Petsmart Com Inc Sample Contracts

Petsmart Com Inc – SERIES C PREFERRED STOCK PURCHASE WARRANT (February 4th, 2000)

EXHIBIT 10.23 THIS WARRANT AND ANY SHARES OF SERIES C PREFERRED STOCK ISSUED UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE AFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL SATISFACTORY IN FORM AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE WARRANT EVIDENCED HEREBY IS TRANSFERABLE ONLY PURSUANT TO SECTION 5(a) HEREOF. No. WC-1 PETsMART.COM, INC. May 12, 1999 SERIES C PREFERRED STOCK PURCHASE WARRANT This certifies that, for good and valuable consideration, idealab! Holdings, L.L.C. (and, with its permitted transferees, the "Holder"), is

Petsmart Com Inc – EXCEPT AS OTHERWISE PROVIDED HEREIN, THIS WARRANT MAY NOT BE TRANSFERRED AND THE (February 4th, 2000)

EXHIBIT 10.21 EXCEPT AS OTHERWISE PROVIDED HEREIN, THIS WARRANT MAY NOT BE TRANSFERRED AND THE SHARES OF COMMON STOCK ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THE SHARES UNDER SUCH ACT AND APPLICABLE LAWS OR SOME OTHER EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE LAWS OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION, QUALIFICATION OR OTHER SUCH ACTIONS ARE NOT REQUIRED UNDER ANY SUCH LAWS. THE OFFERING OF THIS SECURITY HAS NOT BEEN REVIEWED OR APPROVED BY ANY STATE'S SECURITIES ADMINISTRATOR. No. 4 Warrant to Purchase 830,000 Shares of Common Sto

Petsmart Com Inc – [FORM OF UNDERWRITING AGREEMENT] (February 4th, 2000)

EXHIBIT 1.1 [FORM OF UNDERWRITING AGREEMENT] PETsMART.com, Inc. Shares a/ - Common Stock ($ par value) Underwriting Agreement New York, New York , 2000 Salomon Smith Barney Inc. Chase, Hambrecht & Quist JP Morgan & Co. Incorporated As Representatives of the several Underwriters, 388 Greenwich Street New York, New York 10013 Ladies and Gentlemen: PETsMART.com, Inc., a corporation organized under the laws of Delaware (the "Company"), proposes to sell to the several underwriters named in Schedule I hereto (the "Underwriters"), for whom you (the "Re

Petsmart Com Inc – COMMON STOCK PURCHASE AGREEMENT (February 4th, 2000)

EXHIBIT 10.1 =============================================================================== PETsMART.COM, INC. COMMON STOCK PURCHASE AGREEMENT May 12, 1999 ================================================================================ PETsMART.COM, INC. COMMON STOCK PURCHASE AGREEMENT ------------------------------- This COMMON STOCK PURCHASE AGREEMENT (this "Agreement") is made as of May 12, 1999 (the "Closing Date"), by and between PETsMART.com, Inc., a Delaware corporation (the "Corporation") and idealab! Holdings, L.L.C. (the "Purchaser"). THE PARTIES HERETO AGREE AS FOLLOWS: 1. Common Stock Purchase. --------------------- 1.1 Purchase. Subject to the terms and conditions of this Agreement,

Petsmart Com Inc – CERTIFICATE OF INCORPORATION] (February 4th, 2000)

EXHIBIT 3.2 [FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION] ____________________________________________________________________ Pursuant to Sections 242 and 245 of the Delaware General Corporation Law ______________________________________________________________________ PETsMART.com, Inc. (the "Corporation"), a corporation organized and existing under the General Corporation Law of the State of Delaware (the "GCL"), does hereby certify as follows: (1) The name of the Corporation is PETsMART.com, Inc., which is the name under which the Corporation was originally incorporated. The original certificate of incorporation of the Corporation was filed with the office of the Secretary of State of the State of Delaware on May 6, 1999. (2) This Amended and Restated Certific

Petsmart Com Inc – TRADEMARK LICENSE AGREEMENT (February 4th, 2000)

