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Exhibit No. 99(c)
FANZ ENTERPRISES, INC.
0000-X XXXXXXXXXX XXXXXX XX., XXXXX 000
XXXXXXXXX, XXXXX XXXXXXXX 00000-0000
(000) 000-0000
July 30, 2001
Xx. Xxxx Xxxxxxxxx
Vice President
Firstar Bank, N.A.
Corporate Trust Department
0000 Xxxxx Xxxxx Xxxxxx Xx., Xxxxx 000
Xxxxxxxxx, XX 00000
RE: AMENDED AND RESTATED ESCROW AGREEMENT FOR FANZ ENTERPRISES, INC. PUBLIC
OFFERING FUNDS
Dear Xx. Xxxxxxxxx:
As you are aware, FanZ Enterprises, Inc. ("FanZ") is currently in the
process of registering a public offering of its common stock (the "Offering")
with the U.S. Securities and Exchange Commission (the "SEC") and various state
security agencies. As a precondition to the SEC and the states approving the
Offering, FanZ entered into an Amended and Restated Escrow Agreement for FanZ
Enterprises, Inc. Public Offering Funds, dated July 19, 200, with Firstar Bank,
N.A. (the "Agreement").
At the request of the National Association of Securities Dealers, FanZ
desires to make one slight modification to the Agreement. FanZ desires to remove
the phrase "endorsed (if appropriate) to the order of the Escrow Agent" in
Section 1 of the Agreement. After taking into account the desired change,
Section 1 of the Agreement will read as follows:
"1. Until the Initial Closing has been held, all proceeds from offers
or sales of Shares in the Public Offering shall be delivered to the Escrow
Agent by noon of the next business day following receipt of such money by
the Company and any broker/dealers working on behalf of the Company
together with an appropriate written statement setting forth the name,
address and social security number of each person subscribing Shares, the
number of Shares subscribed, and the amount paid by each such subscriber."
2
All other provisions of the Agreement shall remain in full force and
effect without modification or change.
If you are in agreement with the changes explained in this letter,
please sign the attached copy and return it to me. If you have any questions
regarding the matters discussed in this letter, please feel free to contact me
at 000-000-0000 or Xxxxxx X. Xxxxxxxx at 000-000-0000.
Sincerely,
/s/ Xxxxxxxxx X. XxXxxxxx
Xxxxxxxxx X. XxXxxxxx, XX
President
ACKNOWLEDGED AND AGREED TO:
X /s/ Xxxxx Xxxxxxxx
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Name: Xxxxxx X. Xxxxxxxx
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Date: 8-2-01
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