Amendment No. 1 to Asset Purchase Agreement between S&A Purchasing Corp. and S&A Supply, Inc., S&A Realty, Inc., S&A Management, Inc., and Shareholders

Summary

This amendment updates the original Asset Purchase Agreement dated September 10, 2007, between S&A Purchasing Corp. and the sellers (S&A Supply, Inc., S&A Realty, Inc., S&A Management, Inc., and certain shareholders). The amendment extends the deadline for the parties to meet and determine amounts due under Section 3(a) of the agreement to April 30, 2008. All other terms of the original agreement remain unchanged and in effect.

EX-10.17A 5 ex10_17a.htm EXHIBIT 10.17A ex10_17a.htm

EXHIBIT 10.17(a)

Amendment No. 1 to that certain Asset Purchase Agreement dated September 10, 2007 (“APA”).

For good and valuable consideration, the parties to the APA agree and confirm that the date on which they are to meet and determine amounts due among the parties under Section 3(a) of the APA has been extended from 130 days subsequent to the Closing to April 30, 2008.

Except as set forth above, the APA is hereby ratified and confirmed in all respects.

Dated: March 26, 2008

S&A Purchasing Corp.:

_______________________

By:

Name:

Title:

SELLERS:

S&A Supply, Inc.

By: _____________

Name: _____________

Title: _____________

S&A Realty, Inc.

By: _____________

Name: _____________

Title: _____________

S&A Management, Inc.

By: _____________

Name: _____________

Title: _____________

SHAREHOLDERS:

_______________ Nancy Mead	The Discretionary Trust under The Rodney P. Mead Revocable Trust, dated January 12,1999 By: _____________________ Nancy A. Mead, Trustee By: ____________________ Thomas H. Mead, Trustee	_______________ Adam Mead
_______________ Sarah Mead	_______________ Brian Mead	Escrow Agent Martinelli Discenza P.C. By:__________________ Gary E. Martinelli