EXHIBIT 2.5
AMENDMENT #3 TO REORGANIZATION AGREEMENT
This Amendment #3 to Reorganization Agreement (this "Amendment
#3") is entered into as of October 29, 2001 by and between National Paintball
Supply Co., Inc. ("NPSC"), a corporation organized and existing under the laws
of the State of South Carolina and American Inflatables, Inc. ("American"), a
corporation organized and existing under the laws of the State of Delaware.
RECITALS
A. The parties hereto entered into that certain Reorganization
Agreement dated as of October 12, 2000, as amended by Amendment #1 dated January
31, 2001 and Amendment #2 on August 13. 2001 (as amended, the "Original
Reorganization Agreement").
B. The parties agree that it is necessary to amend the Original
Reorganization Agreement to reflect subsequent events.
C. Capitalized terns, used herein and not otherwise defined
herein, shall have the meaning ascribed to them in the Original Reorganization
Agreement.
NOW, THEREFORE, in consideration of the premises and the mutual
representations, warranties and agreements herein contained, NPSC and American
hereby agree as follows:
AGREEMENT
Section I. Amendment to Section 2.2. Section 2.2 of the Original
Reorganization Agreement is hereby amended to change the November 30, 2001 date
therein to December 31, 2001.
Section 2. No other Changes or Waivers. Except as expressly set
forth herein, the Original Reorganization Agreement is not amended or altered in
any respect, and neither party waives any rights that they have under the
Original Reorganization Agreement. The parties acknowledge that the Original
Reorganization Agreement otherwise remains in full force and effect.
1N WITNESS WHEREOF, this Amendment #3 Reorganization Agreement
has been duly entered as of the date first written above.
WITNESS: NATIONAL PAINTBALL SUPPLY CO., INC.
-------------------------- By: /s/ Xxxxxxx X. Xxxxxxxxx
AMERICAN INFLATABLES. INC,
By: /s/ Xxxxx Xxxxxxxxxx
