Contract
ARROGENE NANOTECHNOLOGY, INC. 0000 Xxxx Xxxxxxx Xxxx # 000X Xxx Xxxxxxx, XX 00000 | SRKP 16, INC. 0000 Xxxxx Xxxxx Xxxxx, Xxxxx 000 Lauderdale by the Xxx, XX 00000 |
GVC CAPITAL LLC 0000 X. Xxxxxx Xxxxxx, Xxxxx 000 Xxxxxxxxx Xxxxxxx, XX 00000 | WESTPARK CAPITAL, INC. 0000 Xxxxxx xx xxx Xxxxx, Xxxxx 000 Xxx Xxxxxxx, XX 00000 |
XXXXXX STREET BANK & TRUST 00 Xxxxx Xxxxxx Xxxxxx, XX 00000 |
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AMENDMENT NO. 3
Dated December 13, 2011
to
Dated July 18, 2011
The Escrow Agreement dated July 18, 2011, among Arrogene NanoTechnology, Inc. (“Arrogene”), SRKP 16, Inc. (“SRKP”), GVC Capital LLC (“GVC”), and WestPark Capital, Inc. (“WestPark”) is amended as follows:
1.
Recital A is amended to state that the “Minimum Offering” is $500,000 Units and the “Minimum Amount” is $500,000.
2.
Recital B is deleted in its entirety.
3.
Recital D(a)(iii) is deleted.
4.
Paragraph 2.1 (a) is amended in its entirety as follows:
(a)
(i) The first closing of the Offering (the “Initial Closing”) will be held at the written request of the Placement Agents and the Companies within five business days after the date that the Escrow Agent has confirmed to the Companies and the Placement Agents that at least the Minimum Amount in Collected Funds has been deposited in the Escrow Account;. Subject to the foregoing, the amount of Collected Funds to be disbursed shall be determined by the Companies and the Placement Agents. After the Initial Closing, there may be one or more additional closings until the Maximum Offering and over-allotment option amount has been dispersed. The Companies shall determine, in their sole discretion, which investor’s funds will be in such disbursals. The Companies and Placement Agents shall notify the Escrow Agent that they intend to conduct an additional closing of the Offering (each, an “Additional Closing”), and at least one (1) business day thereafter, at the written request of the Companies and the Placement Agents, any funds that have been held in the Escrow Account but not disbursed (but not more than a total of $4,800,000) may be disbursed (the “Final Closing”).
5.
Paragraph 2.2 (a) is amended in its entirety as follows:
(a) If the Minimum Amount has not been collected by January 31, 2012 (the “Collection Date”), the termination date of the Escrow Account (the “Escrow Termination Date”) shall be the first to occur of the following:
(i)
January 31, 2012; or
(ii)
The date the Escrow Agent receives a mutual written agreement of the Companies and the Placement Agents to terminate the Escrow.
IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed as of December 13, 2011.
THE COMPANIES: Arrogene NanoTechnology, Inc. By: /s/ Xxxxxxxx Xxxxxxxxx Xxxxxxxx Xxxxxxxxx CEO | SRKP 16, INC By: /s/ Xxxxxxx Xxxxxxxxx Xxxxxxx Xxxxxxxxx President | ||
THE PLACEMENT AGENTS: GVC Capital LLC By: __/s/ Xxxxx D. E. Barone_____ Xxxxx X. X. Xxxxxx Senior Managing Partner |
WestPark Capital, Inc. By: /s/ Xxxxxxx Xxxxxxxxx Xxxxxxx Xxxxxxxxx CEO | ||
THE ESCROW AGENT: Xxxxxx Street Bank & Trust By: /s/ Xxxxxxxx X. Long____ Xxxxxxxx X. Xxxx Vice President |
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