Clientlink Inc – BASIC LEASE INFORMATION (January 16th, 1998)
BASIC LEASE INFORMATION LEASE DATE: _________ day of ____________, 19__ LANDLORD: CK WINDWARD #1, LLC, a North Carolina limited liability company ADDRESS OF 300 Galleria Parkway, Suite 600 LANDLORD: Atlanta, Georgia 30339 TENANT: ClientLink, Incorporated, a Delaware corporation ADDRESS OF
Clientlink Inc – EXECUTIVE EMPLOYMENT AGREEMENT (January 16th, 1998)
EXHIBIT 10.7 EXECUTIVE EMPLOYMENT AGREEMENT THIS AGREEMENT, dated January 16, 1998 is made and entered into by and between ClientLink, Inc., a Delaware corporation ("Employer"), and James H. Hamilton, an executive employee of Employer ("Executive"). Recitals A. Executive is employed by Employer in an executive capacity and Executive has agreed to continue as an employee of Employer pursuant to the terms of this Agreement. B. Employer desires that the Executive continue as an employee of Employer in order to provide the necessary leadership and senior management skills that are important to the success of Employer. Employer believes that retaining the Executive's services as an employee of Employer and the benefits of his business experience are of mate
Clientlink Inc – INDEMNIFICATION AGREEMENT (December 5th, 1997)
EXHIBIT 10.8 INDEMNIFICATION AGREEMENT This Indemnification Agreement (the "Agreement") is made and entered into as of the 4th day of December, 1997, by and between ClientLink, Inc., a Delaware corporation (the "Company"), and _________________, a __________ resident ("Indemnitee"). WHEREAS, competent and experienced persons are reluctant to serve or to continue to serve corporations as directors or in other capacities unless they are provided with adequate protection through insurance or indemnification (or both) against claims and actions against them arising out of their service to and activities on behalf of those corporations; WHEREAS, the current uncertainties relating to the availability of adequate insurance for directors and officers have increased the difficulty for corporations to attract and retain competent and experienced persons; WHEREAS, the Board
Clientlink Inc – INDEMNIFICATION AGREEMENT (December 5th, 1997)
EXHIBIT 10.5 INDEMNIFICATION AGREEMENT (ClientLink & CompuCom) This Indemnification Agreement (this "Agreement") is made and entered into this 3rd day of December, 1997 by and between CompuCom Systems, Inc., a Delaware corporation ("CompuCom"), and ClientLink, Inc., a Delaware corporation ("ClientLink"). BACKGROUND A. CompuCom currently owns in excess of 80% of the outstanding common stock of ClientLink. B. ClientLink intends to effect an initial public offering of shares of its common stock (the "Offering"). C. In connection with the Offering, ClientLink intends to file a registration statement with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the "Registration Statement" and "1933 Act," respectively). D. CompuCom and ClientLink desire to indemnify
Clientlink Inc – OFFICE LEASE AGREEMENT (December 5th, 1997)
Exhibit 10.9 ATLANTA OFFICE LEASE AGREEMENT -------------------------------------------------------------------------------- TABLE OF CONTENTS ----------------- Page(s) ------- BASIC LEASE INFORMATION Paragraph 1. PREMISES AND PROPERTY..................................................3 2. USE....................................................................3 3. TERM AND POSSESSION....................................................3 4. RENT...................................................................4 5. COMPLIANCE WITH LAWS................
Clientlink Inc – FIRST AMENDED AND RESTATED CERTIFICATE OF INCORPORATION (December 5th, 1997)
EXHIBIT 3(i) CORRECTED FIRST AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CLIENTLINK, INC. ClientLink, Inc., a Delaware corporation (the "Corporation"), hereby adopts this Corrected First Amended and Restated Certificate of Incorporation to correct the First Amended and Restated Certificate of Incorporation (the "Amended and Restated Certificate") filed with the Delaware Secretary of State on December 3, 1997. This instrument corrects Article V of the Amended and Restated Certificate to delete references to specific individuals inadvertently named as members of the Board of Directors. The Amended and Restated Certificate, as corrected, is hereafter set forth in its entirety: I Pursuant to the provisions of the General Corporation Law
Clientlink Inc – REVOLVING NOTE (December 5th, 1997)
Exhibit 10.10 AMENDED AND RESTATED CLIENTLINK, INC. REVOLVING NOTE $2,500,000 Dallas, Texas September 5, 1996 CLIENTLINK, INC., formerly known as COMPUCOM ACQUISITION CORP. OF TEXAS, a Delaware corporation, for value received hereby promises to pay to CompuCom Systems, Inc. ("CompuCom"), or its registered assigns, the principal sum of TWO MILLION FIVE HUNDRED THOUSAND AND NO/100 DOLLARS ($2,500,000.00), or, if less, such amount as may have been advanced and be outstanding hereunder, together with interest on the unpaid principal balance as set forth below. All sums hereunder are payable to the Holder at its principal office at 10100 North Central Expressway, Dallas, Texas 75231 . 1. Definitions. Unless the context hereof otherwise requires or -----------
Clientlink Inc – 1997 INCENTIVE PLAN (December 5th, 1997)
EXHIBIT 10.3 ================================================================================ CLIENTLINK, INC. 1997 INCENTIVE PLAN ================================================================================ TABLE OF CONTENTS ----------------- Page ---- SECTION 1. DEFINITIONS........................................................1 SECTION 2. SHARES OF STOCK SUBJECT TO THE PLAN................................7 2.1 Maximum Number of Shares.............................................7 2.2 Limitation of Shares..........................
