EXHIBIT 10(ao)
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AMENDMENT No. 1 to MEMORANDUM OF AGREEMENT
between
UNI-CHEM CO., LTD. and SPIRE CORPORATION
This Amendment is made effective September 17, 2009, by and between Spire
Corporation ("Spire") and Uni-CHEM Co., Ltd. ("Uni-CHEM") to amend the
Memorandum of Agreement dated August 26, 2009 ("MOA"; individually referred to
as "Party" and collectively referred to as "Parties").
WHEREAS, the Parties entered into an MOA on August 26, 2009;
WHEREAS, the Parties intend to restate and revise certain intents and
obligations within the MOA;
NOW THEREFORE, the Parties agree to and shall amend the MOA as follows:
1. Part II(1) shall be replaced entirely with the following:
"Uni-CHEM shall pay to Spire a non-refundable Initial Down Payment of
USD One Million USD ($1,000,000) ("Initial Down Payment") on or before
September 18, 2009. Uni-CHEM shall pay to Spire an additional and
subsequent non-refundable Initial Down Payment of USD One Million USD
($1,000,000) on or before October 30, 2009."
2. Part II(2)(d) shall be replaced entirely by the following:
"Spire's receipt of the first scheduled payment from each of the
above-mentioned agreements on or before November 20, 2009."
Except as expressly set forth herein, all other terms and conditions of the MOA
shall remain unchanged.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement and these
Amendments as of the date first above written.
Offered By: Acknowledged and Accepted By:
Spire Corporation Uni-CHEM CO., Ltd.
/s/ Xxxxxx X. XxXxxxx /s/ Xxxxxx Xxx
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By By
C.O.O. Chairman
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Title Title
Sept. 17, 2009 Sept. 17, 2009
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Date Date
