Amendment To Agreement For Strategic Alliance And License Agreement

Exhibit 10.25


AMENDMENT TO AGREEMENT FOR STRATEGIC ALLIANCE
AND LICENSE AGREEMENT


This Amendment is entered into on March 14, 2003 by and between


MIDAS INTERNATIONAL CORPORATION, 1300 Arlington Heights Road, Itasca, Illinois 60143 hereby represented by Alan D. Feldman, President and Chief Executive Officer (hereinafter "MIDAS")


and


MAGNETI MARELLI SERVICES S.p.A. C.so Ferrucci 112/A 10100 Torino (Italy) hereby represented by Carlo Bondone, Director and Special Attorney (hereinafter "Marelli")


WHEREAS:


A. The parties have signed (or are the successors to the original party
of) the Agreement for Strategic Alliance dated October 1, 1998
("Agreement") and a License Agreement dated October 30, 1998 ("License
Agreement").


B. Prior to the date hereof, the entry fees and royalties required to be
paid by Marelli to MIDAS under the Agreement and the License Agreement
have been subsequently renegotiated according to Attachment A hereto.


C. The parties have thereafter and recently agreed on the additional
modifications to the Agreement and the License Agreement set forth
herein.


NOW THEREFORE IT IS AGREED AS FOLLOWS


1. Capitalized terms not otherwise defined herein shall have the meanings
contained in the Agreement and License Agreement, as applicable.


2. The royalties required to be paid by Marelli to MIDAS under the
License Agreement from and after January 1, 2003, are hereby modified
by agreement of the parties, and they will be as set forth below:


(a) Fixed Amounts
-------------


2003 = US $ 8,40 MM
2004 = US $ 8,82 MM
2005 = US $ 9,26 MM
2006 = US $ 9,72 MM
2007 = US $ 8,90 MM


(b) Royalties on Turnover


2008 and beyond = 1,00% of Gross Revenue, until such time as the
Marelli business using the MIDAS System achieves annual Gross Revenue
of US $650 MM, at which time, starting from the following fiscal year,
the royalties on turnover shall be 1,25% of Gross Revenue


3. With respect to the countries and continents set forth in Attachment B
(the "New Countries") the entry fees otherwise required to be paid by
Marelli to MIDAS under Section II, 5.3, of the Agreement are hereby
modified by agreement of the parties, and, effective as of the date of
this Amendment, they will be eliminated (including those still due
under Attachment A hereto). Instead of entry fees, Marelli shall pay to
MIDAS, for each new MIDAS shop opened in a New Country after the date
of this Amendment (whether a newly-built MIDAS shop, an existing
competitor's shop converted to a MIDAS shop, or otherwise) a new shop
opening fee ("Shop Opening Fee") equal to:


(a) US $5,000 for each of the first fifty (50) new MIDAS shops opened
in each New Country; and


(b) US $10,000 for each additional new MIDAS shop in excess of fifty
(50) opened in each New Co ...