EXHIBIT 10.32 TRADEMARK LICENSE AGREEMENT THIS TRADEMARK LICENSE AGREEMENT (the "Agreement") is made and entered into as of the date last below written (the "Effective Date") by and between PETsMART, INC., a Delaware corporation ("Licensor"), and PETsMART.COM, a Delaware corporation ("Licensee"). Recitals WHEREAS, Licensor has adopted and owns the marks "PETsMART" and "R.C. STEELE" in typed form and stylized formats all as reflected on Exhibit A hereto (the "Licensed Marks") in connection with the production, promotion, marketing, distribution and sales of pet food and supplies and related services; WHEREAS, Licensor is the owner of registrations for and applications to register the Licensed Marks in the United States and certain other jurisdictions, as reflected on Exhibit B hereto; WHEREAS, the parties wish to collaborate to sell

Petsmart Com Inc – AGREEMENT AND PLAN OF REORGANIZATION (February 4th, 2000)

EXHIBIT 2.3 AGREEMENT AND PLAN OF REORGANIZATION BY AND BETWEEN PETsMART.COM, INC., PETJUNGLE, INC. AND THE STOCKHOLDER NAMED HEREIN Dated as of May 12, 1999 TABLE OF CONTENTS Page ---- ARTICLE I THE MERGER............................................................. 1 1.1 The Merger........................................................... 1 1.2 Effective Time; Closing.............................................. 2 1.3 Effect of the Merge

Petsmart Com Inc – EMPLOYMENT AGREEMENT (February 4th, 2000)

EXHIBIT 10.41 PETsMART.COM, INC. EMPLOYMENT AGREEMENT This Agreement is entered into as of May 12, 1999, (the "Effective Date") by and between PETsMART.com, Inc. (the "Company"), and Carina Schaldach ("Executive"). RECITALS -------- WHEREAS, the Executive has entered into that certain Employment Agreement by and between the Executive and PetJungle, Inc. (f.k.a. Interpet, Inc.) ("Target") dated March 1, 1999 (the "Original Employment Agreement"); WHEREAS, pursuant to the Agreement and Plan of Reorganization dated as of the date hereof by and between Target and the Company (the "Merger Agreement"), Target has been merged with and into the Company, with the Company being the surviving corporation (the "Merger"); WHEREAS, pursuant to the terms of the Merger Agreement,

Petsmart Com Inc – 1999 STOCK PLAN (February 4th, 2000)

EXHIBIT 10.34 PETsMART.COM, INC. 1999 STOCK PLAN 1. Purposes of the Plan. The purposes of this Stock Plan are to attract and -------------------- retain the best available personnel for positions of substantial responsibility, to provide additional incentive to Employees, Directors and Consultants and to promote the success of the Company's business. Options granted under the Plan may be Incentive Stock Options or Nonstatutory Stock Options, as determined by the Administrator at the time of grant. Stock Purchase Rights may also be granted under the Plan. 2. Definitions. As used herein, the following definitions shall apply: ----------- (a) "Administrator" means the Board or any of its Committees as shall ------------- be administering the Plan in accordance with Section 4 hereof. (b) "Applic

Petsmart Com Inc – [FORM OF EMPLOYEE CONFIDENTIALITY & NON-DISCLOSURE AGREEMENT] (February 4th, 2000)

EXHIBIT 10.45 PETsMART.COM where pets are family [FORM OF EMPLOYEE CONFIDENTIALITY & NON-DISCLOSURE AGREEMENT] This Agreement is entered into as of [Startdate] (the "Effective Date") by and between [COMPANYNAME] (the "Company"), and [First Name Last Name] ("Employee"). In consideration of the promises and mutual covenants herein contained, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, it is mutually covenanted and agreed by and between the parties as follows: 1. Position and Duties. Employee shall be employed as the [Position] ------------------- of the Company, reporting to [Reports to], and assuming and discharging such responsibilities as are commensurate with Employee's [Position]. Employee shall perform employee's duties faithfully and to th

Petsmart Com Inc – SECURED PROMISSORY NOTE (February 4th, 2000)

