EXHIBIT 10.8
THIRD AMENDMENT TO THE AGENCY AGREEMENT
THIS THIRD AMENDMENT (the "Amendment") to the Agency Agreement, as
amended by the First and Second Amendments thereto (as so amended, the "Agency
Agreement"), dated as of September 11, 2000, by and between xxxxx.xxx, Inc. a
Georgia corporation (the "Company"), and Xxxxxxxxx Xxxxxx & Xxxxx (the "Agent")
is made as of June 5, 2001 by and between the Company and the Agent. Capitalized
terms used by not defined herein shall have the meanings ascribed to them in the
Agency Agreement.
W I T N E S S E T H
WHEREAS, the Company and the Agent desire to amend the Agency Agreement
as provided herein,
NOW, THEREFORE, in consideration of the foregoing and the mutual
covenants and agreements herein, the parties hereto do hereby agree as follows:
SECTION 1. Amendment to Agency Agreement. Section 2.2 of the Agency
Agreement is hereby amended by deleting the second sentence of such section in
its entirety and replacing it with the following: "However the Company or Agent
may in the Company's or the Agent's sole discretion, as the case may be,
terminate this Agreement at any time after June 5, 2001."
SECTION 2. Effect on Merger Agreement. Except a otherwise specifically
provided herein, the Agency Agreement shall not be amended but shall remain in
full force and effect.
SECTION 3. Headings. The Section headings contained in this Amendment
are for reference purposes only and will not affect in any way the meaning or
interpretation of this Amendment.
SECTION 4. Counterparts. This Amendment may be executed simultaneously
in counterparts, each of which will be deemed an original, but all of which
together will constitute one and the same instrument.
[SIGNATURE PAGE FOLLOWS]
IN WITNESS WHEREOF, the Parties have caused this Amendment to be duly
executed as of the day and year first above written.
XXXXX.XXX, INC.
By:
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Its:
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XXXXXXXXX XXXXXX & XXXXX
By:
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Its:
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