ContractEmployment and Non-Competition Agreement • May 13th, 2004 • Zones Inc • Retail-catalog & mail-order houses • Washington
Exhibit 10.2 EMPLOYMENT AND NON-COMPETITION AGREEMENT This Employment and Non-Competition Agreement (the “Agreement”) is entered into as of March 31, 2003 by and between Zones, Inc. (“Parent”), Corporate PC Source, Inc. (the “Company,”) and Christina Corley (the “Associate”). Unless otherwise defined herein, the terms defined in the Purchase Agreement (as such term is defined below) shall have the same defined meanings in this Agreement. RECITALS A. Parent, the Company and all of the Company’s Shareholders have entered into a Stock Purchase Agreement, dated as of March 31, 2003 (the “Purchase Agreement”), providing for the Parent’s acquisition of all of the outstanding shares of the Company (the “Acquisition”). B. Associate, an officer and significant shareholder of the Company will, as a result of the Acquisition, receive significant consideration, including cash payments representing the value of the goodwill of the Company. C. Parent and Associate acknowledge that it would be detr
ContractLoan and Security Agreement • May 13th, 2004 • Zones Inc • Retail-catalog & mail-order houses
Exhibit 10.5 AMENDMENT NO. 2 TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT Amendment No. 2 to Amended and Restated Loan and Security Agreement dated as January 9, 2004, by and among ZONES, INC. (“Borrower 1”), CORPORATE PC SOURCE, INC. (“Borrower 2”) and ZONES CORPORATE SOLUTIONS, INC. (“Borrower 3”) (Borrower 1, Borrower 2 and Borrower 3 shall hereinafter be individually referred to as a “Borrower” and collectively, as the “Borrowers”) and TRANSAMERICA COMMERCIAL FINANCE CORPORATION (“Lender”). P R E A M B L E: Pursuant to that certain Amended and Restated Loan and Security Agreement dated as of April 11, 2003 by and among Lender and Borrowers, as amended from time to time (collectively, the “Loan Agreement”), Lender made certain financing available to Borrowers. Borrowers have requested Lender to modify certain terms and provisions of the Documents. Lender has agreed to do so, upon the terms and conditions of this Amendment. NOW, THEREFORE, in consideration of the premises w
ContractConsulting Services Agreement • May 13th, 2004 • Zones Inc • Retail-catalog & mail-order houses
Exhbiit 10.1 BLACK DIAMOND GROUP A LIMITED LIABILITY COMPANY October 30, 2003 PERSONAL AND CONFIDENTIAL VIA EMAIL Mr. Ron McFadden Chief Financial Officer Zones, Inc. 1102 15th Street, SW Suite 102 Auburn, WA 98001 Consulting Services Letter Agreement Dear Ron: This letter serves to confirm the agreement between Zones, Inc. (“Zones”) and William Keiper dba Black Diamond Group LLC (“Keiper”) as of November 1, 2003 (the “Effective Date”), as follows: 1. Scope of Engagement
STANDARD INDUSTRIAL LEASE AGREEMENT Property Address: 659-699 Supreme Drive Bensenville, Illinois 60106 NET ESCROW Execution Copy Date: May 11, 2004Commercial Lease Agreement • May 13th, 2004 • Zones Inc • Retail-catalog & mail-order houses
LEASE AGREEMENT THIS LEASE AGREEMENT, made and entered into by and between, AMB PROPERTY II, L.P., a Delaware limited partnership, or its assigns, hereinafter referred to as “Landlord”, and CORPORATE PC SOURCE, an Illinois corporation, hereinafter referred to as “Tenant”; WITNESSETH: 1. PREMISES AND TERM. In consideration of the mutual obligations of Landlord and Tenant set forth herein, Landlord leases to Tenant, and Tenant hereby takes from Landlord the Premises situated within the Village of Bensenville, County of DuPage, State of Illinois, more particularly described and depicted on Exhibit “A” attached hereto and incorporated herein by reference, commonly known as 659-699 Supreme Drive, and consisting of approximately 69,960 square feet (the “Premises”), contained within a building consisting of approximately 85,326 square feet (the “Building”) to have and to hold, subject to the terms, covenants and conditions in this Lease. The term of this Lease shall commence on the “Commencem
