0000950130-01-503767 Sample Contracts

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EXHIBIT 10.2 TRANSITION SERVICES AGREEMENT
Transition Services Agreement • August 13th, 2001 • Pitney Bowes Office Systems Inc • Wholesale-professional & commercial equipment & supplies • New York
EXHIBIT 10.4 INTELLECTUAL PROPERTY AGREEMENT
Intellectual Property Agreement • August 13th, 2001 • Pitney Bowes Office Systems Inc • Wholesale-professional & commercial equipment & supplies • New York
BETWEEN
Operating Agreement • August 13th, 2001 • Pitney Bowes Office Systems Inc • Wholesale-professional & commercial equipment & supplies • New York
EXHIBIT 10.1 TAX SEPARATION AGREEMENT
Tax Separation Agreement • August 13th, 2001 • Pitney Bowes Office Systems Inc • Wholesale-professional & commercial equipment & supplies • New York
PBI and PBOS Share Space] -------------------------- SUBLEASE AND LICENSE AGREEMENT
Sublease and License Agreement • August 13th, 2001 • Pitney Bowes Office Systems Inc • Wholesale-professional & commercial equipment & supplies
EXHIBIT 10.5 Pitney Bowes Office Systems, Inc. 100 Oakview Drive Trumbull, Connecticut 06611 Re: Pitney Bowes Management Services, Inc./Pitney Bowes Office ----------------------------------------------------------- Systems, Inc. - Reseller Agreement...
Reseller Agreement • August 13th, 2001 • Pitney Bowes Office Systems Inc • Wholesale-professional & commercial equipment & supplies

In connection with the spin-off of the capital stock of Pitney Bowes Office Systems, Inc. ("Office Systems" or "you") by Pitney Bowes Inc. ("Pitney Bowes") to its stockholders, Office Systems and Pitney Bowes Management Services, Inc., a wholly-owned subsidiary of Pitney Bowes ("PBMS," "we" or "us") hereby enter into a reseller agreement to provide for the purchase of equipment by PBMS from Office Systems (the "Reseller Agreement"). This letter agreement together with the term sheet attached hereto as Exhibit A (the "Term Sheet") constitute the Reseller Agreement. The entering into and purchasing under the Reseller Agreement by the parties herein described and the other transactions contemplated hereby, entered into and consummated in connection therewith are herein referred to as the "Transactions".

AGREEMENT
Assignment and Assumption of Lease and Novation Agreement • August 13th, 2001 • Pitney Bowes Office Systems Inc • Wholesale-professional & commercial equipment & supplies
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