CUSIP No. 502003 10 6 Page 1 of 2 Pages Amended and Restated Joint Filing Agreement
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SCHEDULE 13D |
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CUSIP No. 502003 10 6 |
Page 1 of 2 Pages |
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Exhibit 4 |
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Amended and Restated Joint Filing Agreement |
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Whereas, Xxxxxx X. Xxxxxxx, Xxxxxxx & Company, Incorporated, Robotti & Company, LLC, Robotti & Company Advisors, LLC, Xxxxxxx X. Xxxxxx, Ravenswood Management Company, LLC, The Ravenswood Investment Company, L.P. and Ravenswood Investments III, L.P. (together, "Xxxxxxx Parties"), on the one hand, and Spruce House Capital LLC, Spruce House Partners LP, Xxxxxxxx X. Xxxxx and Xxxx Xxxxxxxxx (together, "Spruce House Parties," and with the Xxxxxxx Parties, the "Parties"), on the other hand, have determined to work together relating solely to the purchasing, holding, selling and voting of Units of Beneficial Interest ("Units") of LL&E Royalty Trust ("Trust"). |
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Now therefore, the Parties hereby agree as set forth below: |
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1. |
The undersigned parties hereby agree to the joint filing of the amendment to Statement on Schedule 13D filed herewith, and any amendments hereto, relating to the Units of the Trust with the Securities and Exchange Commission pursuant to Rule 13d-1(k). |
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2. |
The undersigned acknowledge that each shall be responsible for the timely filing of this amendment to the Statement and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate. |
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3. |
Each Party agrees to make its own filings of Forms 3, 4 and 5, to the extent necessary, and no Party shall be responsible for the filing, or the completeness and accuracy, of a Form 3, 4 or 5 of any other Party. |
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4. |
The Xxxxxxx Parties will share with the Spruce House Parties any information in their possession relating to the Units and the Trust and the Spruce House Parties will share with the Xxxxxxx Parties any information in their possession relating to the Units and the Trust, in each case to the extent not limited by law or third party agreement. |
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5. |
The Xxxxxxx Parties and the Spruce House Parties agree that they will jointly agree on decisions relating to the purchasing, holding, selling and voting of Units. |
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6. |
Nothing contained in this agreement shall be deemed to create a joint venture between the parties or any agency, partnership or other relationship, nor shall any Xxxxxxx Party or any Spruce House Party be deemed to have beneficial ownership of any security beneficially owned by the other by reason of this agreement. |
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7. |
This agreement may be terminated as to any of the undersigned upon such person giving written notice thereof to each of the other persons signature hereto, at the principal office thereof. |
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Date: |
September 2, 2009 |
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Xxxxxxx & Company, Incorporated |
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/s/ Xxxxxx X. Xxxxxxx |
By: |
/s/ Xxxxxx X. Xxxxxxx |
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Xxxxxx X. Xxxxxxx |
Name: Xxxxxx X. Xxxxxxx |
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Title: President and Treasurer |
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Xxxxxxx & Company, LLC |
Xxxxxxx & Company Advisors, LLC |
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By: |
/s/ Xxxxxx X. Xxxxxxx |
By: |
/s/ Xxxxxx X. Xxxxxxx |
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Name: Xxxxxx X. Xxxxxxx |
Name: Xxxxxx X. Xxxxxxx |
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Title: President and Treasurer |
Title: President and Treasurer |
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SCHEDULE 13D |
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CUSIP No. 502003 10 6 |
Page 2 of 2 Pages |
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Exhibit 4: Amended and Restated Filing Agreement (continued) |
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Ravenswood Management Company, L.L.C. |
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By: |
/s/ Xxxxxx X. Xxxxxxx |
/s/ Xxxxxxx X. Xxxxxx |
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Name: Xxxxxx X. Xxxxxxx |
Xxxxxxx X. Xxxxxx |
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Title: Managing Member |
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Ravenswood Investments III, L.P. |
Ravenswood Investment Company, L.P. |
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By: |
Ravenswood Management Company, L.L.C. |
By: |
Ravenswood Management Company, L.L.C. |
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Its General Partner |
Its General Partner |
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By: |
/s/ Xxxxxx X. Xxxxxxx |
By: |
/s/ Xxxxxx X. Xxxxxxx |
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Name: Xxxxxx X. Xxxxxxx |
Name: Xxxxxx X. Xxxxxxx |
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Title: Managing Member |
Title: Managing Member |
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Spruce House Capital LLC |
/s/ Xxxxxxxx Xxxxx |
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Xxxxxxxx Xxxxx |
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By: |
/s/ Xxxxxxxx Xxxxx |
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Name: Xxxxxxxx Xxxxx |
/s/ Xxxxxxx Xxxxxxxxx |
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Title: Managing Member |
Xxxxxxx Xxxxxxxxx |
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Spruce House Partners LP |
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By: |
Spruce House Capital LLC |
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Its General Partner |
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By: |
/s/ Xxxxxxxx Xxxxx |
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Name: Xxxxxxxx Xxxxx |
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Title: Managing Member |
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