Commerce Bank, NA ▼

                            364-DAY CREDIT AGREEMENT

                            Dated as of June 22, 2004

                                      Among

                               SPRINT CORPORATION

                                       and

                           SPRINT CAPITAL CORPORATION
                                  as Borrowers

                        THE INITIAL LENDERS NAMED HEREIN

                               as Initial Lenders

                                 CITIBANK, N.A.

                             as Administrative Agent

                  . . .

                    364-DAY CREDIT AGREEMENT

                    Dated as of June 24, 2003

                              Among

                       SPRINT CORPORATION

                               and

                   SPRINT CAPITAL CORPORATION
                          as Borrowers

                THE INITIAL LENDERS NAMED HEREIN

                       as Initial Lenders

                         CITIBANK, N.A.

                     as Administrative Agent

                  CITIGROUP GLOBAL MARKETS INC.
                               and
                    . . .

                            364-DAY CREDIT AGREEMENT

                           Dated as of August 9, 2002

                                      Among

                               SPRINT CORPORATION

                                       and

                           SPRINT CAPITAL CORPORATION
                                  as Borrowers

                        THE INITIAL LENDERS NAMED HEREIN

                               as Initial Lenders

                                 CITIBANK, N.A.

                             as Administrative Agent

                  . . .

                            364-DAY CREDIT AGREEMENT

                           Dated as of August 3, 2001

                                      Among

                               SPRINT CORPORATION

                                       and

                           SPRINT CAPITAL CORPORATION
                                  as Borrowers

                       THE INITIAL LENDERS NAMED HEREIN

                               as Initial Lenders

                                 CITIBANK, N.A.

                             as Administrative Agent

                   . . .

                    364-DAY CREDIT AGREEMENT

                   Dated as of August 4, 2000

                              Among

                       SPRINT CORPORATION

                               and

                   SPRINT CAPITAL CORPORATION
                          as Borrowers

                THE INITIAL LENDERS NAMED HEREIN

                       as Initial Lenders

                         CITIBANK, N.A.

                     as Administrative Agent

                    SALOMON SMITH BARNEY INC.

                  as Book Manager and Arranger

       . . .

                          AGREEMENT AND PLAN OF MERGER

     THIS AGREEMENT AND PLAN OF MERGER ("Agreement") is made as of October 19,
2001, by and among Reliant Energy, Incorporated, a Texas corporation ("REI"),
Reliant Energy MergerCo, Inc., a Texas corporation ("MergerCo"), and CenterPoint
Energy, Inc., a Texas corporation ("CEP").

     WHEREAS, REI has authorized capital consisting of (i) 700,000,000 shares of
common stock, without par value ("REI Common Stock"), of which 298,124,743
shares were issued and outstanding as of the  . . .

                      AGREEMENT AND PLAN OF REORGANIZATION


        THIS AGREEMENT AND PLAN OF REORGANIZATION (this "AGREEMENT") is made and
entered into as of September 7, 2000 (the "AGREEMENT DATE") by and among HNC
SOFTWARE INC., a Delaware corporation ("HNC"), SLC MERGER CORP., a Delaware
corporation that is a wholly owned subsidiary of HNC ("SUB"), and SYSTEMS/LINK
CORPORATION, a Delaware corporation ("SLC").

                                    RECITALS

        A. The parties intend that, subject to the terms and conditions  . . .

AGREEMENT AND PLAN OF MERGER

By And Between

SCBT FINANCIAL CORPORATION

(Buyer)

AND

NEW COMMERCE BANCORP

(Seller)

Dated as of


DECEMBER 16, 2004

                          AGREEMENT AND PLAN OF MERGER


                                 BY AND BETWEEN


                             KAYAK ACQUISITION CORP.


                                       AND


                                U.S. VISION, INC.


                                   DATED AS OF


                                  MAY 14, 2002


<PAGE>

                          AGREEMENT AND PLAN OF MERGER


                  THIS AGREEMENT AND PLAN OF MERGER (this "Agreement"), dated as
of May 14, 2002, is by and between Kayak  . . .

                          AGREEMENT AND PLAN OF MERGER


                                 BY AND BETWEEN


                                NOROB GROUP, INC.


                                       AND


                                U.S. VISION, INC.


                                   DATED AS OF


                                  JULY 2, 2001


<PAGE>   2

                          AGREEMENT AND PLAN OF MERGER


                  THIS AGREEMENT AND PLAN OF MERGER (this "Agreement"), dated as
of July 2, 2001, is by and between NORUB  . . .

AGREEMENT OF PURCHASE AND SALE

Between

TRC WESTFIELDS I L.L.C., TRC WESTFIELDS II L.L.C. and TRC WESTFIELDS III L.L.C.

