1 EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • January 16th, 2001 • Fritz Companies Inc • Arrangement of transportation of freight & cargo • Delaware
1 EXHIBIT 2.2 STOCK OPTION AGREEMENT This STOCK OPTION AGREEMENT dated as of January 10, 2001 (the "Agreement"), by and between Fritz Companies, Inc., a Delaware corporation ("Issuer"), and United Parcel Service, Inc., a Delaware corporation...Stock Option Agreement • January 16th, 2001 • Fritz Companies Inc • Arrangement of transportation of freight & cargo • Delaware
1 EXHIBIT 10.2 FRITZ COMPANIES, INC. EMPLOYMENT AND NON-COMPETE AGREEMENT This Agreement is entered into this 9th day of November, 2000 by and between FRITZ COMPANIES, INC., a Delaware Corporation ("Fritz") and GRAHAM R.F. NAPIER ("NAPIER"). Whereas...Employment and Non-Compete Agreement • January 16th, 2001 • Fritz Companies Inc • Arrangement of transportation of freight & cargo • California
1 EXHIBIT 2.3 STOCKHOLDER OPTION AGREEMENT This STOCKHOLDER OPTION AGREEMENT (this "Agreement"), dated January 10, 2001, by and among United Parcel Service, Inc., a Delaware corporation ("Holder"), and Lynn C. Fritz, an individual resident of the...Stockholder Option Agreement • January 16th, 2001 • Fritz Companies Inc • Arrangement of transportation of freight & cargo • Delaware
1 EXHIBIT 10.1 FRITZ COMPANIES, INC. FRITZ COMPANIES October 25, 2000 Raymond Smith Fritz Companies, Inc 706 Mission Street San Francisco, CA 94103 Dear Ray: This letter sets forth the substance of the resignation and consulting agreement (the...Fritz Companies Inc • January 16th, 2001 • Arrangement of transportation of freight & cargo • California
