Exhibit 99.4
AMENDMENT NO. 2
TO THE
INTERNATIONAL SMART SOURCING, INC.
STOCKHOLDERS’AGREEMENT
This Amendment, effective as of the 1 day of July, 2003 by and among David L. Kassel, Harry Goodman, Andrew Franzone (collectively referred to as the “Stockholders”) and International Smart Sourcing, Inc. formerly known as International Plastic Technologies, Inc. (the “Company”).
WHEREAS, the Stockholders and the Company entered into a Stockholders’ Agreement dated as of the day immediately preceding the effective date of the initial public offering of the Company (the “Agreement”); andWHEREAS, it is the desire of the parties hereto to amend the Agreement; and
WHEREAS, Paragraph 16 of the Agreement requires that any change to the Agreement be made in writing signed by the Company and each of the Stockholders then owning shares of common stock.
NOW, THEREFORE, in consideration of the premises and the mutual covenants and the terms and conditions set forth in this Amendment, the parties hereto agree as follows:
1. Capitalized terms shall have the meaning ascribed to them in the Agreement.
2. The effective date of the Agreement is hereby amended to be as of April 22, 1999.
3. Paragraph 4(c) is hereby amended by to read as follows:
(c) The obligation of the Company to purchase shares of a deceased Stockholder upon an Initial Redemption shall be only to the extent that the Company receives proceeds from the following life insurance policies on the life of such Stockholder:
| Insured | Company | Amount | Policy Number | Owner/Beneficiary | |||||
| David Kassel | Lincoln Life | $ | 250,000 | 5078517 | Electronic Hardware | ||||
| Harry Goodman | Lincoln Life | $ | 250,000 | 5079515 | Electronic Hardware | ||||
| Andrew Franzone | Al Life | $ | 150,000 | L89100777 | Electronic Hardware | ||||
| Andrew Franzone | William Penn | $ | 100,000 | NYU0100617 | Electronic Hardware | ||||
4.Except as specifically amended above, the terms and conditions of the Agreement are hereby ratified and confirmed and remain in full force and effect.
5.This Amendment may be executed in any number of counterparts, each of which shall be an original, but all of which together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the undersigned have caused this Amendment to be duly executed and delivered on the date first above written.
| INTERNATIONAL SMART SOURCING, INC. | ||
| By: | /s/ David Hale | |
| David Hale, President | ||
| /s/ David L. Kassel | ||
| David L. Kassel | ||
| /s/ Harry Goodman | ||
| Harry Goodman | ||
| /s/ Andrew Franzone | ||
| Andrew Franzone | ||