EXHIBIT 10.16 SECURED PROMISSORY NOTE Los Angeles, California $247,169.00 January 27, 2000 FOR VALUE RECEIVED, Gary R. Marcotte ("Borrower"), hereby unconditionally promises to pay to the order of PETsMART.com, Inc., a Delaware corporation, and its successors, endorsees, transferees and assigns ("Payee"), the principal amount of Two Hundred Forty Seven Thousand One Hundred Sixty Nine Dollars of the United States of America (U.S $247,169.00) and interest on the unpaid principal amount hereof, on or before the earlier of (i) January 27, 2005 or (ii) (A) 30 days after the termination of Borrower's employment with the Payee with cause (as defined in Borrower's employment agreement with the Payee) or (B) six months after the termination of the Borrower's employment with Payee wi

Petsmart Com Inc – SECURED PROMISSORY NOTE (February 4th, 2000)

EXHIBIT 10.14 SECURED PROMISSORY NOTE Los Angeles, California $125,831.00 January 10, 2000 FOR VALUE RECEIVED, Michael Houlahan ("Borrower"), hereby unconditionally promises to pay to the order of PETsMART.com, Inc., a Delaware corporation, and its successors, endorsees, transferees and assigns ("Payee"), the principal amount of One Hundred Twenty Five Thousand Eight Hundred Thirty One Dollars of the United States of America (U.S $125,831.00) and interest on the unpaid principal amount hereof, on or before the earlier of (i) January 10, 2005 or (ii) (A) 30 days after the termination of Borrower's employment with the Payee with cause (as defined in Borrower's employment agreement with the Payee) or (B) six months after the termination of the Borrower's employment with Payee

Petsmart Com Inc – SERIES D PREFERRED STOCK PURCHASE AGREEMENT (February 4th, 2000)

EXHIBIT 10.19 ================================================================================ PETsMART.COM, INC. SERIES D PREFERRED STOCK PURCHASE AGREEMENT October 6, 1999 ================================================================================ TABLE OF CONTENTS Page SECTION 1 AUTHORIZATION AND SALE OF COMMON STOCK AND PREFERRED STOCK 1.1 Authorization of Preferred Stock.................................. 1 1.2 Sale and Issuance of the Shares................................... 1 1.3 Separate Agreements............................................... 1 SECTION 2 CLOSING DATE; DELIVERY............................

Petsmart Com Inc – SECURITY AGREEMENT (February 4th, 2000)

EXHIBIT 10.12 SECURITY AGREEMENT This Security Agreement is made as of April l, 1999 between Interpet, Inc., a Delaware corporation ("Pledgee"), and Carina Schaldach ("Pledgor"). Recitals -------- Pursuant to Pledgor's purchase of 240,000 shares of the Pledgee's Common Stock under the Common Stock Purchase Agreement dated April 1, 1999 (the "Purchase Agreement"), between Pledgor and Pledgee, Pledgor's desires to pay for 120,000 of such shares of Pledgee's Common Stock (the "Shares") with this promissory note (the "Note"), for a total loan of $30,000. The Note and the obligations thereunder are as set forth as Exhibit A to this Security Agreement. --------- NOW, THEREFORE, it is agreed as follows: 1. Creation and Description of Security Interest. In consideration of

Petsmart Com Inc – SECURED PROMISSORY NOTE (February 4th, 2000)

EXHIBIT 10.17 SECURED PROMISSORY NOTE Los Angeles, California $224,699 December 23, 1999 FOR VALUE RECEIVED, Eric Kidd ("Borrower"), hereby unconditionally promises to pay to the order of PETsMART.com, Inc., a Delaware corporation, and its successors, endorsees, transferees and assigns ("Payee"), the principal amount of Two Hundred Twenty Four Thousand Six Hundred Ninety Nine Dollars of the United States of America (U.S.$224,699) and interest on the unpaid principal amount hereof, on or before the earlier of (i) December 23, 2004 or (ii) (A) 30 days after the termination of Borrower's employment with the Payee with cause (as defined in the Option Agreement (defined below)) or (B) six months after the termination of the Borrower's employment with Payee without cause. Interest

Petsmart Com Inc – AMENDED AND RESTATED CERTIFICATE OF INCORPORATION (February 4th, 2000)

