Amendment to Stockholders Agreement between Source Interlink Companies, Inc. and AEC Associates L.L.C.
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Source Interlink Companies, Inc. and AEC Associates L.L.C. have agreed to amend their existing Stockholders Agreement, originally dated February 28, 2005. This amendment, effective November 30, 2006, removes Sections 2.1 through 2.6 from the agreement to align with recent changes to Source's By-Laws and the reduction of its Board of Directors from 11 to 9 members. Both parties have signed this letter to confirm their acceptance of these changes.
EX-4.1 3 c10422exv4w1.txt LETTER AGREEMENT EXHIBIT 4.1 Source Interlink Companies, Inc. 27750 Riverview Center Blvd. Bonita Springs, Florida 34134 November 30, 2006 AEC Associates L.L.C. 9130 West Sunset Blvd. Los Angeles, CA 90069 Gentlemen: This letter is in connection with the Stockholders Agreement by and between Source Interlink Companies, Inc., a Delaware corporation ("Source") and AEC Associates L.L.C., a Delaware limited liability company ("AEC Associates"), dated as of February 28, 2005 (the "Stockholders Agreement"). As you know, the Source Board of Directors has determined to reduce the number of directors from 11 to 9 and has adopted certain changes to its By-Laws relating to matters set forth in the Stockholders Agreement. This letter agreement is to amend the Stockholders Agreement so as to conform the Stockholders Agreement to such amended By-Laws. Specifically, the parties hereby agree to eliminate and delete from the Stockholders Agreement Sections 2.1, 2.2, 2.3, 2.4, 2.5 and 2.6, effective November 30, 2006. If you are in agreement with the foregoing, please sign and return this letter which will constitute an agreement between us as to the foregoing. Very truly yours, SOURCE INTERLINK COMPANIES, INC. By: /s/ James R. Gillis ---------------------------------- Its: Interim Co-Chief Executive Officer ---------------------------------- AGREED AND ACCEPTED: AEC ASSOCIATES L.L.C. By: /s/ Robert P. Bermingham ------------------------------ Its: Vice President and Secretary ------------------------------