0001193125-05-119666 Sample Contracts

FIRST AMENDMENT TO AMENDED AND RESTATED OPERATING AGREEMENT
Operating Agreement • June 3rd, 2005 • Amerigon Inc • Motor vehicle parts & accessories • Delaware

THIS FIRST AMENDMENT TO AMENDED AND RESTATED OPERATING AGREEMENT (this “Amendment”) is dated as of November 13, 2001 and entered into by and among the Members of BSST LLC, a Delaware limited liability company (the “Company”), and is made with reference to that certain Amended and Restated Operating Agreement, dated as of May 30, 2001 (the “Operating Agreement”), by and among the Members. Capitalized terms used herein without definition shall have the same meanings herein as set forth in the Operating Agreement.

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SECOND AMENDMENT TO AMENDED AND RESTATED OPERATING AGREEMENT
Operating Agreement • June 3rd, 2005 • Amerigon Inc • Motor vehicle parts & accessories • Delaware

THIS SECOND AMENDMENT TO AMENDED AND RESTATED OPERATING AGREEMENT (this “Amendment”) is dated as of June 1, 2005 and entered into by and among the Members of BSST LLC, a Delaware limited liability company (the “Company”), and is made with reference to that certain Amended and Restated Operating Agreement, dated as of May 30, 2001 and amended on November 13, 2001 (the “First Amendment”) (as amended, the “Operating Agreement”), by and among the Members. Capitalized terms used herein without definition shall have the same meanings herein as set forth in the Operating Agreement.

AMENDMENT TO ASSIGNMENT AND SUBSCRIPTION AGREEMENT
Assignment and Subscription Agreement • June 3rd, 2005 • Amerigon Inc • Motor vehicle parts & accessories • Delaware

THIS AMENDMENT TO ASSIGNMENT AND SUBSCRIPTION AGREEMENT (this “Amendment”) is dated as of June 1, 2005 and entered into by and among Dr. Lon E. Bell (the “Assignor”) and BSST, LLC, a Delaware limited liability company (the “Company”), and is made with reference to that certain Assignment and Subscription Agreement, dated as of September 4, 2000 (as amended, the “Assignment Agreement”), by and among the Assignor and the Company. Capitalized terms used herein without definition shall have the same meanings herein as set forth in the Assignment Agreement.

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