0000912057-02-023836 Sample Contracts

FORM OF STOCKHOLDER AGREEMENT
Stockholder Agreement • June 11th, 2002 • Earthlink Inc • Services-computer programming, data processing, etc. • Delaware

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 Parent, and the individual listed on the Signature Page hereto (the "STOCKHOLDER").

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OFFER AGREEMENT BY AND AMONG PEOPLEPC INC., EARTHLINK, INC. AND EL SUB, INC. Dated as of June 9, 2002
Offer Agreement • June 11th, 2002 • Earthlink Inc • Services-computer programming, data processing, etc. • Delaware

OFFER AGREEMENT, dated as of June 9, 2002 (this "AGREEMENT"), by and among PeoplePC Inc., a Delaware corporation (the "COMPANY"), EarthLink, Inc., a Delaware corporation ("PARENT"), and EL Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("MERGER SUB").

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