0001047469-02-008490 Sample Contracts

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • December 27th, 2002 • En Pointe Technologies Inc • Wholesale-computers & peripheral equipment & software • California

THIS ASSET PURCHASE AGREEMENT (this "Agreement") is made and entered into as of October 10, 2002, by and among Tabin Corporation, an Illinois corporation (the "Company" or "Seller"), and En Pointe Technologies Sales, Inc., a Delaware corporation (the "Purchaser").

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ACKNOWLEDGMENT AND AMENDMENT TO FINANCING AGREEMENT
Financing Agreement • December 27th, 2002 • En Pointe Technologies Inc • Wholesale-computers & peripheral equipment & software

This ACKNOWLEDGMENT AND AMENDMENT ("Amendment") TO THE AGREEMENT FOR INVENTORY FINANCING is made as of August 6, 2002 by and between En Pointe Technologies Sales, Inc., duly organized under the laws of the State of Delaware ("Customer") and IBM Credit Corporation, a Delaware corporation ("IBM Credit").

AMENDMENT TO AGREEMENT FOR INVENTORY FINANCING
En Pointe Technologies Inc • December 27th, 2002 • Wholesale-computers & peripheral equipment & software

This Amendment ("Amendment") to the Agreement for Inventory Financing is made as of November 21, 2002 by and between En Pointe Technologies Sales, Inc., duly organized under the laws of the State of Delaware ("Customer") and IBM Credit Corporation, a Delaware corporation ("IBM Credit").

FIRST AMENDMENT TO STANDARD OFFICE LEASE
Office Lease • December 27th, 2002 • En Pointe Technologies Inc • Wholesale-computers & peripheral equipment & software

This FIRST AMENDMENT TO STANDARD OFFICE LEASE ("Amendment") is made as of April , 2002 ("Effective Date") by and between PACIFIC CORPORATE TOWERS LLC, a Delaware limited liability company ("Landlord"), and EN POINTE TECHNOLOGIES, INC., a Delaware corporation ("Tenant").

SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT AND CONSENT
Loan and Security Agreement and Consent • December 27th, 2002 • En Pointe Technologies Inc • Wholesale-computers & peripheral equipment & software • California

THIS SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT AND CONSENT (this "Amendment"), dated as of October 9, 2002, is entered into by and between FOOTHILL CAPITAL CORPORATION, a California corporation, as agent (in such capacity, "Agent") for the Lenders (defined below), and EN POINTE TECHNOLOGIES SALES, INC., a Delaware corporation ("Borrower").

FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • December 27th, 2002 • En Pointe Technologies Inc • Wholesale-computers & peripheral equipment & software • California

THIS FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT (this "Amendment"), dated as of July , 2002, is entered into between FOOTHILL CAPITAL CORPORATION, a California corporation, as agent (in such capacity, "Agent") for the Lenders (as defined below), and EN POINTE TECHNOLOGIES SALES, INC., a Delaware corporation ("Borrower").

EXECUTIVE EMPLOYMENT AGREEMENT
Employment Agreement • December 27th, 2002 • En Pointe Technologies Inc • Wholesale-computers & peripheral equipment & software • California

This EMPLOYMENT AGREEMENT ("Agreement") is executed as of the 28th day of March 2002, by and between KEVIN B. SCHATZLE, an individual ("Employee"), EN POINTE TECHNOLOGIES SALES, INC., a Delaware corporation (the "Company"), with reference to the following facts:

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