EXHIBIT 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF PETsMART.COM, INC. PETsMART.com, Inc. (the "corporation"), a corporation organized and existing under the General Corporation Law of the State of Delaware (the "General Corporation Law"), hereby certifies as follows: 1. The present name of the corporation is PETsMART.com, Inc., which is the name under which the corporation was originally incorporated, and the date of filing of the original Certificate of Incorporation of the corporation with the Secretary of State of the State of Delaware was May 6, 1999. 2. Pursuant to Sections 242 and 245 of the General Corporation Law, this Amended and Restated Certificate of Incorporation restates and integrates and further amends the provisions of the Certificate of Incorporation of the corporation. 3

Petsmart Com Inc – 2000 DIRECTORS' STOCK OPTION PLAN (February 4th, 2000)

EXHIBIT 10.36 FORM OF PETsMART.COM, INC. 2000 DIRECTORS' STOCK OPTION PLAN 1. PURPOSES OF THE PLAN. The purposes of this Directors' Stock Option Plan are to attract and retain the best available personnel for service as Directors of the Company, to provide additional incentive to the Outside Directors of the Company to serve as Directors, and to encourage their continued service on the Board. All options granted hereunder shall be nonstatutory stock options. 2. DEFINITIONS. As used herein, the following definitions shall apply: (a) "Affiliate" has the meaning given to such term in Rule 144(a)(1) promulgated under the Securities Act of 1933, as amended. (b) "Board" means the Board of Directors of the Company or the com pensation committee thereof. (c) "Code" means the Internal Revenue Code of 1986, as amended. (d) "Common Sto

Petsmart Com Inc – [Form of Indemnification Agreement] (February 4th, 2000)

EXHIBIT 10.43 [Form of Indemnification Agreement] AGREEMENT, effective as of [__________________________], 2000, between PETsMART.com, Inc., a Delaware corporation (the "Company"), and [INDEMNITEE] (the "Indemnitee"). WHEREAS, it is essential to the Company to retain and attract as directors and officers the most capable persons available; WHEREAS, Indemnitee is a director or officer of the Company; WHEREAS, both the Company and Indemnitee recognize the increased risk of litigation and other claims being asserted against directors and officers of public companies in today's environment; [WHEREAS, basic protection against undue risk of personal liability of directors and officers heretofore has been provided through insurance coverage providing reasonable protection at reasonable cost, and Indemnitee has relied on the availability of such c

Petsmart Com Inc – SECURED PROMISSORY NOTE (February 4th, 2000)

EXHIBIT 10.5 SECURED PROMISSORY NOTE Los Angeles, California $187,249.00 January 18, 2000 FOR VALUE RECEIVED, Tom McGovern ("Borrower"), hereby unconditionally promises to pay to the order of PETsMART.com, Inc., a Delaware corporation, and its successors, endorsees, transferees and assigns ("Payee"), the principal amount of One Hundred Eighty Seven Thousand Two Hundred Forty Nine Dollars of the United States of America (U.S $187,249.00) and interest on the unpaid principal amount hereof, on or before the earlier of (i) January 18, 2005 or (ii) (A) 30 days after the termination of Borrower's employment with the Payee with cause (as defined in Borrower's employment agreement with the Payee) or (B) six months after the termination of the Borrower's employment with Payee with

Petsmart Com Inc – FORM OF STANDSTILL AGREEMENT (February 4th, 2000)

EXHIBIT 10.31 FORM OF STANDSTILL AGREEMENT ---------------------------- This Standstill Agreement, dated February [_], 2000 (the "Agreement"), is entered into by and between PETsMART.com, Inc., a Delaware corporation ("PETsMART.com") and PETsMART, Inc., a Delaware corporation ("PETsMART"). RECITALS -------- WHEREAS, PETsMART beneficially owns as of the date of this agreement, an aggregate of [_______________________] shares of the common stock of PETsMART.com (the "Common Stock"); WHEREAS, substantially concurrently with the execution of this Agreement, PETsMART and PETsMART.com have entered into a Web and Content Hosting Agreement, a Merchandising, Procurement, Distribution, and Fulfillment Agreement, and a Marketing Agreement, each dated as of December 3

Petsmart Com Inc – [FORM OF EXECUTIVE CONFIDENTIALITY & NON-DISCLOSURE AGREEMENT] (February 4th, 2000)

