AMENDMENT NO. 1
This AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT ("Amendment"), made and
entered into as of March 16, 1999, by and among Laser Photonics, Inc., a
Delaware corporation ("LPI") and Laser Analytics, Inc., a Massachusetts
corporation ("LAI"), on the one hand, (collectively, "Sellers"), and Laser
Analytics, Inc., a Texas corporation ("Purchaser") on the other hand.
RECITALS
WHEREAS, LPI, LAI and Purchaser entered into that certain Asset Purchase
Agreement ("Agreement"), dated as of January 4, 1999;
WHEREAS, Section 5 of the Agreement provides for a closing date of March 16,
1999 or such other time as agreed by the parties in writing;
WHEREAS, the parties wish to designate July 28, 1999 as the Closing Date
under the Agreement;
AGREEMENT
NOW, THEREFORE, in consideration of the premises and the mutual promises,
covenants and conditions herein contained, the parties hereto do hereby agree as
follows:
1. Section 5 of the Agreement is amended and restated to read as
follows:
"5. CLOSING. The closing of this transaction (the "Closing") shall take
place as of the close of business as of July 28, 1999 (the "Closing Date") at
the offices of Matthias & Xxxx LLP located at 0000 Xxxxx Xxxxx Xxxxx, Xxxxx 000,
Xxx Xxxxxxx, Xxxxxxxxxx 00000 or at such other place and date as the parties
hereto agree to in writing."
2. All other terms and conditions of the Agreement remain in
force.
IN WITNESS WHEREOF, each of the parties has caused this Amendment to be
duly executed and delivered in its name and on its behalf, all as of the day and
year first above written at Carlsbad, California.
("LPI")
LASER PHOTONICS, INC.
a Delaware corporation
By: /s/ Xxxxx Xxxxxxxx
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Xxxxx Xxxxxxxx, Chief Financial Officer
("LAI")
LASER ANALYTICS, INC.
a Massachusetts corporation
By: /s/ Xxxxx Xxxxxxxx
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Xxxxx Xxxxxxxx, Chief Financial Officer
("Purchaser")
LASER ANALYTICS, INC.
a Texas corporation
By: /s/ Xxxxx X. Xxxx, Xx.
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Xxxxx X. Xxxx, Xx., President
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