IBM Business Partner Agreement
Co-Location Attachment

The  terms of this  Attachment  are in  addition  to  those of the IBM  Business
Partner  Agreement.  They apply to you if we approve you to  participate  in the
Co-Location Marketing Program.

Under the Co-Location  Marketing Program,  you agree to "co-locate" a portion of
your IBM  personal  computer  receiving/shipping  operations  to an IBM facility
located in or near Research Triangle Park, North Carolina.

The following  documents set forth additional terms regarding your participation
in the Co-Location Marketing Program, and are incorporated herein by reference:

o        IBM High Turns Incentive Program - Operational Letter
o        Co-Location Program Exhibit for Residency on IBM Premises
o        Co-Location Program IBM Warehouse Operating Rules

1) IBM will  provide you with access to a dedicated  staging  area  (Co-location
facility) at our site at which you will accept  delivery of Products from us and
prepare  them for shipment by you. In addition,  you are  authorized  to use the
Co-location  facility to perform asset  tagging,  custom image loading and light
configuration  (addition of IBM options and/or 3rd party  components to complete
IBM systems). You may not use the Co-location facility for any other purpose.

You will have the right of access to the IBM site  through the main  entrance to
it,  and use of common  facilities  within the site,  subject to IBM's  rules of
access and the site's  security  requirements,  including those set forth in the
attached  Exhibit for  Residency  on IBM Premises  and IBM  Warehouse  Operating
Rules.

2)  Orders  for IBM  personal  computer  products  ("Products")  under  your IBM
Business  Partner  Agreement may be designated for shipment to your  Co-location
facility.  Such orders must be placed using the unique  customer number assigned
by IBM which designates the "ship to" address of the Co-location facility.

3) We will  provide  you with  access to one or more  dedicated  loading  docks,
located within, adjacent to, or in close proximity to your Co-location facility.
You are responsible  for movement of Products to and from your assigned  loading
dock(s).

4) You will be solely  responsible  for the shipment of all  Products  from your
Co-location facility and for your agreement with your selected carriers. We will
coordinate your access to our loading docks.

5) You will be responsible for staffing the  Co-location  facility with your own
employees or contract employees  consistent with your needs. We will provide you
with the name of local contract work organizations if requested.  You are solely
responsible  for the  supervision  and conduct of your employees and contractors
while they are in and adjacent to your  Co-location  facility.  You agree not to
solicit  IBM  employees  working  at the IBM site  for  employment  within  your
organization.  Each party agrees not to solicit the others employees  working at
the IBM site for employment within its organization."*

                                    Page 1 of

<PAGE>

6) IBM will,  at its expense,  provide  major  infrastructure  improvements,  as
determined  by IBM,  such as  roadways,  parking  lots,  addition of dock doors,
exterior  lighting,  air conditioning,  general  warehouse  lighting/sprinklers,
etc., to prepare our warehouses for Co-location. You will be required to pay for
all fit up  costs  unique  to  your  Co-location  facility  which  you  approve,
including  those  incurred  by  IBM,  such  as  electrical  power  distribution,
compressed   air,   vacuum,    exhaust   systems,    task/workbench    lighting,
data/communication lines & cabling, telecommunications equipment (PC's, servers,
hubs,  routers,  bridges,  fax, etc.), test equipment,  conveyor  systems,  work
benches,  pallet racks,  pallet rack sprinklers,  material  handling  equipment,
packaging  equipment,  ESD protection,  fixtures,  totes, hand tools,  emergency
power for  customer  equipment,  etc.  *** All  fitups you pay for shall be your
property  and you have the right to remove  them.  *** IBM will  invoice you for
these fit-up  costs which are provided by IBM.  Payment will be due as specified
in our invoice and is in addition to any charges otherwise due us under your IBM
Business Partner  Agreement or any other agreement between us. You also agree to
pay amounts equal to any applicable  taxes resulting from your  participation in
the program (but not taxes based on our net income.  *** IBM will be responsible
for all real estate taxes,  except for taxes  assessed on fitups you own. *** No
alterations  or  improvements  may be made by you without  IBM's  prior  written
permission.

7) You may place your trade or other fixtures,  tools, furniture,  equipment and
other personal  property in me Co-location  facility.  It is our preference that
I/T and  telecommunications  equipment in the  Co-location  facility be IBM logo
hardware.  If this is not practical due to I/T  standardization or other reasons
please let your IBM account  team know.  IBM is not  responsible  for loss of or
damage to your improvements or personal property in the Co-location facility.

8) You  are  responsible  to pay  IBM for  the  space  used by your  Co-location
facility  at the  rate  set  forth in the IBM High  Turns  Incentive  Program  -
Operational Letter.  Services in this charge include rent,  utilities,  building
maintenance,   general  cleaning  services,   trash  removal,   paper/corrugated
recycling, building security personnel and monitoring, heating, air conditioning
(if applicable to your space), and fire protection  systems (building  sprinkler
and fire alarm systems).

9) IBM will provide you a, freight  credit based on the actual weight of product
shipped  into your  Co-location  facility  at the rate set forth in the IBM High
Turns Incentive Program Operational Letter.

10) On a quarterly basis, IBM will process a financial  transaction(s)  (invoice
and/or payment) to you for the space charges and freight credit.  We may combine
the space charges and the freight credit into a single transaction.

11) Either of us may end your  participation  in the Co-location  program at any
time with 30 days' written notice to the other.  However, if IBM terminates your
participation in co-location program or ***you elect to end participation in the
Co-location program other than as a result of a material breach by IBM, you will
be responsible for all space charges  referenced  above for the remainder of the
current calendar year after your Co-location operations cease. Upon termination,
you agree to promptly remove all of your Property from the Co-location facility.

12) IBM makes no representation or warranty,  written or oral, of any kind as to
the condition of our premises, including your staging area and our loading dock,
or its fitness for any purpose.  You agree to make a physical  investigation  of
our  premises,  including  your  staging  area and our  loading  dock,  prior to
beginning  operations in the Co-location facility and agree the space meets your
requirements and the condition and suitability for your use unless  specifically
stated in writing to IBM. In addition to our respective  obligations  under your
IBM Business Partner Agreement,  each party will indemnify the other for damages
for bodily  injury  (including  death) and damage to real  property and tangible
personal property for which the indemnifying party is legally liable.

                                    Page 2 of

<PAGE>

13) Except as provided  in the IBM High Turns  Incentive  Program -  Operational
Letter,  normal IBM Business Partner programs (e.g.  price  protection,  product
returns,  flooring, etc.) will apply to Products ordered through the Co-location
program.

14) Space availability and specific location will be determined by IBM after you
sign this Attachment and have provided detailed customer fit-up  requirements to
IBM. IBM will not begin design or fit-up of your Co-location facility until this
Attachment is signed and returned to IBM.

Agreed to: (Business Partner Name)           Agreed to:
            Pinacor Inc.                     International Business Machines
                                             Corporation

By:     /s/ James G. Manton                  By:
        ----------------------                  --------------------------
                Authorized Signature              Authorized Signature

Name:       James G. Manton                  Name:
        ----------------------                  --------------------------
Type or Print                                         Type or Print

Title: President & COO                       Title:
        ----------------------                  --------------------------
Date: January 12, 1999                       Date:
        ----------------------                  --------------------------


                                    Page 3 of