Exhibit 10.23
AMENDMENT TO SERVICES AGREEMENT
This amendment ("Amendment") dated as of March 30, 2007 is by and between
Barington Capital Group, L.P., a New York limited partnership with an address at
000 Xxxxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 ("BCG"), and
Dynabazaar, Inc., a Delaware corporation with an address at 000 Xxxxxxx Xxxxxx,
00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 (the "Company").
RECITALS:
WHEREAS, the Company and BCG are parties to that certain Services
Agreement, dated as of December 17, 2005, as amended (the "Agreement"); and
WHEREAS, the Company and BCG desire to amend the Agreement as set forth
herein, effective as of January 1, 2007, to extend the term of the Agreement and
provide for an adjustment in the monthly fee payable under the Agreement
following the closing of the transactions (the "Transactions") contemplated by
the Amended and Restated Agreement and Plan of Merger entered into as of
February 26, 2007 by and among the Company, L Q Corporation, Inc., a Delaware
corporation, and LQ Merger Corp., a Delaware corporation and a wholly-owned
subsidiary of the Company.
NOW, THEREFORE, in consideration of the mutual covenants expressed herein
and for other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the parties hereto, intending to be legally bound
hereby, agree as follows:
1. Section 3A of the Agreement is hereby amended so as to provide that
the fee payable by the Company to BCG shall be $7,500 a month until
the closing of the Transactions, and thereafter $10,000 a month.
2. Section 4 of the Agreement is hereby amended to extend the term of
the Agreement until December 31, 2007.
3. This Amendment shall be effective as of January 1, 2007. The
Agreement, as amended by this Amendment, is in full force and effect
and is hereby ratified and confirmed.
4. This Amendment may be executed by the parties hereto in separate
counterparts, each of which when so executed and delivered shall be
an original, but all such counterparts shall together constitute but
one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
duly executed by their authorized representative as of the date set forth above.
BARINGTON CAPITAL GROUP, L.P.
By: LNA Capital Corp., General Partner
By: /s/ Xxxxx X. Xxxxxxxxxxx
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Xxxxx X. Xxxxxxxxxxx
Chairman
DYNABAZAAR, INC.
By: /s/ Xxxx Xxxxx
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Xxxx Xxxxx
Chairman
