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Exhibit 10.20
SECOND AMENDMENT TO INVESTMENT AGREEMENT
This SECOND AMENDMENT TO INVESTMENT AGREEMENT (the "Second Amendment")
is made between CIAO LIMITED, INC., an Ohio corporation (the "Company"), and
BLUE CHIP CAPITAL FUND LIMITED PARTNERSHIP, a Delaware limited partnership
("Blue Chip") effective as of November 15, 1996.
RECITALS:
WHEREAS, the parties entered into an Investment Agreement dated as of
August 1, 1996 (the "Agreement"), as amended effective September 15, 1996 (the
"First Amendment") on the terms contained therein;
WHEREAS, the parties desire to amend the Agreement and the First
Amendment on the terms contained herein;
NOW, THEREFORE, the parties agree as follows:
1. Paragraph 1 of the First Amendment is hereby deleted and the
following new Paragraph 1 is substituted in lieu thereof:
"1. The Company hereby confirms that Blue Chip shall be
entitled to sell up to 75,000 shares in the over- allotment
option of the initial public offering (as referenced in the
Agreement)."
2. Except as amended hereby, the Agreement shall remain in full
force and effect.
BLUE CHIP CAPITAL FUND LIMITED
PARTNERSHIP
By: Blue Chip Venture Company, its
General Partner
By: /s/ Xxxx X. Xxxxx
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Name: Xxxx X. Xxxxx
Title: President
CIAO LIMITED, INC.
By: /s/ Xxxx X. Xxxxxxxxxxx
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Xxxx X. Xxxxxxxxxxx
President
