1 [U.S.BANK LOGO] LOAN AGREEMENTLoan Agreement • April 1st, 1998 • Multiple Zones International Inc • Retail-catalog & mail-order houses • Washington
EXHIBIT 10.25 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the "Agreement") is entered into effective as of January 5, 1997, between MULTIPLE ZONES INTERNATIONAL, INC., a Washington corporation ("Employer"), and JOHN E. DEFEO ("Employee"). R E C I...Employment Agreement • March 25th, 1997 • Multiple Zones International Inc • Retail-catalog & mail-order houses • Washington
R E C I T A LStock Option Agreement • April 25th, 1997 • Multiple Zones International Inc • Retail-catalog & mail-order houses • Washington
September 27, 2004 $ ZONES, INC.Zones Inc • September 29th, 2004 • Retail-catalog & mail-order houses
1 AMENDMENT TO AGREEMENT FOR WHOLESALE FINANCING This Amendment is made to that certain Agreement for Wholesale Financing executed on the 15th day of January, 1996, between MULTIPLE ZONES INTERNATIONAL, INC. ("Dealer") and DEUTSCHE FINANCIAL SERVICES...Agreement for Wholesale Financing • April 1st, 1998 • Multiple Zones International Inc • Retail-catalog & mail-order houses
1 INDUSTRIAL REAL ESTATE LEASE (Single-Tenant Facility) Table of ContentsLease • April 1st, 1998 • Multiple Zones International Inc • Retail-catalog & mail-order houses
Exhibit 2.1 STOCK PURCHASE AGREEMENTStock Purchase Agreement • April 3rd, 2003 • Zones Inc • Retail-catalog & mail-order houses • Washington
ContractAgreement and Plan of Merger • November 18th, 2008 • Zones Inc • Retail-catalog & mail-order houses • Washington
REMAINDER PAYMENT GUARANTEERemainder Payment Guarantee • December 31st, 2008 • Zones Inc • Retail-catalog & mail-order houses • Washington
This REMAINDER PAYMENT GUARANTEE, dated as of December 19, 2008 (this “Guarantee”), by Firoz Lalji (the “Guarantor”), in favor of the Shareholder’s Representative as agent for the Selling Shareholders is made between the Guarantor and the Shareholder’s Representative. Each capitalized term used and not defined herein shall have the meaning ascribed to it in the Merger Agreement. For the avoidance of doubt, references herein to the “Company” or to “Zac”, after the Effective Date, shall mean the Surviving Corporation.
MICROSOFT CORPORATION AUTHORIZED SOURCE AGREEMENT --------------------------- THIS AUTHORIZED SOURCE AGREEMENT (the "Agreement"), is made and entered into effective as of July 1, 2000 (the Effective Date), by and between MULTIPLE ZONES INTERNATIONAL,...Authorized Source Agreement • November 14th, 2000 • Multiple Zones Inc • Retail-catalog & mail-order houses • Washington
FOURTH AMENDMENT TO STORAGE AND DISTRIBUTION AGREEMENTStorage and Distribution Agreement • March 29th, 2000 • Multiple Zones International Inc • Retail-catalog & mail-order houses
SECOND AMENDMENT TO AUBURN CORPORATE CENTER I OFFICE LEASEOffice Lease • May 12th, 2006 • Zones Inc • Retail-catalog & mail-order houses
This Second Amendment to Office Lease (the Second Amendment) is made as of March 15th, 2006 by and between Fana Auburn, LLC, a Washington Limited Liability Company (“Landlord”), and Zones, Inc., a Washington corporation (“Tenant”). As parties hereto, Landlord and Tenant agree:
FIFTH AMENDMENT TO STORAGE AND DISTRIBUTION AGREEMENTStorage and Distribution Agreement • March 13th, 2001 • Multiple Zones Inc • Retail-catalog & mail-order houses
THIS FIFTH AMENDMENT TO STORAGE AND DISTRIBUTION AGREEMENT is entered into this 1st day of September, 2000 by and between AIRBORNE LOGISTICS SERVICES, a division of ABX Air Inc., ("ALS") and MULTIPLE ZONES INTERNATIONAL, INC., a Washington Corporation ("MZI").
