EXHIBIT 10.9
AMENDMENT TO STOCK ESCROW AGREEMENT
AMENDMENT, dated October 31, 2005, to STOCK ESCROW AGREEMENT, dated as of February 12, 2004 (" Escrow Agreement" ), by and among CEA ACQUISITION CORPORATION, a Delaware corporation (" Company" ), CEA GROUP, LLC, ROBERT MOREYRA, DONALD RUSSELL, HAROLD EWEN and BRAD GORDON (collectively " Initial Stockholders" ) and CONTINENTAL STOCK TRANSFER & TRUST COMPANY, a New York corporation (" Escrow Agent" ). Capitalized terms that are defined in the Escrow Agreement shall have the same meanings as used in the Escrow Agreement.
The parties hereto, being all of the parties to the Escrow Agreement, hereby agree that the Escrow Agreement is hereby amended as follows:
1. A new Section 3A is hereby added to the Escrow Agreement, immediately following Section 3 and reading as follows:
3A. Extension of Escrow Period; Trigger Condition . Effective upon the date (the " Closing Date" ) of the consummation of the Business Combination with etrials Worldwide, Inc. (" etrials" ), in accordance with the Agreement and Plan of Merger dated August 22, 2005, by and among the Company, etrials Acquisition, Inc., etrials and certain stockholders of etrials, as amended (the " Merger Agreement" ), the Escrow Period shall be extended, but only with respect to the Trigger Shares (as ...
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