COMPANY
U.S. AGREEMENT FOR AUTHORIZED DISTRIBUTOR
SIGNATURE PAGE
ICN # 0008290001
LEGAL BUSINESS NAME: Pinacor, Inc.
ADDRESS: 0000 Xxxxx Xxxxxx Xxxxx
XXXX, XXXXX, XXX Xxxxx, XX 00000-0000
PHONE, FAX # (800)-PINACOR, (000) 000-0000
E-MIAL/INTERNET ADDRESS xxxxxxx.xxx
DBA(s)
All documents marked with a "X" below govern the relationship between HP and you
for the purchase and resale of HP Products. HP and Distributor agree that its
volume level, at Net Distributor price, for HP Products on the
Exhibit(s)/Program(s) noted for the term of this Agreement Is:
AGREEMENTS: AUTHORIZED RESELLER DOCUMENTS: ATTACHMENTS:
__X__ HP Reseller Business Terms __X__ U.S. Authorized Reseller Agreement __X__ HP Product Categories
__X__ U.S. Distributor Agreement __X__ U.S. Volume Reseller Addendum __X__ Distributor Matrix
__X__ HP Operations Policy Manual _____ U.S. Solutions Reseller Certification __X__ Exhibit L Approved Locs
__X__ U.S. International VAR Amendment
_____ U.S. GSA Agent
ADDENDA & EXHIBITS: COMMITMENTS:
___ U.S. Solutions Distributor ___ $ 50,000,000 - and up
_X_ U.S. Volume Distributor
_X_ U20D Full Line Volume Products
___ U80D Volume CAD/Specialty Distributor Products _X_ $ 200,000,000 - and up (sell through)
___ $ 50.000,000 and up (sell through)
_X_ U40A Volume Accessory Product
_X_ U40C Volume Consumable Products _X_ $ 5,000,000 - and up (sell through)
___ U27D ___ $ 10,000,000 - and up (sell through)
Volume Personal Computing _X_ $ 15,000,000 - and up (sell through)
_X_ U.S. Federal Distributor
_X_ U.S. Calculator Distributor
_X_UD Calculator Distributor Products _X_ $ 1,000,000 - and up
___ U.S. Volume Distributor Storage Products
___U29D QD Storage Products
_X_ U.S. Distributor Personal Computing TopValue Products
_X_ U74D Distributor Personal Computing TopValue Products
_X_ U.S. Select Express Distributor
_X_ U76D Select Express Products
_X_ U.S. Volume Distributor Channel Assembly
_X_ U77 Volume Distributor Channel Assembly _X_ 20,000 - units and up _X_
Microsoft Software Product Installation
Terms
___ U.S. Refurbished/Excess Products
___ U.S. Solutions Support Options
___ HP Configuration Tools License
___ U.S. HP Software License Terms
___ U.S. Software License Terms - MPE Products
___ U.S. Solutions - UNIX Products
___A2T20 HP-UX Server Products ___A2T21Unbundled HP-UX Server Products
___A2T22 HP-UX Workstation Products ___A2T23 Unbundled HP-UX Workstation
Products ___A2T24 Solutions Enterprise Storage Products ___A2T25 Other
Peripheral and HP-UX Related Products ___A2T30 HP Symmetrix Products
___ U.S. Solutions-MPE Products
___A2T28 Solutions-MPE Multi-user Products
___ U.S. Solutions-Openview IT Service Management and Electronic Business
Software
___A2T26 HP Openview NT Solutions
___A2T27 HP Openview IT Service Management and Electronic Business
___ HP Unbundling Program
___E81PL HP Unbundling Program Products Software
___ U.S. Solutions Entry Level Computer Products
___A2T31HP Entry-Level Enterprise Computer Products
___A2T32 HP Unbundled Entry-Level Enterprise Computer
___ A2T15 Two-Tier Back-Up Recovery Quickship Services
___ A2T16 Two-Tier Electronic Distribution Software Products
Page I of 2
STATEMENT OF OWNERSHIP:
Form of Organization: (i.e. Corporation, General Partnership, Limited
Partnership, Sole proprietor): Corporation For a Corporation,
specify whether: Publicly Held __X____ Privately Held: __________ State of
Incorporation/Organization Delaware
Identify Company ownership and management structure as follows (attach
additional pages if necessary):
o Sole proprietor Identify all owners, officers and ownership
percentages held
o Trust Identify Trustee(s), Administrators and
Beneficiaries of Trust
o Partnership: Identify all General Partners, Limited
Partners, Officers and ownership percentages
held Specify dollar investment of limited
partners
o Privately Held Corporation: Identify all shareholders with class and
percentage ownership, Officers and Board of
Director Members
o Publicly Held Corporation: Identify owners of 20% or more of each class
of shares with class and percentage ownership
Officers and Board of Director Members
NAMES TITLES OWNERSHIP INTEREST
Percentage Ownership Type of Ownership interest
(Dollar Investment in (Assets, Common or
Limited Partners) Preferred Shares)
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If Company is 100% owned by another corporation, identify the parent
corporation's ownership and management structure above and the identity of the
parent corporation below:
MicroAge, Inc.
