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EXHIBIT 10.2
AMENDMENT TO ASSET PURCHASE AGREEMENT
AND INTERIM AGREEMENT
M&L International Group, LLC, M&L Hong Kong, Ltd. and Amerex (USA)
Inc. (collectively, "Buyer") and M&L International, Inc. and M&L International
(H.K.) Limited, (collectively, "Seller") agree to the following amendments to
the Asset Purchase Agreement and Interim Agreement.
1. Buyer acknowledges that the Conditions set forth in Section 5
of the Interim Agreement have been satisfied by the issuance and entry of the
order dated February 11, 1999 (the "Procedures Order").
2. The Asset Purchase Agreement definition of "Break-up Fee"
shall mean $200,000 as approved by the Procedures Order.
3. The Bidding Procedures as defined in Section 7.9 of the Asset
Purchase Agreement shall be deemed amended to conform to the Procedures Order
and the terms of the exhibits attached to the Procedures Order.
M&L HONG KONG, LTD. M&L INTERNATIONAL, INC.
By: /s/ Xxxx X. Xxxxxx By: /s/ Xxxxx Xxxxxxxxxx,Xx.
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Xxxx X. Xxxxxx Xxxxx Xxxxxxxxxx, Xx.
Chairman Vice President
M&L INTERNATIONAL GROUP, LLC M&L INTERNATIONAL (H.K) LIMITED
By: /s/ Xxxx X. Xxxxxx By: /s/ Xxxxx Xxxxxxxxxx, Xx.
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Xxxx X. Xxxxxx Xxxxx Xxxxxxxxxx, Xx.
Chairman Attorney-in-Fact
AMEREX (USA) INC.
By: /s/ Xxxx X. Xxxxxx
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Xxxx X. Xxxxxx
Chairman
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