EXHIBIT 10.44 PETsMART.com, Inc. [FORM OF EXECUTIVE CONFIDENTIALITY & NON-DISCLOSURE AGREEMENT] This Agreement is entered into as of [Startdate] (the "Effective Date") by and between PETsMART.com, Inc. (the "Company"), and [First Name Last Name] ("Executive"). In consideration of the promises and mutual covenants herein contained, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, it is mutually covenanted and agreed by and between the parties as follows: 1. Position and Duties. Executive shall be employed as the [Position] of ------------------- the Company, reporting to the Company's Board of Directors, and assuming and discharging such responsibilities as are commensurate with Executive's position. Executive shall perform Executive's duties faithfully and to the best of Executive's ability and shall devote Executive's full busine

Petsmart Com Inc – AND FULFILLMENT AGREEMENT (February 4th, 2000)

EXHIBIT 10.30 MERCHANDISING, PROCUREMENT, DISTRIBUTION, AND FULFILLMENT AGREEMENT This Merchandising, Procurement, Distribution, and Fulfillment Agree ment ("Agreement") is made effective as of the 31st day of December, 1999 (the "Effective Date") by and between PETsMART, Inc., a Delaware corporation having its address at 19601 N. 27th Avenue, Phoenix, AZ 85027, and its affiliates ("PETsMART"), and PETsMART.com, Inc., a Delaware corporation having its address at 35 Hugus Alley, Suite 210, Pasadena, CA 91103 ("PETsMART.com"). Recitals A. PETsMART.com wishes to sell companion-animal-related products to consumers and to make related information available to consumers online via an e-commerce website to be operated by PETsMART.com. B. PETsMART.com desires to establish a relationship with PETsMART to provide procure ment, orde

Petsmart Com Inc – SERIES C PREFERRED STOCK PURCHASE WARRANT (February 4th, 2000)

EXHIBIT 10.46 THIS WARRANT AND ANY SHARES OF SERIES C PREFERRED STOCK ISSUED UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE AFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL SATISFACTORY IN FORM AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE WARRANT EVIDENCED HEREBY IS TRANSFERABLE ONLY PURSUANT TO SECTION 5(a) HEREOF. No. WC-4 PETsMART.COM, INC. February 3, 2000 SERIES C PREFERRED STOCK PURCHASE WARRANT This certifies that, for good and valuable consideration, idealab! Capital Partners I-A, L.P. (and, with its permitted transferees, the "Hol

Petsmart Com Inc – RESTRICTED STOCK PURCHASE AGREEMENT (February 4th, 2000)

EXHIBIT 10.9 AMENDMENT NUMBER ONE TO RESTRICTED STOCK PURCHASE AGREEMENT This Amendment Number One to the Restricted Stock Purchase Agreement (the "Amendment"), is made and entered into effective as of May 12, 1999, by and ---------- between PETsMART.com, Inc., a Delaware corporation (the "Company") and Carina ------- Schaldach (the "Purchaser"). --------- RECITALS WHEREAS, the Company and the Purchaser desire to amend the Restricted Stock Purchase Agreement, dated as of May 12, 1999 (the "Agreement"), by and between --------- the Company and the Purchaser, in order to correct certain typographical and other errors contained therein. NOW THEREFORE, the parties hereto agree as follows:

Petsmart Com Inc – RESTRICTED STOCK PURCHASE AGREEMENT (February 4th, 2000)

EXHIBIT 10.15 PETsMART.COM, INC. RESTRICTED STOCK PURCHASE AGREEMENT THIS AGREEMENT is made effective the 24th day of January, 2000 (the "Effective Date") between PETsMART.com, Inc., a Delaware corporation (the "Company") and Gary Marcotte (the "Purchaser"). WHEREAS the Purchaser is an employee of the Company and his continued participation is considered by the Company to be important for the Company's continued growth; and WHEREAS in order to give the Purchaser an opportunity to acquire an equity interest in the Company as an incentive for the Purchaser to participate in the affairs of the Company, the Company is willing to sell to the Purchaser and the Purchaser desires to purchase 330,000 shares of Common Stock according to the terms and conditions hereof. THEREFORE, the parties agree as follows: 1. Sale of Stock. The Company hereby a

Petsmart Com Inc – SECURITY AGREEMENT (February 4th, 2000)

