Amendment to Securities Purchase Agreement between Services Acquisition Corp. International and Purchasers (November 6, 2006)

Summary

This amendment modifies the Securities Purchase Agreement dated March 15, 2006, between Services Acquisition Corp. International and its purchasers. The main change is to update Section 5.1(i) to reference a new date, December 8, 2006. The amendment is effective only if the related Tornado Transaction is also amended to have the same termination date. All other terms of the original agreement remain unchanged. The amendment can be signed in counterparts and by facsimile.

EX-10.3 4 file4.htm FORM OF AMENDMENT TO SECURITIES PURCHASE AGREEMENT

Services Acquisition Corp. International 401 East Olas Boulevard, Suite 1140 Ft. Lauderdale, FL 33301 November 6, 2006 Ladies and Gentlemen: Reference is hereby made to the Securities Purchase Agreement dated as of March 15, 2006, as amended, ("SPA") among Services Acquisition Corp. International, a Delaware corporation (the "Company"), and the purchasers identified on the signature pages thereto (each, a "Purchaser" and collectively, the "Purchasers"). Capitalized terms used herein but not otherwise defined herein shall have such meanings as defined in the SPA. The Company and the Purchasers have agreed to amend and modify the SPA as follows: 1. Notwithstanding anything to the contrary in the SPA, , the language of Section 5.1(i) shall be deleted in its entirety and replaced with the following: "December 8, 2006 or" 2. This letter may be executed in two or more counterparts, all of which when taken together shall be considered one and the same agreement. In the event that any signature is delivered by facsimile transmission, such signature shall create a valid and binding obligation of the party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile signature page were an original thereof. 3. The Purchasers acknowledge that the Company is seeking to amend the terms of the Tornado Transaction to provide for an outside termination date of December 8, 2006 and the amendment set forth herein is conditioned upon the receipt of such amendment to the Tornado Transaction. Except as modified hereby all of the other terms and conditions of the SPA remains in full force and effect. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK SIGNATURE PAGES FOLLOW] IN WITNESS WHEREOF, the Company has caused this letter (amending the SPA) as of the date first written above. SERVICES ACQUISITION CORP. INTERNATIONAL _______________________________________ Name: Title: [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK SIGNATURE PAGES FOR PURCHASERS FOLLOW] IN WITNESS WHEREOF, the Purchasers have executed this letter (amending the SPA) as of the date first written above. PURCHASER: __________________________ By:_____________________________________ Name: Title: Number of Shares: _________________ Investment Amount: $__________