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EXHIBIT 10.9
AMENDMENT NO. 1 TO
CONSULTING AND MARKETING AGREEMENT
This Amendment No. 1 (the "Amendment") to the Consulting and Marketing
Agreement dated as of September 22, 1994 is made by and between HELICON, INC., a
California nonprofit corporation ("Helicon") and CHILDREN'S COMPREHENSIVE
SERVICES, INC., a Tennessee Corporation ("CCS").
RECITALS:
WHEREAS, Helicon and CCS entered into that certain Consulting and
Marketing Agreement dated as of September 22, 1994 (the "Agreement"); and
WHEREAS, Helicon and CCS desire to amend certain terms of the Agreement
as described in this Amendment.
NOW, THEREFORE, in consideration of the mutual promises, covenants and
agreements contained herein, Helicon and CCS agree as follows:
1. Section 2.1 of the Agreement is deleted in its entirety and replaced
with the following:
2.1 Term. This Agreement shall become effective as of August 1, 1992,
and, unless earlier terminated in accordance with the terms of Article
X herein, shall remain in effect until September 1, 2004.
2. Section 12.1 of the Agreement is deleted in its entirety and
replaced with the following:
12.1 Notices. Any notice or other communication by either party to the
other shall be given in writing and deemed to have been duly given if
either delivered personally or mailed, postage prepaid, certified or
registered mail, return receipt requested, addressed as follows:
To Helicon: Attn: President
▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Copy to: ▇▇▇ ▇▇▇▇▇▇, Esq.
Best, Best & ▇▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
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To CCS: Attn: ▇▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
The place for receiving notices under this Agreement may, from time to
time, be changed by the parties upon giving written notice by certified or
registered mail, return receipt requested, of such change of address.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Amendment as of the 1st day of September, 1999.
HELICON, INC., a California
nonprofit corporation
By: /s/ ▇▇▇ ▇. ▇▇▇▇▇▇
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Name: ▇▇▇ ▇. ▇▇▇▇▇▇
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Title: President
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CHILDREN'S COMPREHENSIVE SERVICES,
INC., a Tennessee corporation
By: /s/ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
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Name: ▇▇▇ ▇. ▇▇▇▇▇▇▇▇
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Title: Vice Chair/President
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