THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Gateway, Inc. (GTW)

4/19/2006 Proxy Information

During the first eleven months in 2005, Gateway made rental payments for the North Sioux City, South Dakota Gateway store totaling $126,862 pursuant to a lease agreement with a company indirectly controlled by Mr. Waitt. The company sold the property effective November 30, 2005 to an un-related party. Gateway believes that we paid fair market value for the lease based on an independent study at the time we entered into the lease of comparable rental rates in the local real estate market. While the South Dakota Gateway store has been closed since September 2004, the lease agreement continues through September 2007. We continue to actively market the property for sublease opportunities. In addition, certain companies owned by Mr. Waitt and the Waitt Family Foundation have purchased our products and services at retail prices.

4/11/2005 Proxy Information

Theodore W. Waitt was re-elected to the positions of President and Chief Executive Officer in January 2001 and served as such until March 2004. Previously, Mr. Waitt was President of Gateway, Inc. from 1985 until January 1996 and Chief Executive Officer from February 1993 until December 1999.

Richard D. Snyder served as President and Chief Operating Officer of Gateway, Inc. from January 1996 until his resignation in August 1997 and was Executive Vice President from July 1991 until January 1996.

Mr. Waitt is the direct and indirect owner of various corporate entities that own certain aircraft. A Gateway subsidiary is party to a time sharing arrangement with one such entity to provide an aircraft for company use on an as-needed basis at a rate equal to the lesser of $1,000 per flight hour or 200% of the cost of fuel, oil and other additives used, plus certain other out-of-pocket costs per flight. During 2004, the lesser rate was always $1,000 per flight hour. In addition, during 2004 a Gateway subsidiary was a party to another time sharing arrangement which provides for a rate of 200% of the cost of fuel, oil and other additives used, plus other certain direct out-of-pocket costs per flight. For 2004 both arrangements incurred an aggregate charge of $140,147 plus applicable taxes. The entities owned by Mr. Waitt lease hanger space for their aircraft from a Gateway subsidiary and in 2004 paid $63,145 for such hangar usage and reimbursement of hangar operational expenses. Based on a competitive analysis of comparable leased aircraft, we believe the arrangements and rates are more favorable to Gateway than market rates otherwise available to Gateway for like aircraft and that amounts paid to Gateway for hangar space are not less than prevailing market rates. In addition, during 2004, we made rental payments for the North Sioux City, South Dakota Gateway Store totaling $118,090 pursuant to a lease agreement with a company indirectly controlled by Mr. Waitt. Gateway believes that we paid fair market value for the lease based on an independent study at the time we entered into the lease of comparable rental rates in the local real estate market. While the South Dakota Gateway Store has been closed since September 2004, the lease agreement continues through September 2007. Gateway continues to actively market the property for sublease opportunities. The Waitt Family Foundation and another company owned by Mr. Waitt have purchased Gateway products at retail prices. In addition, these entities have purchased information technology services on an hourly rate as needed from Gateway for an aggregate total of $65,736 during 2004.

Through our acquisition of eMachines, Gateway acquired an approximate 17% interest (on an as-converted basis) in Alorica Inc., a company that provides reverse logistics, product registration, technical support, parts sales, PC refurbishing and other related services to Gateway and our customers. The controlling shareholder of Alorica, Mr. Lee, was elected to GatewayÕs executive team in April 2004 and Mr. LeeÕs spouse is the current Vice President of Legal and Business Affairs of Alorica. Gateway has implemented procedures to provide for independent senior management oversight and Audit Committee review of all commercial relationships between Gateway and Alorica. Gateway has entered into an approximate $4 million software development arrangement with this company and paid approximately $42.5 million, $0.5 million and $0 for the services described above during the years ended December 31, 2004, 2003 and 2002, respectively (amounts paid by eMachines to Alorica prior to GatewayÕs acquisition of eMachines on March 11, 2004 are excluded from these dollar totals). This growth in services provided by Alorica is a result of our increased presence in third-party retail and the consolidation of our best-in-class service and support relationships, resulting in more business being serviced by a smaller number of Gateway partners in 2004. We expect to continue to utilize the services of Alorica in 2005 and beyond.

