Second Amendment to Amended and Restated Operating Agreement of NuGlow Cosmaceuticals, LLC

Contract Categories: Business Operations › Operating Agreements
Summary

This amendment, dated March 6, 2012, is between NuGlow Cosmaceuticals, LLC, Camden Street Partners, LLC, and Helix BioMedix, Inc. It allows NuGlow to pay Steven Sheiner $5,000 per month for his work as an employee starting March 1, 2012. In return, Helix BioMedix’s option to purchase, as described in the original agreement, is extended to the seventh anniversary of the agreement. All other terms of the original operating agreement remain unchanged.

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EX-10.11(B) 3 ex10-11b.htm EXHIBIT 10.11(B) ex10-11b.htm
Exhibit 10.11(b)
 
SECOND AMENDMENT
 
This Second Amendment (the “Amendment”) is made and entered into this 6th day of March, 2012, by and among NuGlow Cosmaceuticals, LLC (“NuGlow”), Camden Street Partners, LLC (“Camden”) and Helix BioMedix, Inc. (“HXBM”) and amends that certain Amended and Restated Operating Agreement of NuGlow Cosmaceuticals, LLC dated July 1, 2010 by and among NuGlow, Camden and HXBM, as amended (the “LLC Agreement”).

1. 
Consent/Amendment.

(a)           Pursuant to Section 5.5 of the LLC Agreement, HXBM hereby consents to the payment to Steven Sheiner of $5,000 per month in his capacity and as consideration for his services as an employee of NuGlow commencing March 1, 2012.

(b)           In consideration of the foregoing, HXBM’s purchase option described in Section 9.9(a) of the LLC Agreement shall hereby be extended until the seventh anniversary of the date of the LLC Agreement.

2. 
Force and Effect.

The remainder of the LLC Agreement is not amended hereby and shall remain in full force and effect.  The parties hereby ratify and confirm the terms and conditions of the LLC Agreement, as amended by this Amendment.
 
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by their duly authorized representatives as of the date first set forth above.
 
NUGLOW COSMACEUTICALS, LLC    
       
By:
/s/ Steven Sheiner    
 
Name: Steven Sheiner
    
 
Title: Managing Member of Camden Street Partners, LLC, its Manager
    
       
 
CAMDEN STREET PARTNERS, LLC    
       
By:
/s/ Steven Sheiner    
 
Name: Steven Sheiner
    
 
Title: Managing Member
    
       

HELIX BIOMEDIX, INC.    
       
By:
/s/ R. Stephen Beatty    
 
Name: R. Stephen Beatty
    
 
Title: President and Chief Executive Officer