Exhibit 10.48 AMENDMENT NO. 1 TO LEASE ------------------------ THIS AGREEMENT made this 19 day of June, 2001, by and between EWE WAREHOUSE INVESTMENTS V, LTD. successor to MILLER-VALENTINE PARTNERS, as Lessor and MERRIMACK SERVICES CORPORATION dba PC...

                                                                   Exhibit 10.48

                            AMENDMENT NO. 1 TO LEASE
                            ------------------------

          THIS AGREEMENT made this 19 day of June, 2001, by and between EWE
WAREHOUSE INVESTMENTS V, LTD. successor to XXXXXX-XXXXXXXXX PARTNERS, as Lessor
and MERRIMACK SERVICES CORPORATION dba PC CONNECTION SERVICES, successor to PC
CONNECTIONS, INC. successor by assignment to MICRO WAREHOUSE, INC., as Lessee
located at 0000-0000 Xxx Xxxxx Xxxxx 00, Xxxxxxxxxx, Xxxx 00000.

                              W I T N E S S E T H:

          WHEREAS, Lessor and Lessee entered into a Lease dated May 13, 1993, as
assigned December 13, 1999, and

          WHEREAS, the Lessor and Lessee desire to amend the Lease of
approximately 32,000 square feet to add an Option to Renew.

          NOW THEREFORE, the Lease is amended as follows.

          1. OPTION TO RENEW. shall be added as follows. Lessee is hereby
             ---------------
granted an option to renew this Lease for an additional term of two (2) years
effective October 1, 2003 on the same terms and conditions contained herein
except for the rental and the length of the term, upon the conditions that:

          a. written notice of the exercise of such option shall be given by
Lessee to Lessor not less than one hundred eighty (180) days prior to the end of
the term of this Lease; and

          b. at the time of the giving of such notice and at the expiration of
the term of this Lease, there are no defaults in the covenants, agreements,
terms and conditions on the part of Lessee to be kept and performed, and all
rents are and have been fully paid. Provided also, that the rent to be paid
during each year of the said renewal period shall be as determined in accordance
with the following procedure:

          (1) The index to be used for this adjustment shall be the Consumer
Price Index (North Central Region, All Urban Consumers, All Items, 1982-1984
equaling a base of 100, from the U. S. Department of Labor, Bureau of Labor
Statistics, Washington, D. C.).

          (2) The Consumer Price Index of 1993 for the month of June shall be
the "Base Period Consumer Price Index".

          (3) The Consumer Price Index for the month of June each succeeding
year shall be determined from the published figures and shall be the "Adjustment
Period Consumer Price Index".

          (4) The Base Period Consumer Price Index shall be subtracted from the
Adjustment Period Consumer Price Index; the difference shall be divided by the
Base Period Consumer Price Index. This quotient shall then be multiplied by
$129,279.96 and the result shall then be added to $129,279.96. This arithmetical
sum shall then be the adjusted Basic Annual Rent for such immediately succeeding
leasehold year which shall be paid in equal monthly payments. Notwithstanding
the Index, the annual percentage increase shall not be less than three percent
(3%). All calculations of said procedure shall be provided to the Lessee in
their entirety directly from EWE Warehouse Investments V, Ltd., the Lessor.



          (5) If the said Consumer Price Index is, at any time during the term
of this Lease, discontinued by the Government, then the most nearly comparable
index shall be substituted for the purpose of the aforesaid calculations.

          2. Except as expressly amended herein, all other terms and conditions
of the Lease remain in full force and effect.

          IN WITNESS WHEREOF, the Lessor and Lessee have affixed their
signatures to duplicates of this Amendment, this 15 day of June, 2001, as to
Lessee and this 19 day of June, 2001, as to Lessor.

Signed and acknowledged     LESSOR: EWE WAREHOUSE INVESTMENTS V, LTD.
in the presence of:                 BY XXXXXX-XXXXXXXXX REALTY, INC.
                                    ITS MANAGING AGENT


                                    /s/ Xxxxxx X. Xxxxxxxx
 /s/ Xxxxxxx X. Xxxxxxx             ------------------------------
--------------------------  By:     Xxxxxx X. Xxxxxxxx
 /s/ Xxxxxxxx Xxxxxx
--------------------------  Its:    President


                            LESSEE: MERRIMACK SERVICES CORPORATION

 /s/ Xxxxxx Xxxxx           By:     /s/ Xxxxx Xxxxxx
--------------------------         -------------------------------
 /s/ Xxxxxxx Xxxx           Title:  President
--------------------------         -------------------------------


STATE OF OHIO, COUNTY OF XXXXXXXXXX, XX:

          The foregoing instrument was acknowledged before me this 19 day of
June, 2001, by Xxxxxx X. Xxxxxxxx, President Of Xxxxxx-Xxxxxxxxx Realty, Inc.,
Managing agent for EWE INVESTMENTS V, LTD.