EXHIBIT 10.6 SECURITY AGREEMENT This Security Agreement is made as of May 12, 1999 between PETsMART.com, Inc., a Delaware corporation ("Pledgee"), and Tom McGovern, Jr. ("Pledgor"). Recitals -------- Pursuant to Pledgor's purchase of 1,043,111 shares of the Pledgee's Common Stock under the Common Stock Purchase Agreement dated May 12, 1999 (the "Purchase Agreement"), between Pledgor and Pledgee, Pledgor's desires to pay for such shares of Pledgee's Common Stock (the "Shares") with this promissory note (the "Note"), for a total loan of $208,622.20. The Note and the obligations thereunder are as set forth as Exhibit A to this Security Agreement. --------- NOW, THEREFORE, it is agreed as follows: 1. Creation and Description of Security Interest. In consideration of the

Petsmart Com Inc – SERIES A PREFERRED STOCK PURCHASE WARRANT (February 4th, 2000)

EXHIBIT 10.22 THIS WARRANT AND ANY SHARES OF SERIES A PREFERRED STOCK ISSUED UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH SALE OR DISTRIBUTION MAY BE AFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL SATISFACTORY IN FORM AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THE WARRANT EVIDENCED HEREBY IS TRANSFERABLE ONLY PURSUANT TO SECTION 5(a) HEREOF. No. WA-1 PETsMART.COM, INC. May 12, 1999 SERIES A PREFERRED STOCK PURCHASE WARRANT This certifies that, for good and valuable consideration, PETsMART, Inc. (and, with its permitted transferees, the "Holder"), is entitled, upo

Petsmart Com Inc – EMPLOYMENT AGREEMENT (February 4th, 2000)

EXHIBIT 10.40 PETsMART.COM, INC. EMPLOYMENT AGREEMENT This Agreement is entered into as of May 12, 1999, (the "Effective Date") by and between PETsMART.com, Inc. (the "Company"), and Tom McGovern, Jr. ("Executive"). RECITALS -------- WHEREAS, the Executive has entered into that certain Employment Agreement by and between the Executive and PetJungle, Inc. (f.k.a. Interpet, Inc.) ("Target") dated March 1, 1999 (the "Original Employment Agreement"); WHEREAS, pursuant to the Agreement and Plan of Reorganization dated as of the date hereof by and between Target and the Company (the "Merger Agreement"), Target has been merged with and into the Company, with the Company being the surviving corporation (the "Merger"); WHEREAS, pursuant to the terms of the Merger Agreeme

Petsmart Com Inc – ASSET PURCHASE AGREEMENT (February 4th, 2000)

EXHIBIT 2.1 ASSET PURCHASE AGREEMENT BY AND BETWEEN INTERPET, INC. AND K&K HANSEN, INC., DBA MASON DISTRIBUTING COMPANY Dated as of March 31, 1999 TABLE OF CONTENTS Page ---- ARTICLE I ASSET PURCHASE 1 1.1 Acquisition of Assets.................................... 1 1.2 Assumption of Liabilities and Obligations................ 2 1.3 Consideration for A

Petsmart Com Inc – SECURED PROMISSORY NOTE (February 4th, 2000)

EXHIBIT 10.13 SECURED PROMISSORY NOTE Los Angeles, California $26,267.00 January 4, 2000 FOR VALUE RECEIVED, Michael Houlahan ("Borrower"), hereby unconditionally promises to pay to the order of PETsMART.com, Inc., a Delaware corporation, and its successors, endorsees, transferees and assigns ("Payee"), the principal amount of Twenty Six Thousand Two Hundred Sixty Seven Dollars of the United States of America (U.S $26,267.00) and interest on the unpaid principal amount hereof, on or before the earlier of (i) January 4, 2005 or (ii) (A) 30 days after the termination of Borrower's employment with the Payee with cause (as defined in Borrower's employment agreement with the Payee) or (B) six months after the termination of the Borrower's employment with Payee without cause. I

Petsmart Com Inc – RESTRICTED STOCK PURCHASE AGREEMENT (February 4th, 2000)

