Exhibit 10.9
▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ACQUISITION CORPORATION
JULY 24, 2006
▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Capital, LLC
▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Ladies and Gentlemen:
This letter will confirm our agreement that commencing on July 1, 2006
▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Capital, LLC ("Capital") shall make available to ▇▇▇▇▇▇▇▇
▇▇▇▇▇▇▇ Acquisition Corporation ("GMC") certain office space and general and
administrative services as may be required by GMC, situated at ▇▇▇ ▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, and/or their offices at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇,
or any other office space Capital occupies. In exchange therefore, GMC shall
pay Capital the sum of $10,000 per month. GMC will pay Capital the $10,000
monthly fee each month until the earlier of (i) the completion of GMC's
initial business combination and (ii) GMC's dissolution.
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Very truly yours,
▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ACQUISITION CORPORATION
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: President, Chief Executive Officer and
Chairman of the Board
AGREED AND ACCEPTED
▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ CAPITAL, LLC
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title: Chief Executive Officer and
Chairman