(each, a Virginia limited liability company)
(as Sellers)

-and-

COPT ACQUISITIONS, INC.
(a Delaware corporation)
(as Purchaser)

July 24, 2002

Property:

The Greens I at Westfields
consisting of a fee interest in a parcel of land and the improvements thereon, including an approximately 145,053 rentable square foot building, on approximately 8.706 acres of land, more or less, located in
Chantilly, Fairfax County, Virginia

The Greens II at Westfields
consisting of a leasehold interest in a parcel of land and the improvements thereon, including an approximately 145,192 rentable square foot building, on approximately 9.8852 acres of land, more or less, located in
Chantilly, Fairfax County, Virginia

The Greens III at Westfields
consisting of a leasehold interest in a parcel of land consisting approximately 6.3468 acres, more or less, located in
Chantilly, Fairfax County, Virginia

TABLE OF CONTENTS

LIST OF EXHIBITS AND SCHEDULES

EXHIBITS:

2

AGREEMENT OF PURCHASE AND SALE

        THIS AGREEMENT OF PURCHASE AND SALE (the "Agreement") is made as of the    day of July, 2002, by and between TRC WESTFIELDS I L.L.C. ("TRC I"), TRC WESTFIELDS II L.L.C. ("TRC II") and TRC WESTFIELDS III L.L.C. ("TRC III"; TRC I, TRC II and TRC III are sometimes referred to herein individually as a "Seller" and collectively as the "Sellers"), each, a Virginia limited liability company having offices at c/o The Rubenstein Company, L.P., 4100 One Commerce Square, 2005 Market Street, Philadelphia, Pennsylvania 19103-7041, and COPT ACQUISITIONS, INC. ("Purchaser"), a Delaware corporation having offices at 8815 Centre Park Drive, Suite 400, Columbia, MD 21045.

BACKGROUND

        A. TRC I is the owner of certain land, together with certain improvements and other real, personal and mixed property (collectively, the "Greens I Property"), all consisting of the following:

        (1)  All that certain tract, lot or parcel of ground, together with all easements, rights and privileges appurtenant thereto, located in Chantilly, Fairfax County, Virginia, being more particularly described on Exhibit A-1 attached hereto, and containing in area approximately 8.706 acres of land, more or less (the "Greens I Land").




        (2)  All buildings, structures and other improvements situated on the Greens I Land (collectively, the "Greens I Improvements") consisting of a building containing approximately 145,053 rentable square feet of space, together with appurtenant amenities and other structures and improvements (the Greens I Land and the Greens I Improvements are referred to herein together as the "Greens I Real Estate").




        (3)  All machinery, fixtures, systems, equipment and other personal property owned by TRC I and attached or pertaining to, or otherwise located in or on or used in connection with, any part or all of the Greens I Real Estate, including, as of the Closing Date, all supplies, brochures, tenant lists, correspondence and files, vendor and supplier lists, marketing and advertising information and other materials and property in the possession of and owned by TRC I, including leases for space within the Greens I Improvements as of Closing, together with all security deposits made thereunder (but excluding, except for security deposits made under the Leases relating to the Greens I Property, all cash and accounts receivable of TRC I and all equipment, furniture, furnishings and other property owned by the property manager or leasing agent for the Greens I Property or by any present or prior Tenant at the Greens I Property or by any other person or persons other than the TRC I), all as more specifically described on Exhibit B-l attached hereto (the "Greens I Personalty").




        (4)  All intangible property used in connection with any of the foregoing described in this Section A, including, without limitation, (i) all trademarks, logos, trade names and telephone numbers; (ii) to the extent assignable and transferable, all contract rights, licenses and permits; and (iii) the nonexclusive right to use the name of (and logo for) "The Greens I at Westfields" (which right now is, however, exclusive as between TRC I and Purchaser) (the "Greens I Intangible Property"); but specifically excluding any rights or intangible property associated with The Rubenstein Company, L.P. or The Rubenstein Brokerage Group, Inc., or any logo therefor, or any "web" page or content prepared by or on behalf either of them.

        B. TRC II is the holder of a certain leasehold interest in land, and the owner of certain improvements and other real, personal and mixed property (collectively, the "Greens II Property"), all consisting of the following:

        (1)  A leasehold interest (the "Greens II Leasehold Interest") in that certain tract, lot or parcel of ground, together with all easements, rights and privileges appurtenant thereto, located in Chantilly, Fairfax County, Virginia, being more particularly described on Exhibit A-2 attached hereto, and containing in area approximately 9.8852 acres of land, more or less (the "Greens II Land"), pursuant to that certain Ground Lease Agreement (as amended, the "Greens II Ground

Asset Purchase Agreement

               This Asset Purchase Agreement (this Agreement) is made as of September 9, 2002, by and between Interliant, Inc., a Delaware corporation (Seller), and Sprint Communications Company, L.P., a Delaware limited partnership (Purchaser).  Seller and Purchaser are referred to collectively in this Agreement as the Parties.  Terms used in this Agreement have the definitions set forth in Appendix I.

