Exhibit 10.60


 


FIRST
AMENDMENT


TO


ASSET
PURCHASE AGREEMENT


 


This First Amendment to Asset Purchase
Agreement (“Amendment”) is entered into
on August 15, 2005, by and among Bates Private Capital Incorporated, an
Oregon corporation (“Seller”),
John E. Bates (“Bates”), Rob J. Lee (“Lee”), Nancy S. Ranchel (“Ranchel”), Michael D. Weiner (“Weiner”) and Jennifer L. Stout (“Stout”), LECG, LLC, a California
limited liability company (“Purchaser”),
and LECG Corporation, a Delaware corporation (“Parent”).  Bates, Lee, Ranchel, Weiner and Stout are
individually referred to herein each as a “Principal”
and collectively as the “Principals.”  The Seller and the Principals are
collectively referred to herein as the “Seller Entities.”


 


RECITALS


 


A.                                   Purchaser, Parent
and the Seller Entities are parties to that certain Asset Purchase Agreement
dated as of August 1, 2005 (the “Asset Purchase Agreement”).  Capitalized terms used but not defined herein
shall have the meaning ascribed to them in the Asset Purchase Agreement.


 


B.                                     Purchaser, Parent
and the Seller Entities wish to amend the Asset Purchase Agreement as set forth
in this Amendment.


 


NOW, THEREFORE, for good and valuable
consideration, the receipt and adequacy of which are hereby acknowledged, the
parties agree as follows:


 


1.                                       Definition of
“Territory.”  The definition of “Territory”
in Section 1 of the Asset Purchase Agreement is hereby amended to read in
its entirety as follows:


 


“Territory”
means those locations within the United States and within other countries throughout
the world, if any, where Seller conducts the Business as of the Closing Date.


 


2.                                       Errors and
Omissions Insurance.  Section 12.6
of the Asset Purchase Agreement is hereby amended to read in its entirety as
follows:


 


Errors and
Omissions Insurance.  Seller will have obtained an extension of its
existing errors and omissions insurance coverage for the twelve (12) months
immediately following the Closing Date (the “Errors
and Omissions Tail Policy”). 
The Errors and Omissions Tail Policy will name Purchaser and Parent as
additional insureds.


 


3.                                       No
Further Modification or Amendment. 
Except as expressly set forth herein, the Asset Purchase Agreement has
not been modified or amended in any respect and continues in full force and
effect on the date hereof.


 


4.                                       Counterparts.  This Amendment may be signed
in two or more counterparts, each signed by one or more of the parties hereto
so long as each party will sign at least one counterpart of this Amendment, all
of which taken together will constitute one and the same


 





















 


instrument.  Signatures delivered by facsimile or
electronic file format will be treated in all respects as originals.


 


[Remainder
of this Page Intentionally Left Blank]


 


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IN
WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed
by their duly authorized representatives as of the date first above written.


 


 


	
  PURCHASER:

  	
  PARENT:

  
	
   

  	
   

  
	
   

  	
   

  
	
  LECG, LLC

  	
  LECG Corporation,

  
	
  A California limited
  liability company 

  	
  A Delaware corporation

  
	
   

  	
   

  
	
   

  	
   

  
	
  By:

  	
  LECG Corporation

  	
  By:

  	
  /s/ John C. Burke

  	
   

  
	
  Its:

  	
  Sole Manager 

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ John C. Burke

  	
   

  	
  Its:

  	
  CFO

  	
   

  
	
   

  	
   

  
	
   

  	
  Its:

  	
  CFO

  	
   

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  SELLER
  ENTITIES:

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  Bates Private Capital, Incorporated

  an Oregon corporation 

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Rob J. Lee

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Its:

  	
  President

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  /s/ John E.Bates

  	
   

  
	
   

  	
  John E. Bates

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  /s/ Rob J. Lee

  	
   

  
	
   

  	
  Rob J. Lee

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  /s/ Nancy S. Ranchel

  	
   

  
	
   

  	
  Nancy S. Ranchel

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  /s/ Michael D. Weiner

  	
   

  
	
   

  	
  Michael D. Weiner

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  /s/ Jennifer L. Stout

  	
   

  
	
   

  	
  Jennifer L. Stout

  
														



 


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