4/12/2004 Proxy Information

Mr. Waitt is the direct and indirect owner of various corporate entities that own certain aircraft. A Gateway subsidiary is party to a time sharing agreement with one such entity to provide an aircraft for company use on an as-needed basis at a rate equal to the lesser of $1,000 per flight hour or 200% of the cost of fuel, oil and other additives used, plus other certain direct out-of-pocket costs per flight. During 2003, the lesser rate was always $1,000 per flight hour. In addition, during 2003 a Gateway subsidiary was a party to a charter arrangement with another such entity to provide another corporate aircraft at a rate of $5,440 per flight hour on an as-needed basis. As of January 1, 2004, this charter arrangement has been changed into a time sharing agreement which provides for a rate of 200% of the cost of fuel, oil and other additives used, plus other certain direct out-of-pocket costs per flight. Both arrangements incurred an aggregate charge of $985,508 for 2003. The entities owned by Mr. Waitt lease hangar space for their aircraft from a Gateway subsidiary and in 2003 paid $74,838 for such hangar usage. Based upon a competitive analysis of comparable leased aircraft, we believe the arrangements and rates are more favorable to Gateway than market rates otherwise available to Gateway for like aircraft and that amounts paid to Gateway for hangar space are not less than prevailing market rates. In addition, during 2003, we made rental payments for the North Sioux City, South Dakota Gateway Store totaling $130,098 pursuant to a lease agreement with a company indirectly controlled by Mr. Waitt. We believe that we paid fair market value for the lease based on an independent study at the time we entered into the lease of comparable rental rates in the local real estate market. The Waitt Family Foundation and another company owned by Mr. Waitt have purchased Gateway products at retail prices. In addition, these entities have purchased information technology services on an hourly rate as needed from Gateway for an aggregate total of $104,705 during 2003.

At no cost to Gateway, we have also made available to the Waitt Family Foundation (a non-profit organization) the full-time services of a Gateway vice-president for strategic planning. The Foundation reimburses us on a monthly basis for all the costs of the vice-presidentÕs compensation and benefits. This arrangement ended in August 2003.

We currently plan to employ Andy Lee as our Senior Vice President, IT/Web Officer in connection with the integration of eMachines, Inc. Mr. Lee owns 100% of the common stock of Alorica, Inc., and serves as Chairman & Chief Executive Officer of that company. Alorica has acted (and currently acts) as a supplier to Gateway and eMachines. Gateway also holds preferred stock in Alorica that could be converted into approximately 17% of the common stock of Alorica and warrants that would convert into approximately 4.3%; the warrants however, are at an exercise price that is significantly above the current value of Alorica common stock. In 2003, Gateway paid Alorica approximately $535,000 for customer technical support services and eMachines paid Alorica approximately $18.5 million for services of a similar nature. If Mr. Lee is employed by the Company, he will resign his positions at Alorica and will not be involved in any management capacity with decisions related to or supervision of Alorica services. These decisions will be made by other senior executives at Gateway. We expect to continue to utilize the services of Alorica in 2004 and beyond. If Mr. Lee is employed by Gateway, any subsequent amendments or modifications to existing contracts or new agreements with Alorica will be approved in advance by the Board.

Richard D. Snyder served as President and Chief Operating Officer of Gateway, Inc. from January 1996 until his resignation in August 1997 and was Executive Vice President from July 1991 until January 1996.

Theodore W. Waitt co-founded Gateway, Inc. in 1985, and has served as Chairman since February 1993. He was re-elected to the positions of President and Chief Executive Officer in January 2001 and served as such until March 2004. Previously, Mr. Waitt was President from 1985 until January 1996 and Chief Executive Officer from February 1993 until December 1999.

4/17/2003 Proxy Information

Mr. Waitt is the direct and indirect owner of various corporate entities that own certain aircraft. Since January 1, 2001, a subsidiary of Gateway is party to a time sharing agreement with such entities to provide two aircraft for company use on an as-needed basis at rates of $1,000 and $5,440 per flight hour, depending on the aircraft, incurring an aggregate of $801,145 of charges for 2002. Based upon a competitive analysis of comparable leased aircraft, we believe the arrangements and rates are more favorable to Gateway than market rates otherwise available to Gateway for like aircraft. In addition, during 2002, we made rental payments for the North Sioux City, South Dakota Gateway Store totaling $111,960 pursuant to a lease agreement with a company indirectly controlled by Mr. Waitt. We believe that we paid fair market value for the lease based on an independent study of comparable rental rates in the local real estate market.

Through a financial investment company that Mr. Waitt did not manage or make investment decisions for, and which he has since disposed of, he owned an indirect controlling interest in an entity that resold refurbished or remanufactured computers purchased from various PC manufacturers. The reseller conducted its business without any involvement or input from Mr. Waitt. In 2002, without Mr. WaittÕs knowledge, this entity purchased approximately $1.04 million in remanufactured systems from us at prices and terms equivalent to those available to other resellers of refurbished or remanufactured systems. During the first quarter of 2003, Mr. Waitt sold his interest in the financial investment company and does not now have any direct or indirect interest in the reseller.

At no cost to Gateway, we have also made available to the Waitt Family Foundation (a non-profit organization) the full-time services of a Gateway vice-president for strategic planning. The Foundation reimburses us on a monthly basis for all the costs of the vice-presidentÕs compensation and benefits