Clientlink Inc – 1994 STOCK OPTION PLAN (December 5th, 1997)
EXHIBIT 10.1 COMPUCOM ACQUISITION CORP. OF TEXAS 1994 STOCK OPTION PLAN PREAMBLE -------- This CompuCom Acquisition Corp. of Texas 1994 Stock Option Plan (the "Plan") provides for the granting of (a) Incentive Options (hereinafter defined) to certain key employees of CompuCom Acquisition Corp. of Texas, a Delaware corporation (the "Corporation"), or of its Affiliates (hereinafter defined); and (b) Nonstatutory Stock Options (hereinafter defined) to certain key employees and non-employee directors of the Corporation or of its Affiliates and to certain individuals and entities who are not employees or directors of the Corporation or of its Affiliates but who from time to time provide substantial advice or other ass
Clientlink Inc – LETTER AGREEMENT (December 5th, 1997)
EXHIBIT 10.11 LETTER AGREEMENT December 2, 1997 Mr. James H. Hamilton President and Chief Executive Officer ClientLink, Inc. 3025 Windward Plaza, Suite 200 Alpharetta, Georgia 30005 Re: Modification of Employment Agreement Dear Jim: Reference is made to the Employment Agreement made March 25, 1994, as amended, between you and ClientLink, Inc. One provision of that agreement provides to you a one-time right to receive up to an additional ten percent of the then outstanding capitalization of the Company. This letter is to confirm and memorialize the understanding and agreement reached between you and ClientLink by which you have fully released your right to the above-mentioned ten percent equity interest in consideration of the Company's agreement to pay you cash in the amount of $1.2 million. By your execution of this letter at
Clientlink Inc – FIRST AMENDMENT TO 1994 STOCK OPTION PLAN (December 5th, 1997)
EXHIBIT 10.2 FIRST AMENDMENT TO 1994 STOCK OPTION PLAN PREAMBLE -------- A. CompuCom Acquisition Corp. of Texas entered into the CompuCom Acquisition Corp. of Texas 1994 Stock Option Plan as of April 14, 1994 (the "1994 Stock Option Plan"). B. Compucom Acquisition Corp. of Texas has changed its name to ClientLink, Inc. (the "Corporation"). C. The Corporation has effected a 3-for-1 stock split pursuant to which the shares of Common Stock of the Corporation have been changed and split on the basis of three shares for each share of Common Stock outstanding on December 30, 1994. D. The Corporation desires to change the name of the 1994 Stock Option Plan and to confirm the current number of share allocated to the 1994 Stock Option Plan as a result of the 3-for-1 stock split mentioned above.
Clientlink Inc – ADMINISTRATIVE SERVICES AGREEMENT (December 5th, 1997)
EXHIBIT 10.4 ADMINISTRATIVE SERVICES AGREEMENT This Administrative Services Agreement (this "Agreement") is made and entered into this 3rd day of December, 1997 by and between CompuCom Systems, Inc., a Delaware corporation ("CompuCom"), and ClientLink, Inc., a Delaware corporation ("ClientLink"). BACKGROUND A. CompuCom currently owns in excess of 80% of the outstanding common stock of ClientLink. B. ClientLink intends to effect an initial public offering of shares of its common stock (the "Offering"). C. Previously, CompuCom has provided ClientLink with certain administrative and management services and has permitted ClientLink employees to participate in certain of its employee benefit plans and programs sponsored and administered by CompuCom. D. The parties desire to provide for the continuation of certain of such