EXHIBIT 10.2
[Letterhead of SPAR MARKETING SERVICES, INC.]
MERCHANDISING * MARKETING
INTELLIGENCE * DATABASE MARKETING * TELESERVICES *
E-COMMERCE
SERVICES DEFINED BY THE RETURN THEY GENERATE
THIS IS COUNTERPART NO. 1 OF 3 SERIALLY NUMBERED COUNTERPARTS. TO THE EXTENT
THAT THIS DOCUMENT CONSTITUTES CHATTEL PAPER UNDER
THE UNIFORM COMMERCIAL CODE,
NO SECURITY INTEREST IN THIS DOCUMENT MAY BE CREATED
THROUGH THE TRANSFER
AND
POSSESSION OF ANY COUNTERPART OTHER THAN
COUNTERPART NO. 1.
AMENDED AND RESTATED EQUIPMENT LEASING SCHEDULE NO. 002
Dated: as of January 4, 2005
(this "Schedule")
Incorporating by Reference
Master Lease Agreement dated as of November 1, 2004
between
SPAR Marketing Services, Inc., as "Lessor",
and
SPAR Marketing Force, Inc., as "Lessee"
(as the same may be supplemented or amended from time to time
in the manner provided therein the "Master Agreement")
THE PARTIES HERETO HAVE ENTERED INTO THIS
AMENDED AND RESTATED EQUIPMENT LEASING
SCHEDULE NO. 002 IN ORDER TO REFLECT
THE CORRECT LOWER LEASE RATE FACTOR AND
MONTHLY RENTAL PAYMENT AMOUNTS AND TO
AMEND, RESTATE AND
COMPLETELY REPLACE THE
EXISTING EQUIPMENT LEASING SCHEDULE NO. 002 BY AND BETWEEN
LESSOR AND LESSEE
DATED AS OF JANUARY 4, 2005.
LESSEE AGREES TO LEASE THE HEREIN DESCRIBED
EQUIPMENT FROM LESSOR, AND LESSOR BY
ACCEPTANCE OF THIS SCHEDULE, AGREES TO LEASE THE EQUIPMENT TO LESSEE ON THE
TERMS AND CONDITIONS SET FORTH IN THIS SCHEDULE, WHICH HEREBY INCORPORATES
HEREIN BY
