AMENDED AND RESTATED
THIS AGREEMENT ("Agreement") is made and entered into as of this 21st day of August, 2000, by and
between DAVID L. GAMSEY, an individual resident of the State of Georgia ("Employee"), and INNOTRAC
CORPORATION, a Georgia corporation (the "Employer").
W I T N E S S E T H:
WHEREAS, Employee previously entered into an Employment Agreement with the Employer dated May 8,
2000, and the Employee and the Employer desire to amend and restate such Employment Agreement in its
entirety as provided in this Agreement; and
WHEREAS, the parties hereto desire to enter into an agreement for Company's continued employment of
Employee on the terms and conditions contained herein;
NOW, THEREFORE, in consideration of the premises and the mutual promises and agreements contained
herein, the parties hereto, intending to be legally bound, hereby agree as follows:
Section 1 Employment.
Subject to the terms hereof, the Employer hereby employs Employee, and Employee hereby accepts such
employment. Employee will serve as Chief Financial Officer and Senior Vice President of Employer or in such
other executive capacity as the Board of Directors of Employer (the "Board of Directors") may hereafter from
time to time determine. Employee agrees to devote his full business time and best efforts to the performance of
the duties that Employer may assign Employee from time to time; provided that the Employee may also serve as
an officer or director of Return.com Online, Inc. and may perform services for Return.com Online, Inc.; and
provided further that the Employee may also serve on boards of directors or trustees of other companies and
organizations, as long as such service does not materially interfere with the performance of his duties hereunder.
Section 2 Term of Employment.
The term of Employee's employment (the "Term") shall continue from the date hereof until the earlier of (a)
December 31, 2005 or (b) the occurrence of any of the following events:
(i) The death or to