0000074585-00-000021 Sample Contracts

EXHIBIT 2.4 DELCO INTERNATIONAL, LTD. 19 Harbor Park Drive Port Washington, New York 11050
Escrow Agreement • October 23rd, 2000 • Oneida LTD • Jewelry, silverware & plated ware

Amendments to the Escrow Agreement Ladies and Gentlemen: Reference is made to the Escrow Agreement, dated as of May 30, 2000 (the "Escrow Agreement"), among Oneida Ltd. ("Oneida"), Delco International, Ltd. (the "Company"), Perry Delman, Robert Delman, Peter Kranes, Michael Sehlmeyer and Dennis Kanfer (each, a "Stockholder"; collectively, the "Stockholders") and The Chase Manhattan Bank N.A. (the "Escrow Agent"). Capitalized terms used in this letter agreement not otherwise defined herein shall have the meaning ascribed to them in the Escrow Agreement. The parties hereto hereby agree to the following: The third recital clause of the Escrow Agreement is hereby amended and restated in its entirety to read as follows: WHEREAS, it is contemplated under the Stock Purchase Agreement that the Purchaser, as a portion of the Purchase Price, will deposit or cause to be deposited into escrow the sum of $3,000,000 in cash on the Closing Date (the "Indemnity Escrow Amount"; the Indemnity Escrow Amo

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EXHIBIT 2.1 STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • October 23rd, 2000 • Oneida LTD • Jewelry, silverware & plated ware • New York
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