LaSalle LLC. 619
S. LaSalle LLC is limited liability company in which Joshua Tabin is a principal
and owner.
The Company purchases products and items on behalf and from Tabin
Import, LLC. Tabin Import LLC is limited liability company in which Joshua Tabin
is a principal and owner.
Joshua Tabin has made to the Company and/or obtained personal loans from
the Company from time to time totaling in the aggregate several hundred thousand
dollars. The Company has made loans to certain officers/employees of the Company
other than Joshua Tabin totaling approximately $60,000 as of December 31, 2001.
Joshua Tabin has personally guaranteed the indebtedness of the Company
to each of (i) LaSalle Bank, N.A.; (ii) Deutsche Financial Services Corp.;
(iii) IBM Credit Corp.; (iv) Mid America Bank; (v) Ingram Micro; and
(vi) American National Bank and Trust.
Purchaser shall not have any economic or legal rights, benefits,
liabilities or obligations with respect to the foregoing terms, conditions or
disclosures set forth on this Schedule 3.24.
EXHIBIT A
Form of Closing Note and Parent Guarantee
[Attached]
EXHIBIT B
Form of Lease Agreement
[Attached]
EXHIBIT C
Form of Bill of Sale
[Attached]
EXHIBIT D
Form of Non-Competition and Non-Solicitation Agreement
[To Be Attached]
EXHIBIT E
Form of Waiver and Consent by Real Property Owner(s)
[To Be Attached]
QuickLinks
Exhibit 10.31
ASSET PURCHASE AGREEMENT
ARTICLE VII CONDITIONS TO THE COMPANY?S OBLIGATIONS
ARTICLE VIII CERTAIN TAX MATTERS AND POST-CLOSING COVENANTS
ARTICLE IX SURVIVAL OF REPRESENTATIONS AND WARRANTIES; INDEMNIFICATION
ARTICLE X TERMINATION
LIST OF SCHEDULES
SCHEDULE 1.1(g)
SCHEDULE 1.1(h)
SCHEDULE 1.4
SCHEDULE 2.2(v)
SCHEDULE 1.5
SCHEDULE 3.2
SCHEDULE 3.5
SCHEDULE 3.6
SCHEDULE 3.9
SCHEDULE 3.10
SCHEDULE 3.11
SCHEDULE 3.12
SCHEDULE 3.14
SCHEDULE 3.15
SCHEDULE 3.17
SCHEDULE 3.21
SCHEDULE 3.24
EXHIBIT A
EXHIBIT B
EXHIBIT C
EXHIBIT D
EXHIBIT E