EXHIBIT 1.2
FORM OF AMENDMENT TO UNDERWRITING AGREEMENT
900,000 Shares of Series A Preferred Stock
Dated: [Effective Date of Post-Effective Amendment #2]
Civilian Capital, Inc.
as the Underwriter named herein
00 X. Xxxxxx Xx., Xxx. 0x
Xxxxxxx, XX 00000
Dear Sirs:
The undersigned, Xxxxx Dead, Inc., a Delaware corporation, (herein called the
"Company"), hereby confirms the following amendment to its agreement dated
November 12, 2003 (the "Agreement") entered into with Civilian Capital, Inc.
(the "Underwriter") as follows:
On the basis of the representations and warranties contained in the
Agreement, and subject to the terms and conditions set forth in the
Agreement, the Company hereby agrees that the Shares must be sold by 5 PM,
New York time, by the date that is 90 days from the Effective Date of the
Post-Effective Amendment #2, which date may be extended an additional 90
days by mutual consent of the Underwriter and the Company (the "Offering
Period").
If the foregoing correctly sets forth the understanding between the
Company and the Underwriter, please so indicate in the space provided below for
that purpose, whereupon this letter shall constitute a binding agreement between
the Company and the Underwriter.
Very truly yours,
XXXXX DEAD, INC.
By:_________________________________________
Xxxxx X. Xxxxxxx, Chief Executive Officer
Accepted as of ____________, 2004:
CIVILIAN CAPITAL, INC.
By:___________________________________________
Xxxxx X. XxXxxxxxx, Chief Executive Officer
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