AMENDMENT 10 TO AMENDED AND RESTATED PLATINUM PLAN AGREEMENT (WITH INVOICE DISCOUNTING)Platinum Plan Agreement • May 17th, 2010 • Pfsweb Inc • Services-business services, nec
This Amendment 10 (“Amendment”) dated March 25, 2010 is made to the AMENDED AND RESTATED PLATINUM PLAN AGREEMENT (WITH INVOICE DISCOUNTING) by and among IBM BELGIUM FINANCIAL SERVICES B.V.B.A.., with a registered number of R.C. Brussels 451.673 with an address of Avenue du Bourget 42, BE- 1130 Brussels VAT BE 424300467 (“IBM GF” or “us”), Suppliers Distributors S.A. with a registered number of RC Liege 208795 with an address of Rue Louis Blériot 5, B-4460 Gráce-Hollogne, Belgium (“SDSA” or “you”), and PFS Web B.V. SPRL a company registered in The Netherlands, having the statutory seat in Amsterdam under the number 17109541, and having the administration and direction seat in Grace Hollogne, with a Belgian trade registration number of R.C. Liege 204162, VAT BE 466681054 (“PFS Web B.V. ”) (SDSA and PFS Web B.V. collectively, the “Loan Parties”)
AMENDMENT NO. 11 TO AGREEMENT FOR INVENTORY FINANCINGAgreement for Inventory Financing • May 17th, 2010 • Pfsweb Inc • Services-business services, nec
This Amendment No. 11 (“Amendment”) to the Agreement for Inventory Financing is made as of March ___, 2010 by and among IBM Credit LLC, a Delaware limited liability company (“IBM Credit”), Business Supplies Distributors Holdings, LLC, a limited liability company duly organized under the laws of the state of Delaware (“Holdings”), Supplies Distributors, Inc. (formerly known as BSD Acquisition Corp.), a corporation duly organized under the laws of the state of Delaware (“Borrower”), Priority Fulfillment Services, Inc., a corporation duly organized under the laws of the state of Delaware (“PFS”) and PFSweb, Inc., a corporation duly organized under the laws of the state of Delaware (“PFSweb”) (Borrower, Holdings, PFS, PFSweb, and any other entity that executes this Agreement or any Other Document, including without limitation all Guarantors, are each individually referred to as a “Loan Party” and collectively referred to as “Loan Parties”).
EIGHTH AMENDED AND RESTATED NOTES PAYABLE SUBORDINATION AGREEMENTNotes Payable Subordination Agreement • May 17th, 2010 • Pfsweb Inc • Services-business services, nec
This Eighth Amended and Restated Notes Payable Subordination Agreement amends and restates in its entirety the Seventh Amended and Restated Notes Payable Subordination Agreement dated March 27, 2009 executed by Priority Fulfillment Services, Inc., (“PFS”). Supplies Distributors, Inc., with its principal place of business at 500 North Central Expressway, Plano, TX 75074 (“SDI”), is/may become further indebted to PFS. PFS represents that no part of said indebtedness has been assigned to or subordinated in favor of any other person, firm or corporation, other than pursuant to the Notes Payable Subordination Agreement, dated as of March 29, 2002 by and between PFS and Wachovia Bank, National Association (formerly known as Congress Financial Corporation (Southwest)) (“Wachovia”) (“Notes Payable Subordination Agreement”) and that PFS does not hold any security therefor. Capitalized terms used herein without definition shall have the meaning ascribed thereto in the Financing Agreement referre
EIGHTH AMENDMENT TO FIRST AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • May 17th, 2010 • Pfsweb Inc • Services-business services, nec • California
THIS EIGHTH AMENDMENT TO FIRST AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (herein called this “Amendment”) made as of the 25th day of March, 2010 by and between Priority Fulfillment Services, Inc. (“Borrower”) and Comerica Bank (“Bank”),
Agreement for IBM Global Financing Platinum Plan Invoice Discounting Schedule Supplies Distributors S.A.Stock Pledge Agreement • May 17th, 2010 • Pfsweb Inc • Services-business services, nec
100% of paid for IBM Printing Sytems Division or InfoPrint Solution Company inventory (other than (a) machines which IBM Printing Systems Division or InfoPrint Solution Company has declared obsolete at least 60 days prior to the date of determination and (b) service parts) which (i) we have purchased the associated Supplier Invoice from the Authorised Supplier on or after the Closing Date (ii) purchased directly from IBM or InfoPrint Solution Company prior to the Closing Date and not subject to retention of title, provided, however, we have a first priority security interest in such inventory, (iii) is repurchasable under a repurchase agreement with the Authorized Supplier and (iv) is secured and managed through a pledge with Dispostion, with coverage percentage acceptable to us (such acceptable percentage to be determined by us within 60 days of the date this Schedule is executed)The value to be assigned to such inventory shall be based upon the Supplier Invoice net of all applicable
