Piper Acquisition III, Inc.
Exhibit 10.1
Piper Acquisition III, Inc.
0000 X. Xxxxx Xxxxxxx, Xxxxx 000
Xxxxxxx Xxxxx, Xxxxxxxxxx 00000
November 23, 2010
Xxxxx Xxxx, CEO & CFO
00 Xxxxxxx Xxxxxx
Xxxxxxx Xxxxxxx, Xxxxxx
Dear Xx. Xxxx:
Reference is hereby made to that certain Contribution Agreement entered by and between Arkson Neutraceuticals Corp. (“Arkson”), Xxxxx Xxxx (“Xxxx”) and Piper Acquisition III, Inc. (“Piper”) dated November 4, 2010 (the “Agreement”). In consideration of the payment of $7,500 by Piper to Arkson, the letter agreement shall serve to amend the following provisions of the Agreement:
Section 2.4 of the Agreement shall be amended and restated as follows:
“2.4 Closing. The parties hereto shall use their best efforts to close the transactions contemplated by this Agreement (the “Closing”), by December 31, 2010.”
Section 6.2(j) of the Agreement be amended and restated as follows:
“(j) the Purchaser and the Majority Stockholder shall have entered into an agreement whereby the Majority Stockholder shall return to the Purchaser 325,000 shares of common stock of the Purchaser (prior to the planned 9:1 reverse stock split) for cancellation (the “Share Cancellation”) in consideration of the payment $300,000 (the “Xxxx Fee”); provided, however, the prior payment of $30,000 as provided to Xxxx X. Xxxxxx, as escrow agent, representing the refundable portion of the Xxxx Fee, and $7,500 provided directly to Xxxx by Piper on or about November 23, 2010 shall be applied towards the Xxxx Fee.”
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If the above correctly reflects our understanding and agreement with respect to the foregoing matters, please so confirm by signing this letter agreement in the space provided below, effective as of the date first mentioned above.
Very truly yours,
PIPER ACQUISITION III, INC.
By: /s/ Xxx Xxxxx
Name:
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Xxx Xxxxx
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Title:
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Chief Executive Officer
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ACCEPTED AND AGREED
as of November 24, 2010
By: /s/ Xxxxx Xxxx
Name:
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Xxxxx Xxxx
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Title:
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CEO & CFO
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NAME OF SHAREHOLDERS
/s/ Xxxxx Xxxx
Xxxxx Xxxx