EXHIBIT 10.8 PETsMART.COM, INC. RESTRICTED STOCK PURCHASE AGREEMENT THIS AGREEMENT is made effective the 12 day of May, 1999 (the "Effective Date") between PETsMART.com, Inc., a Delaware corporation (the "Company") and Carina Schaldach (the "Purchaser"). WHEREAS the Purchaser is an employee of the Company and her continued participation is considered by the Company to be important for the Company's continued growth; and WHEREAS in order to give the Purchaser an opportunity to acquire an equity interest in the Company as an incentive for the Purchaser to participate in the affairs of the Company, the Company is willing to sell to the Purchaser and the Purchaser desires to purchase 387,283 shares of Common Stock according to the terms and conditions hereof. THEREFORE, the parties agree as follows: 1. Sale of Stock. The Company

Petsmart Com Inc – [FORM OF NONQUALIFIED STOCK OPTION AGREEMENT] (February 4th, 2000)

EXHIBIT 10.39 Grant #______ [FORM OF NONQUALIFIED STOCK OPTION AGREEMENT] ------------------------------------------- This NONQUALIFIED STOCK OPTION AGREEMENT (this "Option Agreement"), dated as of the 28/th/ day of September, 1999 (the "Date of Grant"), by and between PETsMART.com, Inc., a Delaware corporation (the "Company"), and [______] (the "Optionee"). Pursuant to the Company's 1999 Stock Plan (the "Plan"), the Board of Directors of the Company (the "Board") or a committee appointed by the Board, as the Administrator of the Plan, has determined that the Optionee is to be granted an option (the "Option") to purchase shares of the Company's common stock, par value $.001 per share (the "Common Stock"), on the terms and conditions set forth herein, and hereby grants such Option. It is intended that the Option constitute a "nonqualified stock option" and not

Petsmart Com Inc – RESTRICTED STOCK PURCHASE AGREEMENT (February 4th, 2000)

EXHIBIT 10.3 PETsMART.COM, INC. RESTRICTED STOCK PURCHASE AGREEMENT THIS AGREEMENT is made effective the 12 day of May, 1999 (the "Effective Date") between PETsMART.com, Inc., a Delaware corporation (the "Company") and Tom McGovern, Jr. (the "Purchaser"). WHEREAS the Purchaser is an employee of the Company and his continued participation is considered by the Company to be important for the Company's continued growth; and WHEREAS in order to give the Purchaser an opportunity to acquire an equity interest in the Company as an incentive for the Purchaser to participate in the affairs of the Company, the Company is willing to sell to the Purchaser and the Purchaser desires to purchase 1,043,111 shares of Common Stock according to the terms and conditions hereof. THEREFORE, the parties agree as follows: 1. Sale of Stock. The Company he

Petsmart Com Inc – AGREEMENT AND PLAN OF REORGANIZATION (February 4th, 2000)

EXHIBIT 2.2 AGREEMENT AND PLAN OF REORGANIZATION AMONG PETSMART.COM, INC. AND DIGITAL COMMUNITIES, INC. dba ACMEPET.COM AND DIGITAL COMMUNITIES, LLC AND BRUCE KIRSCHENBAUM SAM ZAPPAS MARY CHADSEY AUGUST 11, 1999 EXHIBITS Exhibit A Measurement Date Adjustments Exhibit B Terms of Series D Stock Exhibit C Escrow Agreement Exhibit D Noncompetition Agreement 1 AGREEMENT AND PLAN OF REORGANIZATION

Petsmart Com Inc – SECURED PROMISSORY NOTE (February 4th, 2000)

EXHIBIT 10.10 SECURED PROMISSORY NOTE Los Angeles, California $52,429.00 January 19, 2000 FOR VALUE RECEIVED, Carina Schaldach ("Borrower"), hereby unconditionally promises to pay to the order of PETsMART.com, Inc., a Delaware corporation, and its successors, endorsees, transferees and assigns ("Payee"), the principal amount of Fifty Two Thousand Four Hundred Twenty Nine Only of the United States of America (U.S $52,429.00) and interest on the unpaid principal amount hereof, on or before the earlier of (i) January 19, 2005 or (ii) (A) 30 days after the termination of Borrower's employment with the Payee with cause (as defined in Borrower's employment agreement with the Payee) or (B) six months after the termination of the Borrower's employment with Payee without cause. In