0001047469-03-002903 Sample Contracts

Shares(1) OVERSTOCK.COM, INC. COMMON STOCK UNDERWRITING AGREEMENT , 2003
Overstock Com Inc • January 28th, 2003 • Services-business services, nec • California

Overstock.com, Inc., a Delaware corporation (the "Company"), proposes to issue and sell up to an aggregate of shares of its authorized but unissued common stock, $0.0001 par value per share (the "Common Stock"), to the Underwriters (as hereinafter defined) (said shares of Common Stock to be issued and sold by the Company being herein called the "Underwritten Stock"). The Company has also granted the Underwriters an option to purchase up to an aggregate of additional shares of Common Stock (the "Option Stock," and the Option Stock together with the Underwritten Stock being hereinafter referred to as the "Shares"). The Common Stock is more fully described in the Registration Statement and the Prospectus hereinafter mentioned.

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LEASE AMENDMENT #4
Overstock Com Inc • January 28th, 2003 • Services-business services, nec

This Amendment is dated for referenced purposes only August 19, 2002, by and between, Marvin L. Oates, as Trustee of the Marvin L. Oates Trust Dated March 7, 1995, as Amended and Restated December 20, 2001 as Lessor, and overstock.com, a Utah corporation, as Lessee.

LEASE AMENDMENT #5
Overstock Com Inc • January 28th, 2003 • Services-business services, nec

This Amendment is dated for referenced purposes only October 11, 2002, by and between, Marvin L. Oates, as Trustee of the Marvin L. Oates Trust Dated March 7, 1995, as Amended and Restated December 20, 2001 as Lessor, and overstock.com, a Utah corporation, as Lessee.

COMMENCEMENT OF LEASE AMENDMENT #1 Date: October 25, 2000
Overstock Com Inc • January 28th, 2003 • Services-business services, nec

This lease commencement agreement pertains to that certain lease amendment dated August 28, 2000, by and between Marvin L. Oates as Trustee of the Marvin L. Oates Trust dated March 7, 1995 (Lessor) and overstocks.com, a Utah corporation (Lessee) for the premises located at 955 South 3800 West, Suite 100, Salt Lake City, Utah 84104 and consisting of an additional area of approximately 65,835 square feet bringing the total occupied square footage to 175,560 square feet within a multi-tenant industrial building of approximately 354,255 square feet.

LEASE AMENDMENT #2
Overstock Com Inc • January 28th, 2003 • Services-business services, nec

This Amendment is dated for referenced purposes only November 12, 2001, by and between, Marvin L. Oates as Trustee of the Marvin L. Oates Trust dated March 7, 1995, as Lessor, and Overstocks.com, a Utah corporation as Lessee.

OLD MILL CORPORATE CENTER FIRST AMENDMENT TO THE LEASE AGREEMENT
Lease Agreement • January 28th, 2003 • Overstock Com Inc • Services-business services, nec

THIS AGREEMENT MADE and entered into this 1st day of September, 2002, by and between Holladay Building East L.L.C. ("Lessor") and Overstock.com DE ("Lessee").

LEASE AMENDMENT #6
Overstock Com Inc • January 28th, 2003 • Services-business services, nec

This Amendment is dated for referenced purposes only December 23, 2002, by and between, Marvin L. Oates, as Trustee of the Marvin L. Oates Trust Dated March 7, 1995, as Amended and Restated December 20, 2001 as Lessor, and overstock.com, a Utah corporation, as Lessee.

LEASE AMENDMENT #3
Overstock Com Inc • January 28th, 2003 • Services-business services, nec

This Amendment is dated for referenced purposes only July 23, 2002, by and between, Marvin L. Oates, as Trustee of the Marvin L. Oates Trust Dated March 7, 1995, as Amended and Restated December 20, 2001 as Lessor, and overstock.com, a Utah corporation, as Lessee.

LEASE AMENDMENT #1
Overstock Com Inc • January 28th, 2003 • Services-business services, nec

This Amendment is dated for referenced purposed only August 28, 2000, by and between, Marvin L. Oates as Trustee of the Marvin L. Oates Trust dated March 7, 1995, as Lessor, and overstocks.com, a Utah corporation, as Lessee.

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Overstock Com Inc • January 28th, 2003 • Services-business services, nec • Utah

We are very excited to be offering you a position with Overstock.com. I am sure that I speak for everyone here, when I say that we think you will be a great fit with our current team. Listed below are the terms of your employment with Overstock.com. Please review them, and return to me a signed copy of this agreement. If you have any questions, I can be reached at the above number.

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