AMENDMENT TO PURCHASE AGREEMENT

 

Closing and Closing Date. Time shall be of the essence of this Agreement. The investigation authorized under paragraph 6 of the Agreement (the “Investigation”)  shall not commence before the time when Seller has delivered to Buyer all documents called for by the Agreement and an audit of the financial statements of Seller shall have been completed by a PCAOB registered accounting firm of Buyer’s choice resulting in an opinion on the financial statements satisfactory to Buyer. Buyer shall then have had at least thirty (30) days to complete its Investigation with the time period of the Investigation commencing after Seller’s fulfillment of all conditions of the Agreement not waived by Buyer, including the provision of the aforementioned audit opinion.  Buyer shall have the absolute right to cancel the Agreement at any time up to the fortieth (40th) day after commencement of the Investigation time period. Thereafter, if Buyer has accepted the purchase of Seller, the closing shall take place on the forty-first (41st) day after commencement of the Investigation time period at such date as may be mutually acceptable to the parties hereto (the "Closing Date" or "Closing") at the office of Buyer in Baltimore, Maryland, or at such other place as may approved in writing by the parties hereto.