                                     /s/ Xxxx X. Xxxxxx
                                    ------------------------------
                                    Notary Public

                                       XXXX X. XXXXXX, Notary Public
                                       In and for the State of Ohio
                                       My Commission Expires May 4, 0000

XXXXX XX Xxx Xxxxxxxxx  XXXXXX XX Xxxxxxxxxxxx,  SS:
         -------------            ------------

          The foregoing instrument was acknlwledged before me this 15 day of
June, 2001, by Xxxxx X. Xxxxxx, the President of MERRIMACK SERVICES CORPORATION,
a corporation on behalf of said corporation.

                                    /s/ Xxxxxxx X. Xxxxxxx
                                    ------------------------------------
                                    NOTARY PUBLIC

                                                       [SEAL]
Revised by Legal Dept. 5/3/01




                        REVISED AMENDMENT NO. 3 TO LEASE
                        --------------------------------

          THIS AGREEMENT made this 19 day of June, 2001, by and between EWE
WAREHOUSE INVESTMENTS V, LTD. successor to XXXXXX-XXXXXXXXX PARTNERS, as Lessor
and MERRIMACK SERVICES CORPORATION dba PC CONNECTION SERVICES, successor to PC
CONNECTIONS, INC. successor by assignment to MICRO WAREHOUSE, INC., as Lessee
located at 0000-0000 Xxx Xxxxx Xxxxx 00, Xxxxxxxxxx, Xxxx 00000.

                              W I T N E S S E T H:

          WHEREAS, Lessor and Lessee entered into a Lease dated August 12, 1991,
as amended May 1, 1992 and October 18, 1992 and as assigned December 13, 1999,
and

          WHEREAS, the Lessor and Lessee desire to amend the Lease of
approximately 70,400 square feet to extend the term and revise the rent.

          NOW THEREFORE, the Lease is amended as follows.

          1. Article 1. TERM. shall be revised as follows. Effective October 1,
                        ----
2001, the term of this Lease shall be extended for an additional two (2) years
for a total term of twelve (12) years, commencing October 1, 1991 and ending
September 30, 2003, both dates inclusive.

          2. Lessee warrants that Lessee has accepted and is now in possession
of the Premises and that the Lease is valid and presently in full force and
effect. Lessee accepts the Premises in its present "as is" condition.

          3. Article 4. RENT. shall be revised as follows. For the period
                        ----
commencing October 1, 2001 and ending September 30, 2002, the Lessee shall pay
to the Lessor as Annual Rent for the Leased Premises the sum of THREE HUNDRED
FIFTY FIVE THOUSAND FIVE HUNDRED TWENTY AND 04/100 DOLLARS ($355,520.04) which
shall be paid in equal monthly installments of TWENTY NINE THOUSAND SIX HUNDRED
TWENTY SIX AND 67/100 DOLLARS ($29,626.67), due and payable on the first day of
each month, in advance, without demand.

          Checks should be made payable to EWE Warehouse Investments V, Ltd. and
sent c/o Xxxxxx-Xxxxxxxxx Realty, Inc., Xxxx Xxxxxx Xxx 000, Xxxxxx, Xxxx
00000-0000, ATTN: ACCOUNTS RECEIVABLE.

          The Basic Annual Rent of $355,520.04 shall be adjusted annually based
on any increases in the Consumer Price Index beginning October 1, 2002 and at
the end of each year thereafter, whether during the term of this Lease or any
renewal or extension thereof. Increases in the Annual Rent shall be made in
accordance with the following procedure:



          a. The index to be used for this adjustment shall be the Consumer
Price Index (NORTH CENTRAL REGION, All Urban Consumers, All Items, 1982-1984
equaling a base of 100, from the U.S. Department of Labor, Bureau of Labor
Statistics, Washington, D.C.).

          b. The Consumer Price Index of 2001 for the month of June shall be the
"Base Period Consumer Price Index". The Consumer Price Index for the month of
June in each adjustment year shall be the "Adjustment Period Consumer Price
Index".

          c. The Base Period Consumer Price Index shall be subtracted from the
Adjustment Period Consumer Price Index; the difference shall be divided by the
Base Period Consumer Price Index. This quotient shall then be multiplied by the
Basic Annual Rent, and the result shall then be added to the Basic Annual Rent.
The resulting sum shall be the adjusted Annual Rent for such immediately
succeeding leasehold period which shall be paid in equal monthly installments.
Notwithstanding the Index, the annual percentage increase shall not be less than
three percent (3%). All calculations of said procedure shall be provided to the
Lessee in their entirety directly from EWE Warehouse Investments V, Ltd., the
Lessor.

          d. If the said Consumer Price Index is, at any time during the term of
this Lease, discontinued by the Government, then the most nearly comparable
index shall be substituted for the purpose of the aforesaid calculations.

