0001193125-13-222402 Sample Contracts

SECURITIES PURCHASE AGREEMENT BY AND BETWEEN PFSWEB, INC., AND TRANSCOSMOS INC. May 15, 2013
Securities Purchase Agreement • May 15th, 2013 • Pfsweb Inc • Services-business services, nec • Delaware

This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of May 15, 2013, by and between PFSweb, Inc., a Delaware corporation (the “Company”), and transcosmos inc. (the “Purchaser”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 15th, 2013 • Pfsweb Inc • Services-business services, nec • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 15, 2013, by and between PFSweb, Inc., a Delaware corporation (the “Company”), and transcosmos, inc. (the “Investor”).

AMENDMENT NO. 4 TO RIGHTS AGREEMENT
Rights Agreement • May 15th, 2013 • Pfsweb Inc • Services-business services, nec • New York

Amendment No. 4 to Rights Agreement, dated as of May 15, 2013 (this “Amendment No. 4”), between PFSweb, Inc., a Delaware corporation (the “ Company ”), and Computershare Shareowner Services LLC (formerly known as Mellon Investor Services LLC), a New Jersey limited liability company, as successor to ChaseMellon Shareholder Services, L.L.C., a New Jersey limited liability company (the “Rights Agent ”).

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