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Parent/Owner, Including DBA(s)
0000 X. Xxxxxxxx Xxx
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Address
Tempe AZ. 85282 (602)804-2000
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city State Zip Telephone
Delaware (602)
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State of Parent/Owner's- Incorporation Fax
This Distributor Agreement is made and entered into by and between Pinacor,
Inc., a Delaware Corporation, and Hewlett-Packard Company, a Delaware
Corporation.
AUTHORIZED SIGNATURE HEWLETT-PACKARD COMPANY
-------------------- -----------------------
----------------------------- ------------------------
Xxx Xxxxx
-------------------
Typed Name Xxxxx Xxxxxxxxxx
Reseller Contracts &
Negotiation Manager
March 25th, 1999 4/1/99 March 31,2000
---------------- ----------------------------------
Title Effective Date Expiration Date
Page 2 of 2
AMENDMENT BETWEEN PINACOR, INC. AND HEWLETT-PACKARD COMPANY
US DISTRIBUTOR AGREEMENT
3 E4 - In the 1st line, before "Authorized" add "to"
In the 3rd line, before "including" add "provided by HP to Distributor"
8D - Delete in its entirety.
RESELLER BUSINESS TERMS
3A3 - In the 7th line after "change" add "or provide such information on the 1st
day on which they are legally permitted to provide such information, whichever
is earlier."
4B - Add to end "unless expressly permitted by HP in writing,"
15A - In the 2nd sentence delete "Reseller is solely liable" and replace with
"HP is not liable." Delete the 3rd sentence.
VOLUME OPERATION POLICY MANUAL
I B2 - In the 2nd paragraph, lines 2 and 3, replace "provide" with "make
available"
CHANNEL ASSEMBLY ADDENDUM
14B I - Add to the end "which are not specifically authorized or required by
this Channel Assembly Addendum or any other agreement between HP and
Distributor."
14B5 - Delete "in whole or in part"
FEDERAL DISTRIBUTOR ADDENDUM
1B - Replace last sentence with "Distributor desires to acquire HP Products for
resale/distribution to the US Federal Government facilitated by GSA Agents, as
permitted by XX."
0X - Replace 1st sentence with "HP has attached to this Addendum the US GSA
Agent Addendum, which, with the US Authorized Reseller Agreement, substantially
represents the agreement(s) that HP will use in appointing GSA Agents to
facilitate the selling of HP Products from Distributor for resale to the US
Federal Government. Eligible Resellers must have signed an US Authorized
Reseller Agreement prior to appointment as GSA Agents."
26 - In the 2nd paragraph replace the 1st sentence with "Distributor may sell HP
Products to the US Federal Government, facilitated by GSA Agents for resale
purposes outside of the US if the end-user Customer is a US Government Agency or
Department or has valid purchasing authority from the GSA list of authorized
end-user agencies ("Purchaser")."
26 - In the 3rd paragraph the 3rd line should ad "Products to HP in the US "
SELECT EXPRESS
3C3 - Before "forecast" add "non-binding."
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PINACOR, INC, HEWLETT-PACKARD COMPANY
/s/ Xxx Xxxxx /s/ Xxxxx Xxxxxxxxxx
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Signature Signature
Xxx Xxxxx Xxxxx Xxxxxxxxxx
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Typed Name Typed Name
Group Vice President Reseller Contract Negotiation Manager
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Title Title
3/25/99 4-1-99
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Signing Date Effective Date
15
