Exhibit 10.1
RELEASE AND SETTLEMENT
AGREEMENT
This Release and Settlement
Agreement is entered into by and between the United States of
America, acting through the United States Attorney’s Office
for the Eastern District of Virginia, (hereinafter referred to as
the “United States”), and GovConnection, Inc.
(hereinafter referred to as
“GovConnection”).
BACKGROUND
I. The claims of the United States
in this matter arise out of the Federal Supply Schedule contract
awarded by the General Services Administration (GSA) to ComTeq
Federal, Inc. (Contract No. GS-35F-4572G) on or about
April 30, 1997, and events set forth in letters dated
November 22, 2004 and February 17, 2005, from the U.S.
Attorney’s Office to counsel for GovConnection.
II. ComTeq Federal, Inc. has been
purchased by PC Connection, Inc. (“PC Connection”) and
continues to operate as a wholly-owned subsidiary of PC Connection.
ComTeq Federal was renamed GovConnection, Inc. in January
2002.
III. This Release and Settlement
Agreement shall not be considered as an admission of liability or
wrongdoing on the part of GovConnection or any affiliates
thereof.
TERMS AND CONDITIONS
For and in consideration of the
mutual promises and representations set forth herein, GovConnection
and the United States agree as follows:
1. GovConnection shall pay to the
United States the total sum of Two Million Five Hundred and Fifty
Thousand and 00/100 ($2,550,000), within ten (10) days of the
date of this Release and Settlement Agreement.
All payments shall be made by wire
transfer to the “United States Department of Justice”
in accordance with the written instructions received from the
United States Attorney’s Office for the Eastern District
Financial Litigation Unit, 101 West Main Street, Suite 8000,
Norfolk, Virginia 23510.
2. In consideration of the terms
described in par
