0001299933-07-005136 Sample Contracts

Contract
Employment Agreement • August 29th, 2007 • Avnet Inc • Wholesale-electronic parts & equipment, nec • Arizona

AGREEMENT effective as of July 11, 2005 between AVNET, INC., a New York corporation with a principal place of business at 2211 South 47th Street, Phoenix, Arizona 85034 (“Avnet”) and Steve Phillips, having an office at 2211 South 47th Street, Phoenix, Arizona 85034 (“Phillips”).

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CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • August 29th, 2007 • Avnet Inc • Wholesale-electronic parts & equipment, nec

This Change of Control Agreement (the “Agreement”) is made effective as of the 1st day of December, 2006, between Avnet, Inc., a New York corporation with its principal place of business at 2211 South 47th Street, Phoenix, Arizona 85034 Arizona (“Avnet” or “the Company”) and Steven R. Phillips (the “Officer”). Avnet and the Officer are collectively referred to in this Agreement as “the Parties.”

Contract
Employment Agreement • August 29th, 2007 • Avnet Inc • Wholesale-electronic parts & equipment, nec

AGREEMENT effective as of March 5, 2007 between AVNET, INC., a New York corporation with a principal place of business at 2211 South 47th Street, Phoenix, Arizona 85034 (“Avnet”) and John Paget, having an office at 8700 S. Price Road, Tempe, Arizona 85284 (“Paget”).

AMENDMENT NO. 11 TO AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • August 29th, 2007 • Avnet Inc • Wholesale-electronic parts & equipment, nec • New York

This Amendment No. 11 to Amended and Restated Receivables Purchase Agreement (this "Amendment”) is dated as of August 29, 2007, among Avnet Receivables Corporation, a Delaware corporation (“Seller”), Avnet, Inc., a New York corporation (“Avnet”), as initial Servicer (the Servicer together with Seller, the “Seller Parties” and each a "Seller Party”), each Financial Institution signatory hereto (collectively, the "Financial Institutions”), each Company signatory hereto (the “Companies”) and JPMorgan Chase Bank, N.A. (successor by merger to Bank One, NA (Main Office Chicago)), as agent for the Purchasers (the “Agent”).

AMENDMENT NO. 10 TO AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • August 29th, 2007 • Avnet Inc • Wholesale-electronic parts & equipment, nec • New York

This Amendment No. 10 to Amended and Restated Receivables Purchase Agreement (this "Amendment”) is dated January 12, 2007 and is effective as of September 6, 2006, among Avnet Receivables Corporation, a Delaware corporation (“Seller”), Avnet, Inc., a New York corporation (“Avnet”), as initial Servicer (the Servicer together with Seller, the “Seller Parties” and each a “Seller Party”), each Financial Institution signatory hereto (collectively, the “Financial Institutions”), each Company signatory hereto (the "Companies”) and JPMorgan Chase Bank, N.A. (successor by merger to Bank One, NA (Main Office Chicago)), as agent for the Purchasers (the “Agent”).

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