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EXHIBIT 3
REVISION, LLC
September 21, 0000
Xxxxxx Xxxxxxx, Xxx.
000 Xxxx Xxxx Xxxx
Xxxxxxxxx Xxxx, Xxx Xxxxxx 00000
Re: Separation Agreement
Dear Xxxxxx:
Reference is made to that certain Separation Agreement (the "Separation
Agreement") between you and Total-Tel USA Communications, Inc. (the "Company")
dated as of the date hereof and to that certain Put Agreement (the "Put
Agreement") among you, Xxxxxxx Xxxxxxx, Revision LLC and the Company dated as
of the date hereof. Capitalized terms used herein without definition shall
have the meanings ascribed to them in the Separation Agreement.
In order to induce you to enter into the Separation Agreement and the
Put Agreement, and for other good and valuable consideration the receipt and
sufficiency of which is hereby acknowledged, Revision LLC hereby irrevocably
agrees to pay you the sum of $250,000, which amount shall be payable promptly
(but in any event not later than three (3) business days) following the
execution and delivery the Separation Agreement.
The provisions of Section 10 of the Separation Agreement shall apply to
this letter agreement, mutatis mutandis.
If the foregoing accurately reflects our understanding on this matter,
please so indicate by acknowledging where indicated below and returning a
countersigned copy of this letter to us.
Very truly yours,
/s/ Xxxx Xxxxxxxx
Xxxx Xxxxxxxx
Manager
ACKNOWLEDGED AND AGREED:
/s/ Xxxxxx Xxxxxxx
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Xxxxxx Xxxxxxx
