AMENDMENT NO. 3 TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • April 7th, 2011 • 57th Street General Acquisition Corp • Blank checks
This Amendment No. 3 (this “Amendment”), dated as of April 7, 2011, is made and entered into by and among 57th Street General Acquisition Corp., a Delaware corporation (“Parent”), 57th Street Merger Sub LLC, a Delaware limited liability company (“Merger Sub”), Crumbs Holdings LLC, a Delaware limited liability company (the “Company”), the Members and the Member Representatives. Capitalized terms used and not defined herein shall have the meanings ascribed thereto in the Business Combination Agreement (as defined below).
ACKNOWLEDGEMENT OF FORFEITURE OF SHARES April 7, 2011Acknowledgement of Forfeiture of Shares • April 7th, 2011 • 57th Street General Acquisition Corp • Blank checks
Reference is hereby made to that certain Business Combination Agreement, dated as of January 9, 2011, as amended by that certain Amendment to Business Combination Agreement, dated February 18, 2011, Amendment No. 2 to Business Combination Agreement, dated March 17, 2011 and Amendment No. 3 to the Business Combination Agreement dated April 7, 2010, in each case by and among 57th Street General Acquisition Corp., a Delaware corporation (“Parent”), 57th Street Merger Sub LLC, a Delaware limited liability company and wholly-owned subsidiary of Parent (“Merger Sub”), Crumbs Holdings LLC, a Delaware limited liability company (the “Company”), the members of the Company as set forth on the signature page thereto (each a “Member” and, collectively, the “Members”), and the representatives of the Company and the Members (the “Member Representatives”) (as amended, the “Business Combination Agreement”).
