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EXHIBIT 10.17
December 17, 1999
TO: Holders of Series A, B and C Convertible Preferred Stock
RE: LETTER AGREEMENT SERIES A, B AND C PREFERRED STOCK
Ladies and Gentlemen:
Advanced Environmental Recycling Technologies, Inc. (the "Company") and
each of the undersigned, for good and valuable consideration, intending to be
legally bound, hereby agree as follows:
1. The Filing Date (as originally defined in Section 2(a) of the
Registration Rights Agreement, dated as of September 30, 1998
(the "Registration Rights Agreement"), by and among the Company
and each of you) and as subsequently redefined on April 12, 1999,
shall not mean June 1, 1999, but shall instead mean January 1,
2000.
2. The Registration Deadline (as originally defined in Section 2(c)
of the Registration Rights Agreement, and as subsequently
redefined on April 12, 1999, by and among the Company and each of
you) shall not mean August 1, 1999, but shall instead mean March
1, 2000.
3. This agreement shall become effective when counterparts of this
agreement have been signed by each party hereto and delivered to
each other party hereto; provided however, that this agreement
shall be deemed to be void from the beginning and of no further
force and effect if (a) the Registration Statement (as defined in
the Registration Rights Agreement) is either (i) not filed by
January 1, 2000 or (ii) not declared effective by March 1, 2000
or (b) the Company shall have 50% or more of the voting power of
its capital stock owned beneficially by one person, entity or
"group" (as such term is used under Section 13(d) of the
Securities Exchange Act of 1934, as amended) other than Xxxxxxxx
Xxxxxx, Xxxxxx Xxxxxx, Xxxxxx Xxxxxx, Xxxxxxx Xxxxxx and members
of their immediate family (each of the events in the immediately
preceding clauses (a)(i), (a)(ii) or (b) being a "Termination
Event"). If a Termination Event occurs, all of the rights and
remedies of the Investors (as defined in the Registration Rights
Agreement) shall be restored as if this Agreement had never been
in force, including, without limitation, that the Filing Date
shall mean June 1, 1999 and the Registration Deadline shall mean
August 1, 1999 and all payments pursuant to Section 2(c) of the
Registration Rights Agreement (as amended on April 12, 1999)
shall be calculated as of such dates.
If the foregoing accurately states the terms of the agreement that
each of you have reached with the Company, please so indicate by
signing this agreement in the space indicated below. This agreement
may be executed in two or more counterparts, all of which shall be
considered one and the same agreement. This agreement, once executed
by a party, may be delivered to the other
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parties hereto by facsimile transmission of a copy of this agreement
bearing the signature of the party so delivering this agreement.
Very truly yours,
ADVANCED ENVIRONMENTAL RECYCLING
TECHNOLOGIES, INC.
By: /S/ Xxx X. Xxxxxx, Chairman
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Agreed to and accepted as of the date first written above:
ZANETT LOMBARDIER, LTD. HARLOW ENTERPRISES, INC.
By: /S/ G. A. Cicogna By:
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Name: Xxxxxxxx Xxxxxxx Name:
Title: Director to Advisor --------------------------
Title:
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PARKLAND LIMITED
By:
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Name:
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Title:
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XXXXXXX SACHS PERFORMANCE XXXXXXX XXXXX PERFORMANCE
PARTNERS (OFFSHORE), L.P. PARTNERS, L.P.
By: Commodities Corporation LLC, By: Commodities Corporation LLC,
its general partner its general partner
By: /S/ Xxxxxxx Xxxxxxxxxxx By: /S/ Xxxxxxx Xxxxxxxxxxx
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Name: Xxxxxxx Xxxxxxxxxxx Name: Xxxxxxx Xxxxxxxxxxx
Title: Vice President Title: Vice President
/S/ Xxxxxx X. Xxxxxxx /S/ Xxxxx Xxxxxxxx
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XXXXXX X. XXXXXXX XXXXX XXXXXXXX
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Agreed to and accepted as of the date first written above:
RAZORBACK FARMS, INC. XXXXXX INVESTMENTS, INC.
By: /S/ Xxxxx Xxxxxx By: /S/ Xxxxxxxx X. Xxxxxx
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Name: RAZORBACK FARMS, INC. Name: XXXXXX INVESTMENT CO.
Title: CEO Title: Chairman
/S/ Xxx Xxxx /S/ Xxxxxxx Xxxx
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XXX XXXX XXXXXXX XXXX
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Agreed to and accepted as of the date first written above:
XXXXX & CO. MILLENCO
By: /S/ Xxxxx Xxxxxx By: /S/ Xxxxxxx XxXxxxxx
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Name: XXXXX XXXXXX Name: XXXXXXX XXXXXXXX
Title: CHIEF ADMINISTRATIVE OFFICER Title: C.O.O.
/S/ Xxxxxx X. Xxxxxx
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XXXXXX X. XXXXXX
