Rand Acquisition Corporation
▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇
▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
January 27, 2006
To the Stockholders of Lower Lakes Towing Ltd.
Re: Amendment to Lower Lakes Stock Purchase Agreement
Ladies and Gentlemen,
Reference is made to that certain Stock Purchase Agreement, dated as of
September 2, 2005, among Rand Acquisition Corporation, LL Acquisition Corp. and
the stockholders of Lower Lakes Towing Ltd. signatories thereto (the "Sellers"),
as amended by letter agreement dated December 29, 2005 (as amended, the
"Agreement"). The parties to the Agreement hereby agree that Section 10.1(d) of
the Agreement is hereby further amended to replace the reference to "January 31,
2006" therein with "February 28, 2006".
Except as set forth herein, all other terms and provisions of the Agreement
shall remain unchanged and in full force and effect.
Please acknowledge your agreement to the foregoing by executing this document in
the space provided below.
Sincerely,
RAND ACQUISITION CORPORATION
/s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇
--------------------------------
Name: ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇
Title: Chief Executive Officer
ACKNOWLEDGED AND AGREED:
LL ACQUISITION CORP.
ROYAL BANK OF CANADA,
through its operating division, RBC
/s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇ CAPITAL PARTNERS, in its capacity as
-------------------------------- Sellers' Representative under the Ageement
Name: ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇
Title: Chief Executive Officer
By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇
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Name: ▇▇▇▇ ▇▇▇▇▇▇▇
Title: Partner
