Exhibit 5
AGREEMENT AMONG REPORTING PERSONS
THIS AMENDED AGREEMENT is made and entered into by and
between Xxxxxxx X. Xxxxxx and Xxxxx X. Xxxxxx.
W I T N E S S E T H:
WHEREAS, each of the parties hereto beneficially owns shares
of the Common Stock of Concepts Direct, Inc. (the "Issuer");
WHEREAS, each of the parties hereto desires to file a single
Schedule 13D indicating the beneficial ownership of each party; and
WHEREAS, Rule 13d-1(k)(1)(iii) under the Securities Exchange
Act of 1934 (the "Act") requires that, when a Schedule 13D is
filed on behalf of more than one person, the Schedule 13D shall
include as an exhibit to the Schedule 13D an agreement in writing
of such persons that the Schedule 13D is filed on behalf of each
of them;
NOW, THEREFORE, in consideration of the premises and the
mutual promises of the parties hereto the parties hereto covenant
and agree as follows:
1. Each of the parties hereto agree that a single Schedule
13D and any amendments thereto relating to the shares of Common
Stock of the Issuer shall be filed on behalf of each of them.
2. Each of the parties hereto acknowledge and agree that
pursuant to Rule 13d-1(k)(1) under the Act each of them is
individually responsible for the timely filing of such Schedule
13D and any amendments thereto and for the completeness and
accuracy of the information contained therein.
3. This Agreement shall not be assignable by any party hereto.
4. This Agreement shall be terminated only upon the first to
occur of the following: (a) the death of any of the parties
hereto, or (b) a written notice of termination given by any party
hereto to all of the other parties hereto.
5. This Agreement may be executed in several counterparts,
each of which shall be deemed to be an original copy hereof, but
all of which together shall constitute a single instrument.
IN WITNESS WHEREOF, the parties hereto have executed
this Agreement as of the 1st day of July, 2002.
/s/ Xxxxxxx X. Xxxxxx
Xxxxxxx X. Xxxxxx
/s/ Xxxxx X. Xxxxxx
Xxxxx X. Xxxxxx
