0000899681-06-000530 Sample Contracts

AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT WAIVER AND CONSENT
Credit Agreement • August 29th, 2006 • Systemax Inc • Retail-catalog & mail-order houses • New York

THIS AMENDMENT NO. 1, WAIVER AND CONSENT (“Amendment No. 1, Waiver and Consent”) is entered into as of December 19, 2005 by and among SYSTEMAX INC., a corporation organized under the laws of the State of Delaware (“SYX”), SYSTEMAX MANUFACTURING INC., a corporation organized under the laws of the State of Delaware (“SMI”), GLOBAL COMPUTER SUPPLIES INC., a corporation organized under the laws of the State of New York (“GCS”), GLOBAL EQUIPMENT COMPANY INC., a corporation organized under the laws of the State of New York (“GEC”), TIGERDIRECT, INC., a corporation organized under the laws of the State of Florida (“Tiger”), DARTEK CORPORATION, a corporation organized under the laws of the State of Delaware (“Dartek”), NEXEL INDUSTRIES, INC., a corporation organized under the laws of the State of New York (“NII”), MISCO AMERICA INC., a corporation organized under the laws of the State of Delaware (“Misco”), ONREBATE.COM INC., a corporation organized under the laws of the State of Delaware (“OC

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AGREEMENT OF PURCHASE AND SALE
Agreement of Purchase and Sale • August 29th, 2006 • Systemax Inc • Retail-catalog & mail-order houses • Georgia

THIS AGREEMENT OF PURCHASE AND SALE (the “Agreement”) is made and entered as of the date of the later of Buyer’s or Seller’s signature hereinbelow (the “Effective Date”) by and between SYSTEMAX SUWANEE LLC, a Delaware limited liability company (“Seller”), and HEWLETT-PACKARD COMPANY, a Delaware corporation (“Buyer”).

FIRST AMENDMENT TO INDUSTRIAL LEASE AGREEMENT
Industrial Lease Agreement • August 29th, 2006 • Systemax Inc • Retail-catalog & mail-order houses

THIS AMENDMENT is made as of the Amendment Date (as hereinafter defined) by and between HAMILTON MILL BUSINESS CENTER, LLC, a Delaware limited liability company (“Landlord”), and GLOBAL EQUIPMENT COMPANY, INC., a New York corporation (“Tenant”).

INDUSTRIAL LEASE AGREEMENT
Industrial Lease Agreement • August 29th, 2006 • Systemax Inc • Retail-catalog & mail-order houses • Georgia

THIS LEASE AGREEMENT (the “Lease”) is made as of the “Lease Date” (as defined in Section 37 herein) by and between HAMILTON MILL BUSINESS CENTER, LLC, a Delaware limited liability company (“Landlord”), and GLOBAL EQUIPMENT COMPANY, INC., a New York corporation (“Tenant”) (the words “Landlord” and “Tenant” to include their respective legal representatives, successors and permitted assigns where the context requires or permits).

FIRST AMENDMENT TO LEASE
Lease • August 29th, 2006 • Systemax Inc • Retail-catalog & mail-order houses

This FIRST AMENDMENT TO LEASE (this “Amendment”) is dated as of February 1, 2006 and is made by and between Ambassador Drive LLC, an Illinois limited liability company (“Landlord”) and Global Computer Supplies Inc., a New York corporation, f/k/a Systemax Incorporated (“Tenant”).

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