0001047469-04-015215 Sample Contracts

] Shares(1) ALIBRIS, INC. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • May 3rd, 2004 • Alibris Inc • Retail-nonstore retailers • California
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DEALER DIRECT PROGRAM AGREEMENT
Dealer Direct Program Agreement • May 3rd, 2004 • Alibris Inc • Retail-nonstore retailers • New York

This DEALER DIRECT PROGRAM AGREEMENT ("Agreement") is made and entered into as of April 16, 2004 (the "Effective Date") by and between BARNES & NOBLE BOOKQUEST LLC, a Delaware limited liability company having an office at 76 Ninth Avenue, New York, New York 10011 ("BNBQ") and ALIBRIS, a California corporation having an office at 1250 45th Street, Suite 100, Emeryville, California 94608 ("Alibris").

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