First Amendment to Stock Purchase and Sale Agreement among Courier New Media, Inc., FastPencil, Inc., and Sellers
This amendment updates the original Stock Purchase and Sale Agreement dated April 29, 2013, between Courier New Media, Inc., FastPencil, Inc., and the shareholders of FastPencil. The main change is an increase in the defined "First Earnout Amount" to $5,500,000. All other terms of the original agreement remain unchanged. The amendment is effective as of November 2014 and is signed by representatives of all parties involved.
Exhibit 10.3
FIRST AMENDMENT TO
STOCK PURCHASE AND SALE AGREEMENT
This FIRST AMENDMENT (the Amendment) to that certain Stock Purchase and Sale Agreement dated as of April 29, 2013 (the Purchase Agreement) is entered into this day of November 2014 by and among Courier New Media, Inc., a Massachusetts corporation (Acquiror), FastPencil, Inc., a Delaware corporation (the Company), all of the holders of capital stock of the Company (each a Seller, and collectively, the Sellers), and Steven K. Wilson as Holder Representative. Defined terms used herein and not defined herein shall have the meanings set forth in the Agreement.
WHEREAS, the parties desire to amend the Agreement as set forth herein;
NOW THEREFORE, in return for good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereby agree that the Agreement is amended as follows:
1. The definition of First Earnout Amount is hereby amended to be $5,500,000.
2. The Agreement shall remain in full force and effect as amended hereby.
The undersigned hereby agree to this First Amendment to the Purchase Agreement as of the date first above written.
COURIER NEW MEDIA, INC. |
| STEVEN K. WILSON, AS HOLDER REPRESENTATIVE, AND BY AND ON BEHALF OF ALL SELLERS UNDER THE PURCHASE AGREEMENT | ||
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By: | /s/ Rajeev Balakrishna |
| By: | /s/ Steven K. Wilson |
Name: | Rajeev Balakrishna |
| Name: | Steven K. Wilson |
Title: | SVP & GC |
| Title: | Holder Representative |
Date: | 11/5/14 |
| Date: | 11/5/14 |
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FASTPENCIL, INC. |
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By: | /s/ Rajeev Balakrishna |
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Name: | Rajeev Balakrishna |
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Title: | SVP & GC |
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Date: | 11/5/14 |
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