Letter Agreement Terminating Amendment to Asset Purchase Agreement between G-III Leather Fashions, Inc., G-III Apparel Group, Ltd., and Stusam, Inc.
This agreement, dated May 7, 2008, is between G-III Leather Fashions, Inc., G-III Apparel Group, Ltd., Stusam, Inc. (formerly Winlit Group, Ltd.), David Winn, and Richard Madris. It confirms that, effective February 1, 2008, a previous amendment to their Asset Purchase Agreement is no longer valid, and the original Asset Purchase Agreement and related documents remain fully in effect. The parties agree to this change by signing the letter, which may be executed in counterparts and by electronic signature.
G-III Leather Fashions, Inc.
512 Seventh Avenue
New York, New York 10018
May 7, 2008
Stusam, Inc.
David Winn
Richard Madris
c/o David Winn
63 Round Hill Road
Armonk, NY 10504
Re: Asset Purchase Agreement
Gentlemen:
Reference is made to the Asset Purchase Agreement (the “APA”), dated July 11, 2005, as amended January 30, 2007 (the “Amendment”), by and among G-III Leather Fashions, Inc., G-III Apparel Group, Ltd., Stusam, Inc. (formerly known as Winlit Group, Ltd.), David Winn and Richard Madris. All capitalized terms not otherwise defined herein shall have the meanings given to them in the APA.
This letter agreement, when executed by each of you, shall constitute our agreement that, effective February 1, 2008, the Amendment shall be of no further force and effect and that the APA, and all other documents, instruments and agreements executed and/or delivered in connection therewith, shall remain in full force and effect, without giving effect to the Amendment.
This letter agreement may be executed by the parties hereto in one or more counterparts, each of which shall be deemed an original and all of which when taken together shall constitute one and the same agreement. Any signature delivered by a party by facsimile transmission, or in “PDF” format circulated by electronic means, shall be deemed to be an original signature hereto.
Stusam, Inc.
David Winn
Richard Madris
May 7, 2008
Page 2
If the foregoing accurately sets forth our agreement, please execute this letter and return it to the undersigned.
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| Very truly yours, | ||
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| By: |
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| Name: Wayne Miller |
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| Title: Chief Operating Officer |
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| By: |
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| Name: Wayne Miller |
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| Title: Chief Operating Officer |
| Accepted and agreed to: |
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| By: |
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| Name: David Winn |
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| Title: Vice President |
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| David Winn |
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| Richard Madris |
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