ContractIndemnification Agreement • November 14th, 2003 • Zones Inc • Retail-catalog & mail-order houses • Washington
AMENDED AND RESTATED INDEMNIFICATION AGREEMENT THIS AMENDED AND RESTATED INDEMNIFICATION AGREEMENT (the “Agreement”) is entered into effective as of July 14, 2003, between ZONES, INC., a Washington corporation (the “Company”), and ___________, a director and/or officer of the Company (“Indemnitee”). RECITALS A. Indemnitee is a director of the Company and in such capacity is performing valuable services for the Company. B. The Articles of Incorporation of the Company (“Articles”) provide for the indemnification of the directors and officers of the Company to the full extent permitted by the Washington Business Corporation Act (the “Statute”). C. The Articles and the Statute specifically provide that they are not exclusive, and thereby contemplate that contracts may be entered into between the Company and the members of its Board of Directors (the “Board”) and its officers with respect to indemnification of such directors and officers. D. In order to induce Indemnitee to serve or to cont
ZONES, INC. STOCK OPTION AGREEMENTStock Option Agreement • February 26th, 2004 • Zones Inc • Retail-catalog & mail-order houses • Washington
Zones, Inc. has granted to the individual (the “Optionee”) named in the Notice of Grant of Stock Option (the “Notice”) to which this Stock Option Agreement (the “Option Agreement”) is attached an option (the “Option”) to purchase certain shares of Stock upon the terms and conditions set forth in the Notice and this Option Agreement. The Option has been granted pursuant to and shall in all respects be subject to the terms and conditions of the Zones, Inc. 2003 Equity Incentive Plan (the “Plan”), as amended to the Date of Option Grant, the provisions of which are incorporated herein by reference. By signing the Notice, the Optionee: (a) represents that the Optionee has received copies of, and has read and is familiar with the terms and conditions of, the Notice, the Plan and this Option Agreement, (b) accepts the Option subject to all of the terms and conditions of the Notice, the Plan and this Option Agreement, and (c) agrees to accept as binding, conclusive and final all decisions or i
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
AGREEMENT OF LEASEAgreement of Lease • November 9th, 2005 • Zones Inc • Retail-catalog & mail-order houses • Washington
THIS AGREEMENT OF LEASE IS MADE as of September __, 2005, between THE TRUSTEES UNDER THE WILL AND OF THE ESTATE OF JAMES CAMPBELL, DECEASED, acting in their fiduciary and not their individual capacities ("Landlord"), and ZONES, INC., a Washington corporation ("Tenant").
SUBORDINATION, NON-DISTURBANCE, AND ATTORNMENT AGREEMENTAnd Attornment Agreement • August 11th, 2004 • Zones Inc • Retail-catalog & mail-order houses
ZONES, INC. RESTRICTED STOCK PURCHASE AGREEMENTRestricted Stock Purchase Agreement • May 12th, 2008 • Zones Inc • Retail-catalog & mail-order houses • Washington
Zones, Inc. has granted to the Participant named in the Notice of Grant of Stock Purchase Right (the “Notice”) to which this Restricted Stock Purchase Agreement (the “Agreement”) is attached a Purchase Right consisting of a right to purchase certain shares of Common Stock upon the terms and conditions set forth in the Notice and this Agreement. The Purchase Right has been granted pursuant to and shall in all respects be subject to the terms and conditions of the Zones, Inc. 2003 Equity Incentive Plan (the “Plan”), as amended to the Date of Grant, the provisions of which are incorporated herein by reference. By signing the Notice, the Participant: (a) represents that the Participant has received copies of, and has read and is familiar with the terms and conditions of the Notice, the Plan and this Agreement, (b) accepts the Purchase Right subject to all of the terms and conditions of the Notice, the Plan and this Agreement, and (c) agrees to accept as binding, conclusive and final all de
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
ContractAuthorized Source Agreement • November 12th, 2002 • Zones Inc • Retail-catalog & mail-order houses
[A REQUEST FOR CONFIDENTIALITY HAS BEEN MADE. THE INFORMATION DENOTED BY [REDACTED] HAS BEEN OMITTED.] MICROSOFT CORPORATION AMENDMENT OF AUTHORIZED SOURCE AGREEMENT Reference is made to the Authorized Source Agreement made and entered into effective as of July 1, 2000 (the “Original Agreement”), by and between MULTIPLE ZONES INTERNATIONAL, INC., (the name of which is now ZONES, INC.) with offices at 707 South Grady Way, Renton, Washington 98055-3233, a Washington corporation (“MZI” or “Zones”) and MICROSOFT CORPORATION, with offices at One Microsoft Way, Redmond, Washington 98052-6399, a Washington corporation (“Microsoft”), for and on behalf of itself and Related Parties as therein allowed. Terms which are defined in the Original Agreement shall have the same meaning in this Amendment unless otherwise defined herein. The term “Agreement” as herein used refers to Original Agreement as hereby amended, such amendments to be effective as of January 1, 2002 (the “Effective Date”) except
