EXHIBIT 2.3
FIRST AMENDMENT TO SELLING AGENCY AGREEMENT
BETWEEN
XXXXXX AND XXXXX XXXXXX,
GLOBAL ONE DISTRIBUTION & MERCHANDISING INC.
AND
XXXXXX, XXXXXXX & XXXXX, INCORPORATED
The undersigned, Xxxxxx and Xxxxx Xxxxxx (the "Angards"), Global One
Distribution & Merchandising Inc. (the "Company") and Xxxxxx, Xxxxxxx & Xxxxx,
Incorporated ("MJK") hereby acknowledge and agree that the Selling Agency
Agreement by and between them, dated August 11, 1997 (the "Agency Agreement") is
hereby amended as follows:
1. Section 6(b) of the Agency Agreement is hereby amended to provide for
a partial closing by adding the following sentence to the end of such
subsection.
"In the event that a partial Closing is held on less than all of the
Securities to be sold hereunder, the parties agree that the proceeds of any such
partial Closing shall be delivered by wiring one tenth of such proceeds to the
Seller and nine-tenths of such proceeds to the Company."
IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to
Selling Agency Agreement to be executed as of August 25, 1997.
GLOBAL ONE DISTRIBUTION &
MERCHANDISING INC.
By: /s/ XXXXXX XXXXXXX
------------------------------------
Its: President
XXXXXX, XXXXXXX & XXXXX,
INCORPORATED
By: /s/ XXXXX X. XXXXXXX
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Its: Executive Vice President
/s/ XXXXXX XXXXXX
-------------------------------------
Xxxxxx Xxxxxx
