EXHIBIT 2.1 STOCK PURCHASE AGREEMENT BY AND BETWEEN KENT ELECTRONICS CORPORATIONStock Purchase Agreement • October 11th, 2000 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec • New York
1 EXHIBIT 10.1 CONSULTING AGREEMENT This Consulting Agreement (this "Agreement") is entered into effective as of April 1, 2001 by and between Morrie K. Abramson ("Consultant") and Kent Electronics Corporation, a Texas corporation (the "Company")....Consulting Agreement • February 13th, 2001 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec • Texas
AGREEMENT ANDAgreement and Plan of Merger • March 30th, 2001 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec • Texas
EXHIBIT 10.5 SEVERANCE AGREEMENT THIS SEVERANCE AGREEMENT (the "Agreement"), is entered into as of November 11, 1998, by and between Kent Electronics Corporation, a Texas corporation (the "Company"), and Stephen J. Chapko (the "Officer"). WHEREAS, the...Severance Agreement • February 5th, 1999 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec • Texas
1 EXHIBIT 10.35 SEPARATION AGREEMENT AND GENERAL RELEASE I, Terrence M. Hunt, understand that my employment with Kent Electronics Corporation, successor by merger to Futronix Acquisition Company (the "Company"), in Houston, Texas is terminated...Separation Agreement • June 27th, 2000 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec • Texas
ARTICLE I THE STOCK OPTIONStock Option Agreement • March 30th, 2001 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec • Texas
AS ISSUER TOKent Electronics Corp • November 10th, 1997 • Wholesale-electronic parts & equipment, nec • New York
3 4 IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the date first written above. /s/ Morrie K. Abramson ----------------------------------------- Morrie K. Abramson /s/ Rolaine S. Abramson...Employment Agreement • March 30th, 2001 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec
EXHIBIT 3 --------- AMENDED AND RESTATED RIGHTS AGREEMENTRights Agreement • September 18th, 1998 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec • Texas
EXHIBIT 10.3 ------------ AMENDMENT TO K*TEC GENERAL MANAGER STOCK OPTION PLAN AND AGREEMENT This Amendment to K*TEC General Manager Stock Option Plan and Agreement (the "Plan"), is effective as of the 2nd day of July, 1997 (the "Effective Date"),...Plan and Agreement • November 10th, 1997 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec
RECITALSEmployment Agreement • June 24th, 1998 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec • Texas
2 3 (b) Upon the termination of Consultant's engagement by the Company, whether due to death, Disability, resignation (whether or not for Good Reason) or discharge (whether or not for Just Cause), the Company shall secure its obligations under this...Consulting Agreement • March 30th, 2001 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec
AMENDMENT TO KENT ELECTRONICS CORPORATION STOCK OPTION PLAN AND AGREEMENT FOR VICE PRESIDENT, CORPORATE CONTROLLER This Amendment to Kent Electronics Corporation Stock Option Plan and Agreement for Vice President, Corporate Controller (the "Plan"), is...Kent Electronics Corp • November 10th, 1997 • Wholesale-electronic parts & equipment, nec
2- 3 Agreement and the Merger Agreement, consistent with the terms and conditions of each such agreement; provided, however, that nothing in this Section 4 or any other provision of this Agreement is intended, nor shall it be construed, to limit or in...Inducement Agreement • March 30th, 2001 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec • Texas
2 3 2. Except as specifically provided herein, the Rights Agreement shall continue in full force and effect in accordance with its terms without amendment or modification. 3 4 IN WITNESS WHEREOF, the undersigned parties hereby execute this Amendment...Rights Agreement • June 1st, 2001 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec
EXHIBIT 10.2 ------------ AMENDMENT TO K*TEC PRESIDENT STOCK OPTION PLAN AND AGREEMENT This Amendment to K*TEC President Stock Option Plan and Agreement (the "Plan"), is effective as of the 2nd day of July, 1997 (the "Effective Date"), between Kent...Stock Option Plan and Agreement • November 10th, 1997 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec
KENT ELECTRONICS CORPORATION ____% Convertible Subordinated Notes due 2004 UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • September 15th, 1997 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec • New York
EXHIBIT 10.1 AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT This Amendment No. 2 to Employment Agreement (this "Amendment") is entered into by and among Morrie K. Abramson ("Employee"), Rolaine S. Abramson and Kent Electronics Corporation, a Texas...Employment Agreement • February 5th, 1999 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec
1 EXHIBIT 99.2 KENT ELECTRONICS CORPORATION STOCK OPTION PLAN AND AGREEMENT FOR EXECUTIVE VICE PRESIDENT OF OPERATIONS - DISTRIBUTION 1. Grant. Under the terms, provisions, and conditions of this Stock Option Plan and Agreement by and between Kent...Plan and Agreement • January 24th, 1997 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec • Texas
RIGHTS AGREEMENTRights Agreement • November 5th, 1999 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec • Texas
1 EXHIBIT 99.3 KENT ELECTRONICS CORPORATION STOCK OPTION PLAN AND AGREEMENT FOR VICE PRESIDENT, SECRETARY AND TREASURER 1. Grant. Under the terms, provisions, and conditions of this Stock Option Plan and Agreement by and between Kent Electronics...Option Plan and Agreement • January 24th, 1997 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec • Texas
AMENDMENT TO KENT ELECTRONICS CORPORATION STOCK OPTION PLAN AND AGREEMENT FOR EXECUTIVE VICE PRESIDENT OF SALES-DISTRIBUTIONKent Electronics Corp • November 10th, 1997 • Wholesale-electronic parts & equipment, nec
AMENDMENT TO KENT ELECTRONICS CORPORATION STOCK OPTION PLAN AND AGREEMENT FOR EXECUTIVE VICE PRESIDENT OF OPERATIONS-DISTRIBUTIONKent Electronics Corp • November 10th, 1997 • Wholesale-electronic parts & equipment, nec
2- 3 9. Interpretation. Unless the context of this Agreement clearly requires otherwise, (a) references to the plural include the singular, the singular the plural, the part the whole, (b) references to any gender include all genders, (c) "or" has the...Monahan Agreement • January 24th, 1997 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec • Texas
WITNESSETH:And Consulting Agreement • March 30th, 2001 • Kent Electronics Corp • Wholesale-electronic parts & equipment, nec • Texas