          4. OPTION TO RENEW. shall be added as follows. Lessee is hereby
             ---------------
granted an option to renew this Lease for an additional term of two (2) years on
the same terms and conditions contained herein except for the rental and the
length of the term, upon the conditions that:

          a. written notice of the exercise of such option shall be given by
Lessee to Lessor not less than one hundred eighty (180) days prior to the end of
the term of this Lease; and

          b. at the time of the giving of such notice and at the expiration of
the term of this Lease, there are no defaults in the covenants, agreements,
terms and conditions on the part of Lessee to be kept and performed, and all
rents are and have been fully paid. Provided also, that the rent to be paid
during each year of the said renewal period shall be as determined in accordance
with the following procedure:

          (1) The index to be used for this adjustment shall be the Consumer
Price Index (North Central Region, All Urban Consumers, All Items, 1982-1984
equaling a base of 100, from the U. S. Department of Labor, Bureau of Labor
Statistics, Washington, D. C.).

          (2) The Consumer Price Index of 2001 for the month of June shall be
the "Base Period Consumer Price Index".

          (3) The Consumer Price Index for the month of June each succeeding
year shall be determined from the published figures and shall be the "Adjustment
Period Consumer Price Index".

          (4) The Base Period Consumer Price Index shall be subtracted from the
Adjustment Period Consumer Price Index; the difference shall be divided by the
Base Period Consumer Price Index. This quotient shall then be multiplied by
$355,520.04 and the result shall then be added to $355,520.04. This arithmetical
sum shall then be the adjusted Basic Annual Rent for such immediately succeeding
leasehold year which shall be paid in equal monthly payments. Notwithstanding
the Index, the annual percentage increase shall not be less than three percent (
3%). All calculations of said procedure shall be provided to the Lessee in their
entirety directly from EWE Warehouse Investments V, Ltd., the Lessor.



          (5) If the said Consumer Price Index is, at any time during the term
of this Lease, discontinued by the Government, then the most nearly comparable
index shall be substituted for the purpose of the aforesaid calculations.

          5. Except as expressly amended herein, all other terms and conditions
of the Lease remain in full force and effect.

          IN WITNESS WHEREOF, the Lessor and Lessee have affixed their
signatures to duplicates of this Amendment, this 15 day of June, 2001, as to
Lessee and this 19 day of June, 2001 as to Lessor.

Signed and acknowledged   LESSOR:       EWE WAREHOUSE INVESTMENTS V, LTD.
in the presence of:                     BY XXXXXX-XXXXXXXXX REALTY, INC.
                                        ITS MANAGING AGENT

/s/ Xxxxxxx X. Xxxxxxx    By:           /s/ Xxxxxx X. Xxxxxxxx
------------------------                ------------------------
/s/ Xxxxxxxx Xxxxxx                     Xxxxxx X. Xxxxxxxx
------------------------  Title:        President


                          LESSEE:       MERRIMACK SERVICES CORPORATION

/s/ Xxxxxx Xxxxx          By:           /s/ Xxxxx Xxxxxx
-----------------------                 ------------------------
/s/ Xxxxxxx Xxxx          Title:        President
-----------------------                 ------------------------

STATE OF OHIO, COUNTY OF XXXXXXXXXX, XX:

          The foregoing instrument was acknowledged before me this 19 day of
June, 2001, by Xxxxxx X. Xxxxxxxx, President of Xxxxxx-Xxxxxxxxx Realty, Inc.,
managing agent for EWE INVESTMENTS V, LTD.

                                  /s/ Xxxx X. Xxxxxx
                                  -------------------------------------
                                  Notary Public

                                       XXXX X. XXXXXX, Notary Public
                                       In and for the State of Ohio
                                       My Commission Expires May 4,2006



STATE OF New Hampshire COUNTY OF Hillsborough, ss:
         -------------           ------------
          The foregoing instrument was acknowledged before me this 15, day of
June, 2001 by Xxxxx X. Xxxxxx, the President of MERRIMACK SERVICES CORPORATION,
a corporation on behalf of said corporation.


                                   /s/ Xxxxxxx X. Xxxxxxx
                                   --------------------------------------
                                   NOTARY PUBLIC

                                                    [SEAL]
Revised by Legal Dept. 5/3/01