0001193125-04-171602 Sample Contracts

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • October 14th, 2004 • Cellstar Corp • Wholesale-electronic parts & equipment, nec • Texas

This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”), executed this 1st day of September, 2004, effective as of May 1, 2004 (the “Effective Date”), is made by and among CellStar Ltd., a Texas limited partnership (the “Employer”), CellStar Corporation, a Delaware corporation and parent company of Employer (“Parent”), and Terry S. Parker (the “Employee”).

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ELEVENTH AMENDMENT AND WAIVER TO LOAN AGREEMENT
Loan Agreement • October 14th, 2004 • Cellstar Corp • Wholesale-electronic parts & equipment, nec • Georgia

This ELEVENTH AMENDMENT AND WAIVER TO LOAN AGREEMENT (this “Amendment”) is dated as of August 31, 2004, by and among CELLSTAR CORPORATION, a Delaware corporation (“Parent”), each of Parent’s Subsidiaries signatory hereto (together with Parent, each an individual “Borrower”, and collectively, the “Borrowers”), the lenders signatory hereto (the “Lenders”), and WELLS FARGO FOOTHILL, INC., in its capacity as agent for the Lenders (the “Agent”).

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