Recitals

               Seller operates, among other things, a shared and single server dedicated Website hosting business (the Hosting Business) and the DellHost custom hosting service (the Custom Hosting Service, and together with the Hosting Business, collectively, the Business).

               Seller is the debtor and the debtor in possession in bankruptcy case no. 02-23150 (the Bankruptcy Case) pending in the United States Bankruptcy Court for the Southern District of New York (the Bankruptcy Court).

               Seller desires to sell and Purchaser desires to purchase substantially all of the assets (and assume certain specified liabilities) used in the operation of the Hosting Business and certain of the assets (and assume certain specified liabilities) used in the operation of the Custom Hosting Service upon the terms and conditions set forth in this Agreement.

Agreement

               In consideration of the mutual promises, covenants and agreements contained in this Agreement and other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the Parties agree as follows:

        1.    Purchase and Sale of Assets.

               1.1     Purchase and Sale.

                         (a)       Purchased Assets.  Purchaser will purchase from Seller, and Seller will sell, transfer, convey and deliver to Purchaser, all right, title and interest in all assets used in the operation of the Hosting Business, including but not limited to the assets identified on Schedule 1.1(a) (the Hosting Business Assets), and certain assets used in the operation of the Custom Hosting Service also identified on Schedule 1.1(a) (the Custom Hosting Service Assets and together with the Hosting Business Assets collectively referred to in this Agreement as the Purchased Assets) at the Closing for the Purchase Price on the terms and conditions set forth in this Agreement.

                         (b)       Excluded Assets.  Notwithstanding anything herein to the contrary, Seller is not selling to Purchaser, Purchaser is not acquiring any interest in and the term Purchased Assets does not include any of the assets of Seller listed on Schedule 1.1(b) (the Excluded Assets).

ASSET PURCHASE AGREEMENT

THIS ASSET PURCHASE AGREEMENT (this �Agreement�), dated as of January 13, 2004, is made by and among SPARHAWK LABORATORIES, INC., a Missouri corporation (�Sparhawk� or �Buyer�), POLYDEX PHARMACEUTICALS LIMITED, a Bahamian corporation (�Polydex�), CHEMDEX, INC., a Kansas corporation (�Chemdex�), and VETERINARY LABORATORIES, INC., a Kansas corporation (�Vet Labs�).  Polydex, Chemdex and Vet Labs are collectively referred to herein as �Sellers.�

RECITALS

A.              . . .

ASSET PURCHASE AGREEMENT

THIS ASSET PURCHASE AGREEMENT (this �Agreement�), dated as of January 13, 2004, is made by and among SPARHAWK LABORATORIES, INC., a Missouri corporation (�Sparhawk� or �Buyer�), POLYDEX PHARMACEUTICALS LIMITED, a Bahamian corporation (�Polydex�), CHEMDEX, INC., a Kansas corporation (�Chemdex�), and VETERINARY LABORATORIES, INC., a Kansas corporation (�Vet Labs�).  Polydex, Chemdex and Vet Labs are collectively referred to herein as �Sellers.�

RECITALS

A.             . . .

Execution Version

Asset Purchase Agreement

BETWEEN

Interliant, Inc.

AND

Sprint Communications Company, L.P.

September 9, 2002

TABLE OF CONTENTS

1.   Purchase and Sale of Assets.

1

1.1

Purchase and Sale.

1

1.2

Assumption of Liabilities.

2

1.3

Purchase Price.

3

1.4

Payment of Purchase Price.

3

1.5

Closing.

4

1.6

Master Services Agreement Amendment.

4

1.7

Allocation of Purchase Price.

4

1. . . .

                            ASSET PURCHASE AGREEMENT

                  ASSET PURCHASE AGREEMENT (this "Agreement"), dated as of
October 31, 2001, by and among CoreExpress, Inc., a Delaware corporation
("CoreExpress"), and Williams Communications, LLC, a Delaware limited liability
company ("Purchaser").

                                    RECITALS:

                  WHEREAS, CoreExpress engages in the business of broadband and
Internet Protocol services (the "Business");

                  WHEREAS, CoreExpress is indebted to various vendors  . . .

ASSET PURCHASE AGREEMENT

This ASSET PURCHASE AGREEMENT dated as of March 10, 2006, is by and between MOMS PHARMACY OF BROOKLYN, INC., a New York corporation (�Buyer�), and H.S. MAIMAN RX, INC., a New York corporation (�Seller�), and SCOTT MAIMAN and NANCY MAIMAN (the �Seller�s Shareholder�).

Seller is a licensed New York pharmacy located at 821 Franklin Avenue, Brooklyn, New York.

Buyer desires to purchase and Seller desires to sell, transfer and deliver to Buyer Seller�s right title and interest in and to all of its business and assets including without limitation its fixed assets,  . . .