EXHIBIT 10.1
AMENDMENT TO CONSOLIDATION AGREEMENT
This Amendment to Consolidation Agreement ("Agreement") dated as of
August 7, 2000 is by and between Xxxxxxx X. Xxxxxxxx, Xx., Xxxxxxx Xxxxxxxx
Energy, Inc. and others.
RECITALS:
WHEREAS, the parties hereto, and their predecessors in interest entered
into that certain Consolidation Agreement dated May 13, 1993, which agreement
provided for among other things, certain restrictions and limitations on the
development of minerals and leasehold retained by Xxxxxxx X. Xxxxxxxx, Xx. and
the Xxxxxxxx Entities;
WHEREAS, as a term of the Consolidation Agreement Xx. Xxxxxxxx and the
Xxxxxxxx Entities agreed to certain non-compete provisions upon leaving the
company; and
WHEREAS, the parties desire to amend and clarify the agreement with
respect to (i) the types of properties which can be developed by Xx. Xxxxxxxx
and the Xxxxxxxx Entities and (ii) extending the term of the non-compete.
NOW, THEREFORE, in consideration of the premises set forth herein, the
parties agree to amend the terms of the Consolidation Agreement as set forth
below.
1. Section 12 (a) shall be deleted in its entirety and the following
substituted therefor:
(a) The Company hereby acknowledges that following the Effective
Date certain of the Xxxxxxxx Entities and Xx. Xxxxxxxx will
continue to own the properties and assets identified in
Exhibit F attached hereto (the "Excluded Properties") and
the Company will not have any interest therein, except as
provided in this Section 12. The Xxxxxxxx Entities may
conduct activities following the Effective Date on that
portion of the Excluded Properties which consists of
developed acreage currently producing oil and gas and
undeveloped acreage held by production ("Unrestricted
Acreage"). For purposes hereof, Unrestricted Acreage shall
also include (x) mineral interests underlying farms, ranches
or other surface enterprises owned on the date hereof or
hereafter acquired where a mineral interest is acquired by
virtue of the acquisition of the surface estate, and in
which the interest in the land was acquired primarily for a
surface activity, (y) undivided mineral interests or
leasehold interests acquired after the date hereof in land
in which an undivided mineral or leasehold interest is owned
by Xx. Xxxxxxxx or a Xxxxxxxx Entity on the date hereof, and
(z) minerals or leases acquired after the date hereof on
lands in which Xx. Xxxxxxxx or a Xxxxxxxx Entity had a
leasehold interest and has existing liabilities with respect
to such lands to plug or re-plug abandoned wellbores. With
respect to that portion of the Excluded Properties which
consists of undeveloped acreage not held by production or
undeveloped mineral interests (the "Restricted Acreage"),
the
Xxxxxxxx Entities may conduct only such activities thereon
as are permitted under the terms of Section 12(b) hereof. In
addition, the Xxxxxxxx Entities may sell or otherwise
dispose of their interests in the Restricted Acreage (the
"Option Property") only in accordance with the terms of
Section 12(c) hereof (provided, however, that nothing
contained in this Section 12 shall (i) prohibit the sale or
other disposition of any Option Property pursuant to any
judicial order, legal process, execution or attachment if
such sale or other disposition is effected without the
consent or concurrence of the Xxxxxxxx Entities or (ii)
prohibit the sale of mineral interests solely in connection
with a sale of the surface estate with which such mineral
interests are associated.)
2. The Non-Competition Period described in Section 13 (b)(i) shall
be extended from one year to two years.
3. Except as expressly amended herein, all other terms and
conditions of the Consolidation Agreement shall remain in full
force and effect.
IN WITNESS WHEREOF, the parties have executed this amendment as of the day and
year first above written, to be effective however on August 7, 2000.
/s/ Xxxxxxx X. Xxxxxxxx, Xx.
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Xxxxxxx X. Xxxxxxxx, Xx., Individually
XXXXXXX XXXXXXXX ENERGY, INC.
/s/ L. Xxxx Xxxxxx
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L. Xxxx Xxxxxx, Executive Vice President
WARRIOR GAS CO.
/s/ L. Xxxx Xxxxxx
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L. Xxxx Xxxxxx, Vice President
THE XXXXXXXX COMPANIES: XXXXXXX XXXXXXXX
PARTNERSHIP, LTD., CLAJON HOLDING CORPORATION,
CLAJON INDUSTRIAL GAS, INC.
/s/ Xxxxxxx X. Xxxxxxxx, Xx.
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Xxxxxxx X. Xxxxxxxx, Xx. in the following capacities:
President, Clajon Holding Corporation,
President, Clajon Production Corporation,
General Partner, Xxxxxxx Xxxxxxxx Partnership, Ltd.,
Chairman of the Board, Clajon Industrial Gas