ContractLoan and Security Agreement • February 26th, 2003 • Zones Inc • Retail-catalog & mail-order houses • Illinois
EXHIBIT 10.20 [A REQUEST FOR CONFIDENTIALITY HAS BEEN MADE. THE INFORMATION DENOTED BY [REDACTED] HAS BEEN OMITTED AND FILED SEPERATELY WITH THE SEC.] LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (the “Agreement”) is made as of November 26, 2002, by and between TRANSAMERICA COMMERCIAL FINANCE CORPORATION (the “Lender”) and ZONES, INC. (“Borrower”). THE PARTIES HERETO agree as follows: ARTICLE ONE. DEFINITIONS SECTION 1.1. DEFINED TERMS. In addition to terms defined elsewhere in this Agreement or any Supplement or Exhibit hereto, when used herein, the following terms shall have the following meanings: [REDACTED] [REDACTED] [REDACTED] [REDACTED]
ContractZones Inc • February 24th, 2006 • Retail-catalog & mail-order houses
RECITALSInterest Termination and Settlement Agreement • September 29th, 2004 • Zones Inc • Retail-catalog & mail-order houses
ContractLoan and Security Agreement • August 14th, 2003 • Zones Inc • Retail-catalog & mail-order houses • Illinois
THIS AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (the "Agreement") is made as of April 11, 2003, by and among TRANSAMERICA COMMERCIAL FINANCE CORPORATION (the "Lender"), ZONES, INC. ("Borrower 1") and Corporate PC Source, Inc. (“Borrower 2”) (Borrower 1 and Borrower 2 shall hereinafter be individually referred to as a “Borrower” and collectively, as the “Borrowers”).
ContractZones Inc • May 13th, 2004 • 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
AGREEMENT AND PLAN OF MERGER Dated as of July 30, 2008 between Zones Acquisition Corp. and Zones, Inc.Agreement and Plan of Merger • July 31st, 2008 • Zones Inc • Retail-catalog & mail-order houses • Washington
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 30, 2008, between Zones Acquisition Corp., a Washington corporation (“Zac”), and Zones, Inc., a Washington corporation (the “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 9th, 2001 • Zones Inc • Retail-catalog & mail-order houses • Washington
THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into as of February 1, 2001 (the "Effective Date"), by and between MULTIPLE ZONES, INC., a Washington corporation ("the Company"), and SCOTT KOERNER ("Employer").
STANDARD INDUSTRIAL LEASE AGREEMENT Property Address: 659-699 Supreme Drive Bensenville, Illinois 60106 NET ESCROW Execution Copy Date: May 11, 2004Lease 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
1 THIRD AMENDMENT TO STORAGE AND DISTRIBUTION AGREEMENTStorage and Distribution Agreement • April 1st, 1998 • Multiple Zones International Inc • Retail-catalog & mail-order houses
Limited Guarantee Signature PageLimited Guarantee • November 18th, 2008 • Zones Inc • Retail-catalog & mail-order houses • Washington
ContractShareholder Voting and Support Agreement • November 18th, 2008 • Zones Inc • Retail-catalog & mail-order houses • Washington
AMENDMENT NO. 7 TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • September 18th, 2007 • Zones Inc • Retail-catalog & mail-order houses
Pursuant to that certain Amended and Restated Loan and Security Agreement dated as of April 11, 2003 by and among Lender, Borrower, and The Mac Zone, Inc. (“Borrower 3”) (Borrower and Borrower 3 are sometimes hereinafter individually referred to as an “Original Borrower” and collectively as the “Original Borrowers”) as amended from time to time (collectively, the “Loan Agreement”), Lender made certain financing available to Original Borrowers. Borrower and Borrower 3 have merged with the surviving entity being Borrower (the “Borrower/Borrower 3 Merger”). Borrower has 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.
OFFICE LEASE [Multi-Tenant - Triple Net]Office Lease • August 14th, 2003 • Zones Inc • Retail-catalog & mail-order houses
This OFFICE LEASE (“Lease”) is entered into as of the Date set forth below (the “Effective Date”), by and between THE BOEING COMPANY, a Delaware corporation (“Landlord”), and Zones, Inc., a Washington corporation (“Tenant”).
Amendment to Employment and Non-Competition AgreementEmployment and Non-Competition Agreement • August 1st, 2005 • Zones Inc • Retail-catalog & mail-order houses
This Amendment to Employment and Non-Competition Agreement (this “Amendment”) is entered into as of July 25, 2005, by and between Zones, Inc. (“Parent”), Zones Corporate Solutions, Inc. (the “Company,”) and Christina Corley (the “Associate”).
