0000950138-04-000458 Sample Contracts

COLLATERAL ASSIGNMENT OF NOTE
Collateral Assignment of Note • July 8th, 2004 • Infotech Usa Inc • Services-computer integrated systems design • Delaware

THIS COLLATERAL ASSIGNMENT OF NOTE (this “Assignment”), dated as of June 29, 2004, is made by and between INFOTECH USA, INC., a Delaware corporation (the “Assignor”), and WELLS FARGO BUSINESS CREDIT, INC., a Minnesota corporation (the “Assignee”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Credit Agreement (as defined below).

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CREDIT AND SECURITY AGREEMENT BY AND AMONG INFOTECH USA, INC., a New Jersey corporation AS BORROWER INFOTECH USA, INC., a Delaware corporation AND INFORMATION TECHNOLOGY SERVICES, INC., a New York corporation AS GUARANTORS AND WELLS FARGO BUSINESS...
Credit and Security Agreement • July 8th, 2004 • Infotech Usa Inc • Services-computer integrated systems design • New York

INFOTECH USA, INC., a New Jersey corporation (the “Borrower”), as borrower, INFOTECH USA, INC., a Delaware corporation (“Parent”), and INFORMATION TECHNOLOGY SERVICES, INC., a New York corporation (“ITSI”), as guarantors, and WELLS FARGO BUSINESS CREDIT, INC., a Minnesota corporation (the “Lender”), as lender, hereby agree as follows:

FIRST AMENDMENT TO LOAN DOCUMENTS
Loan Documents • July 8th, 2004 • Infotech Usa Inc • Services-computer integrated systems design • New Jersey

THIS FIRST AMENDMENT TO LOAN DOCUMENTS (the “Amendment”) is dated as of June 29, 2004 by and between APPLIED DIGITAL SOLUTIONS, INC., a Missouri corporation having an address of 400 Royal Palm Way, Suite 410, Palm Beach, Florida 33480 (the “Borrower”), and INFOTECH USA, INC., a Delaware corporation having an address of 7 Kingsbridge Road, Fairfield, New Jersey 07004 (the “Lender”).

AGREEMENT FOR WHOLESALE FINANCING (Security Agreement) (ILOC Collateral)
Agreement for Wholesale Financing • July 8th, 2004 • Infotech Usa Inc • Services-computer integrated systems design • New York

This AGREEMENT FOR WHOLESALE FINANCING (as amended, supplemented or otherwise modified from time to time, this “Agreement”) is hereby made this 30th day of June, 2004, by and between IBM Credit LLC, a Delaware limited liability company with a place of business at North Castle Drive, Armonk, NY 10504 (“IBM Credit”), and Info Tech USA, Inc., formerly known as Information Products Center, Inc., (“IPC”) duly organized under the laws of the State of New Jersey with its principal place of business at 7 Kingsbridge Road, Fairfield, NJ 07004 (“Customer”). This Agreement amends and restates all prior financing agreements (all such agreements, as amended, restated, supplemented or otherwise modified from time to time, the “Prior Financing Agreement.”)

GUARANTY BY CORPORATIONS
Guaranty • July 8th, 2004 • Infotech Usa Inc • Services-computer integrated systems design • New York

THIS GUARANTY, dated as of June 29, 2004, is made by INFOTECH USA, INC., a Delaware corporation (the “Parent”), and INFORMATION TECHNOLOGY SERVICES, INC., a New York corporation (“ITSI”; the Parent and ITSI, each a “Guarantor” and collectively the “Guarantors”), for the benefit of WELLS FARGO BUSINESS CREDIT, INC., a Minnesota corporation (with its participants, successors and assigns, the “Lender”).

STOCK PLEDGE AGREEMENT
Stock Pledge Agreement • July 8th, 2004 • Infotech Usa Inc • Services-computer integrated systems design • New York

THIS STOCK PLEDGE AGREEMENT (this “Agreement”), dated as of June 29, 2004, is made by INFOTECH USA, INC., a Delaware corporation (the “Pledgor”) in favor of WELLS FARGO BUSINESS CREDIT, INC. (the “Pledgee”).

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