0001299933-05-005470 Sample Contracts

SECOND AMENDMENT
Second Amendment • October 26th, 2005 • Ikon Office Solutions Inc • Wholesale-computers & peripheral equipment & software • New York

THIS SECOND AMENDMENT (this “Amendment”), is made and entered into as of this 20th day of October, 2005, with an effective date as set forth in Section 3 hereof, by and among IKON OFFICE SOLUTIONS, INC., an Ohio corporation (the “US Borrower”), IKON OFFICE SOLUTIONS GROUP PLC (Company number 2803484), a company organized under the laws of England and Wales (the “UK Borrower” and, collectively with the US Borrower, the “Borrowers”), the Domestic Subsidiaries of the US Borrower listed on the signature pages hereto (the “Guarantors”), the Lenders party to the Credit Agreement referred to below (the “Lenders”), WACHOVIA BANK, NATIONAL ASSOCIATION, as Administrative Agent for the Lenders (the “Administrative Agent”), DEUTSCHE BANK SECURITIES INC., as Syndication Agent, PNC BANK NATIONAL ASSOCIATION, as Syndication Agent, GENERAL ELECTRIC CAPITAL CORPORATION, as Documentation Agent and THE ROYAL BANK OF SCOTLAND PLC, as Documentation Agent.

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AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN IKON OFFICE SOLUTIONS, INC. AND Matthew J. Espe
Employment Agreement • October 26th, 2005 • Ikon Office Solutions Inc • Wholesale-computers & peripheral equipment & software

WHEREAS, IKON Office Solutions, Inc. (“IKON”) and Matthew J. Espe (the “Executive”) have entered into an employment agreement dated as of September 28, 2005 (the “Employment Agreement”) which sets forth the terms of Executive’s employment with IKON.

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