XXXXX ENERGY, LLC
000 X. Xxxxxxxx
Xxx Xxxxxxx, XX 00000
000-000-0000 (ph)
000-000-0000 (fax)
Xx. Xxxxxxx Xxxxxxx Xxxxxx Xx.
American Stellar Energy, Inc.
0000 Xxxxx Xxxxx
Xxxxxxx, Xx 00000
Re: First Right of Refusal Agreement
Corsicana Field
Xxxxxxx County, Texas
Gentlemen:
This letter when executed by all parties shall evidence the terms and
conditions by which American Stellar ("AS") shall participate with Xxxxx
Energy, LLC ("Xxxxx") in any and all business opportunities that Xxxxx Energy,
LLC shall generate.
1) Xxxxx Energy shall give American Stellar Energy, Inc. a first right of
refusal on participation in all business opportunities that are made available
or are generated by Xxxxx Energy.
2) This right shall extend for a period of 30 days from the date of
notification.
3) AS shall sign a non-circumvention agreement, binding for a period of three
years.
4) All available due diligence materials shall be supplied to American Stellar
that are available to Xxxxx Energy. AS shall use this data only for in-house
purposes. AS must have Armen's approval, in writing, for display or discussion
to any parties outside of AS Management.
5) It shall be clear that American Stellar has no obligation to participate in
any opportunities presented to the company.
6) If there is a desire to participate, it shall be evidenced by the formation
and signing of a participation "Option Agreement" regarding the specific
opportunity.
7) Notice: Any notice or correspondence required or permitted to be given
under this agreement may be given personally to an individual party or to an
officer or registered agent or corporate party or may be given by depositing
such notice or correspondence in the. mail, postage prepaid, certified or
registered, return receipt requested, addressed to the parties at the
following addresses.
If the foregoing adequately sets out your understanding of our agreement,
please indicate so by signing in the space provided for below and returning
one copy of this letter so executed to the undersigned.
Sincerely,
/s/ Xxxxx X. Xxxxx
Xxxxx X. Xxxxx
President
AMERICAN STELLAR ENERGY INC.
0000 Xxxxx Xxxxx
Xxxxxxx Xxx
00000
XXXXX ENERGY, LLC
000 X. Xxxxxxxx
Xxx Xxxxxxx
Xxxxx
00000
Agreed to and Accepted this
20th day of January, 2004.
American Stellar Energy, Inc.Xxxxx Energy, LLC
By: /s/ Xxxxxxx X. Xxxxxx Xx. By: /s/ Xxxxx X. Xxxxx
Name: Xxxxxxx X. Xxxxxx Xx. Name: Xxxxx X. Xxxxx
Title: President. Title: President