AMENDMENT TO LETTER OF INTENT
AMENDMENT TO LETTER OF INTENT
This AMENDMENT TO LETTER OF INTENT, dated August 4, 2015, is intended to amend that certain Letter of Intent dated June 12, 2015 (the “Original LOI”), by and among Avalanche International Corp. a Nevada corporation, J.S. Technologies, Inc., a California corporation, Xxxxx Xxxxx, Xxxx Xxxx, Xxxx Xxxx, Xxxxx Xxxx, and Xxxxxx Xxxxx (the “Parties”).
RECITALS
WHEREAS, the Parties wish to amend the Original LOI as to the terms identified herein, but to leave the remaining document in full force and effect, without other alteration;
NOW THEREFORE, in consideration for the mutual covenants, agreements and representations and warranties contained herein and the Original LOI, the parties, intending to be legally bound hereby, agree as follows:
Item 6(f) of the Original LOI shall be amended to read, in its entirety, as follows:
f) | On the Closing Date, the concurrent closing of an agreement by AVLP to purchase all of the issued and outstanding members’ interests in S&J Design Labs, LLC. Xxxx Xxxx, Xxxxx Xxxxx and AVLP are to agree upon a purchase price of S&J Design Labs, LLC on or before the Closing Date. In the event Xxxx Xxxx, Xxxxx Xxxxx and AVLP are unable to agree upon a purchase price for S&J Design Labs, LLC, they agree to the following process for the determination of the sales price of S&J Design Labs, LLC: AVLP and any seller will have the right retain to their own interested appraiser to submit a proposed appraisal of S&J Design Labs, LLC with the appraisal date being the date of this LOI. The parties’ proposed appraisals shall be submitted to a disinterested appraiser, to be agreed upon mutually by all parties, who shall act as a referee and will make a binding determination of the purchase price for S&J Design Labs, LLC. Alternatively, the parties have the option of hiring one disinterested appraiser to render a binding determination of the purchase price of S&J Design Labs, LLC. |
All other terms not identified herein shall remain unchanged.
IN WITNESS WHEREOF, each of the parties hereto has executed this Amendment as of the day and year first above written.
Avalanche International Corp.
By: /s/ Xxxxxx X. Xxxx
Xxxxxx X. Xxxx III, Chairman of the Board
J.S. Technologies, Inc.
By: /s/ Xxxx Xxxx
Print name: Xxxx Xxxx
Title: President
/s/ Xxxxx Xxxxx
Xxxxx Xxxxx
/s/ Xxxxxx Xxxxx
Xxxxxx Xxxxx
/s/ Xxxx Xxxx
Xxxx Xxxx
/s/ Xxxx Xxxx
Xxxx Xxxx
/s/ Xxxxx Xxxx
Xxxxx Xxxx
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