0000002024-02-000007 Sample Contracts

Contract
Ace Hardware Corp • March 22nd, 2002 • Wholesale-hardware & plumbing & heating equipment & supplies • Illinois

April 24, 2001 Ace Hardware Corporation 2200 Kensington Court Oak Brook, Illinois 60521 Ladies and Gentlemen: Reference is made to (a) the Note Purchase and Private Shelf Agreement dated as of September 27, 1991 (the "1991 Note Agreement") between Ace Hardware Corporation (the "Company") and The Prudential Insurance Company of America ("Prudential") pursuant to which the Company issued and sold and Prudential purchased the Company's 8.47% Senior Notes in the original principal amount of $20,000,000 due July 1, 2003 and (b) the Amended and Restated Note Purchase and Private Shelf Agreement dated as of September 22, 1993, as amended and restated on August 23, 1996 (the "1996 Note Agreement", together with the 1991 Note Agreement, the "Note Agreements") between the Company and Prudential pursuant to which the Company issued and sold and Prudential purchased the Company's (i) 6.47% Senior Series A Notes in the original principal amount of $30,000,000 due June 22, 2008; (ii) 7.49%

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Contract
Ace Hardware Corp • March 22nd, 2002 • Wholesale-hardware & plumbing & heating equipment & supplies

LEASE FROM TOWNSEND ROCKLlN, LLC LANDLORD TO ACE HARDWARE CORPORATION TENANT PREMISES: A portion of 3301 Industrial Avenue Rocklin, CA DATED: June 30, 2000 LEASE THIS LEASE made this 30th day of June, 2000 between TOWNSEND ROCKLIN, LLC ("Landlord"), a Delaware limited liability company, and ACE HARDWARE CORPORATION ("Tenant"), a Delaware corporation. W I T N E S S E T H: 1. Premises. Landlord leases to Tenant approximately 75,000 rentable square feet (the "Premises"), as outlined on the plan attached as Exhibit "A " (the "Plan") located in the warehouse building designated "Warehouse" on the Plan (the "Building") on the land described in Exhibit "B" attached hereto located at 3301 Industrial Avenue, Rocklin, California (the "Land"). The Building and Land are collectively referred to herein as the "Property." 2. Term. The term ("Term") of this Lease shall commence upon full execution and delivery of this Lease (the "Commencement Date") and end on the last day

Contract
Land Lease Agreement • March 22nd, 2002 • Ace Hardware Corp • Wholesale-hardware & plumbing & heating equipment & supplies

LAND LEASE AGREEMENT This Lease Agreement made and entered into by and between FINCH & BARRY PROPERTIES, LLC, of Schaumburg, Illinois, as agent for Summit Terminal LLC hereinafter collectively referred to as "Landlord" and Ace Hardware Corporation , a corporation of Delaware , hereinafter referred to as "Tenant": WITNESSETH: Landlord hereby leases to Tenant, and Tenant hereby takes from Landlord that portion of the land consisting of 109 trailer parking spaces and 58 car parking spaces comprising the property commonly known as 5151 S. Lawndale Ave., Summit Illinois , as delineated in yellow on Exhibit "A" attached hereto, (the property leased by Tenant is referred to herein as the "Premises" or the "Leased Premises" and the entire property consisting of 15.3 acres which includes a building, the grounds surrounding the building, parking areas, driveways and dock areas located at 5151 S. Lawndale Ave., Summit Illinois is referred to herein as the "Entire Facility"). To have an

Contract
Lease Agreement • March 22nd, 2002 • Ace Hardware Corp • Wholesale-hardware & plumbing & heating equipment & supplies

LEASE AGREEMENT This lease, made this 19th day of October , 2001, by and between Bob's Transport and Storage Co., Inc. , a Maryland Corporation with principal offices located at 820 South Oldham Street, Baltimore, Maryland 21224 ("Landlord") and Ace Hardware Corporation , a Delaware Corporation, with principal offices located at 2200 Kensington Court, Oakbrook, Illinois 60523-2100 ("Tenant"). Witnesseth That: 1. The Landlord, for and in consideration of the rentals and the performance of the covenants and agreements contained in this Lease does hereby demise and Lease to Tenant, and Tenant does hereby rent and take from Landlord, the premises (the "Premises") comprised of and described as approximately 19,600 square feet +/- of building space comprised of offices, dock area, shop and guard shack. The location of said property is as follows: 8130 Norris Lane in Baltimore County, Maryland 21222. Together the properties comprise approximately 4.8 acres of

Contract
Ace Hardware Corp • March 22nd, 2002 • Wholesale-hardware & plumbing & heating equipment & supplies • Illinois

September 10, 2001 Ace Hardware Corporation 2200 Kensington Court Oak Brook, Illinois 60521 Ladies and Gentlemen: Reference is made to (a) the Note Purchase and Private Shelf Agreement dated as of September 27, 1991 (the " 1991 Note Agreement ") between Ace Hardware Corporation (the " Company ") and The Prudential Insurance Company of America (" Prudential ") pursuant to which the Company issued and sold and Prudential purchased the Company's 8.47% Senior Notes in the original principal amount of $20,000,000 due July 1, 2003 and (b) the Amended and Restated Note Purchase and Private Shelf Agreement dated as of September 22, 1993, as amended and restated on August 23, 1996 (the " 1996 Note Agreement ", together with the 1991 Note Agreement, the " Note Agreements ") between the Company and Prudential pursuant to which the Company issued and sold and Prudential purchased the Company's (i) 6.47% Senior Series A Notes in the original principal amount of $30,000,000 due June 22, 20

Contract
Subsidiaries and Ownership of Subsidiary • March 22nd, 2002 • Ace Hardware Corp • Wholesale-hardware & plumbing & heating equipment & supplies • Illinois

CONFORMED COPY ACE HARDWARE CORPORATION $100,000,000 Senior Notes Issuable In Series $70,000,000 7.27% Senior Notes, Series 2001-A due April 30, 2013 _________ NOTE PURCHASE AGREEMENT _________ Dated as of April 15, 2001 PPN: 00440* AG 3

Contract
Terms And • March 22nd, 2002 • Ace Hardware Corp • Wholesale-hardware & plumbing & heating equipment & supplies • Illinois

STANDARD TERMS AND CONDITIONS Effective as of November 6, 2001 Under Ace Hardware Corporation's INDUSTRIAL DISTRIBUTOR AGREEMENT These terms and conditions apply, effective as of the date indicated above, under the Industrial Distributor Agreement (the "Agreement") entered into between Seller and Buyer, and to all orders accepted by Seller thereafter unless and until these Standard Terms and Conditions are changed as provided in the Agreement. Capitalized terms that are not otherwise defined in this document shall have the same meanings as those set forth in the Agreement. A. TERMS AND CONDITIONS APPLICABLE TO ALL SALES A1. ADDITIONAL OR DIFFERENT TERMS. Any terms asserted by the Buyer in addition to or different from those set forth in the Agreement, whether contained in any purchase order form, or other document proposed by Buyer are hereby objected to and shall not become a part of the terms and conditions of purchase and sale between the parties unless Seller specifical

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