REDACTED - OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE COMMISSION AND IS
DENOTED HEREIN BY *****.
FOURTH AMENDMENT TO AGREEMENT
THIS FOURTH AMENDMENT TO AGREEMENT (this "Amendment") is entered into
as of October 5, 1999 by and among C3, INC., a North Carolina corporation
("C3"), XXXX X. XXXXXXX, INC. ("JMB").
Statement of Purpose
C3 and JMB entered into an Ageement dated September 24, 1997 (the
"Agreement") to formalize the terms upon which JMB will cut moissanite gemstones
for C3, a First Amendment to the Agreement dated March 23, 1998 (the "First
Amendment"), a Second Amendment to the Agreement dated September 28, 1998 (the
"Second Amendment") and a Third Amendment to the Agreement dated June 16, 1999
(the "Third Amendment"). C3 and JMB now desire to amend the Agreement to provide
additional expansion funds to JMB, to provide for JMB to perform certain preform
identification and finished gemstone grading services, to extend the term of the
Agreement as forth below.
Therefore, in consideration of the foregoing, the mutual covenants and
agreements contained herein, and other good and valuable consideration the
receipt and sufficiency of which are hereby acknowledged, the parties hereby
agree as follows:
1. Additional Expansion Funds. Within 3 business days after the date of
this Amendment, C3 will advance to JMB by certified check delivered to the
address set forth in Section 7 of the Agreement, additional expansion funds in
the amount of $******, which will make the total expansion funds advances by C3
equal $****** (the "Expansion Funds"), which funds will be utilized by JMB
solely to expand its affiliate's production facility and procure additional
equipment and labor as needed to enable JMB and its affiliate to satisfy the
production volumes contemplated by the Agreement. The entire amount of the
Expansion Funds will be an advance against production charges payable by C3
pursuant to Section 2, below, and C3 will be credited against production charges
for the entire amount of the Expansion Funds pursuant to Section 2, below.
2. Cutting Charges. C3 will pay JMB for Moissanite Gemstone cutting
services at rates as set forth on Exhibit A to the Second Amendment. For cutting
services provided by JMB through January 31, 2000, the amount payable to JMB by
C3 reflected on each invoice will be reduced by **% and from and after February
1, 2000 by **% until the aggregate amount of such reductions prior to and after
this Amendment equals $****** and C3 has received full credit against production
charges for the amount of the Expansion Funds. In all other respects the cutting
charges and payment procedures in the Agreement, the First Amendment and the
Second Amendment are hereby confirmed.
3. Extension of Term. The initial term of the Agreement will be
extended from the date first set forth in the Agreement through December 31,
2002, however, C3 may terminate the Agreement at any time after January 1, 2002
with 90 days prior written notice.
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4. Production Procedures: Standards
a. The monthly production volumes (in finished pieces)
will be as follows:
Sep 1999 *****
Oct 1999 *****
Nov 1999 *****
Dec 1999 *****
Jan 2000 *****
Feb 2000 *****
March 2000 *****
April 2000 *****
May 2000 *****
Jun 2000 *****
July 2000 *****
Aug 2000 *****
Sep 2000 *****
Oct 2000 *****
Nov 2000 *****
Dec 2000-Dec 2002 *****
b. In all other respects the production procedures and
standards in the Agreement, the First Amendment and the Second
Amendment are hereby confirmed.
5. Confirmation of Agreement. In all other respects the parties hereto
confirm the terms of the Agreement, the First Amendment, the Second Amendment
and the Third Amendment. JMB will obtain in writing, and provide to C3, the
consent of its affiliate to be bound by the terms of this Amendment.
IN WITNESS WHEREOF, each of the parties has executed and delivered this
Amendment by its duly authorized officer, as of the date first above written.
C3, INC.
By: /s/ Xxxx X. Xxxx
------------------------------------
Name: Xxxx X. Xxxx
----------------------------------
Title: Chief Financial Officer
---------------------------------
XXXX X. XXXXXXX, INC.
By: /s/ Xxxx X. Xxxxxxx
------------------------------------
Name: Xxxx X. Xxxxxxx
----------------------------------
Title: Managing Director
---------------------------------
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CONSENT
Beehive Industries PVT, Ltd. has reviewed the Fourth Amendment dated
October 5, 1999 to the Agreement dated September 24, 1997 by and between C3, Inc
and Xxxx X. Xxxxxxx, Inc. and agrees to be bound by the terms as set out
therein.
This the 5 day of October, 1999.
Beehive Industries PVT, Ltd.
By:____________________
Its: Managing Director
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