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EXHIBIT 10.30
ADDENDUM TO XXXXXXX SETTLEMENT AGREEMENT
This Addendum to the Settlement Agreement entered into on March 12,
1996 (the "Agreement") is intended to modify certain terms and conditions of
the Agreement and to become a part of the Agreement effective as of the date of
the Agreement. In consideration of the promises and covenants set forth in the
Agreement and in this addendum, plaintiffs on their own behalf and on behalf of
the Settlement Class, and Brooke Group and Xxxxxxx hereby stipulate and agree
that the Agreement shall be modified as follows:
1. DEFINITIONS.
The following definition of Attorney General Actions shall be
added:
"Attorney General Actions" means the Mississippi Action, the
West Virginia Action, the Florida Action, the Massachusetts Action, and the
Louisiana Action (as defined in the Attorneys General Settlement Agreement
dated March 15, 1996) or any similar action commenced by or on behalf of the
other states against the defendants.
The definition of Future Affiliate shall be deleted in its
entirety and replaced by the following definition:
"Future Affiliate" means any entity, other than an entity with
a market share greater than thirty percent as of the date of this Agreement,
which is a defendant in XXXXXXX and which, with the prior written approval of
Brooke Group, subsequent to the date, and during the term, of this agreement
but prior to the fifth anniversary (subject to the $5 million payment required
by Section 6.8) of the date of this Agreement: directly or indirectly acquires
or is acquired by Xxxxxxx or Xxxxxx Group; which directly or indirectly
acquires all or substantially all of the stock or assets of Xxxxxxx or Brooke
Group; all or substantially all of whose stock or
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ADDENDUM
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assets are directly or indirectly acquired by Brooke Group or Xxxxxxx: or
directly or indirectly merges with Brooke Group or Xxxxxxx or otherwise
combines on any basis with Xxxxxxx or Brooke Group.
6. XXXXXXX BOARD: XXXXXXX CTCIR: SETTLEMENT FUND
The following sections shall be added:
6.8. If the Brooke Group or Xxxxxxx fails to consummate a merger or
other transaction with a non-settling defendant which results in the creation
or acquisition of a future affiliate within three years of the date of the
execution of this Agreement, Xxxxxxx shall pay into the Settlement Fund $5
million.
6.9. No non-settling defendant may become a future affiliate if
after the date of this Agreement that non-settling defendant has by spinoff,
sale or other transaction substantially changed its Domestic Tobacco Operations
so as to result in a material reduction in Market Share caused by such
voluntary corporate action. No settling defendant shall sell, dispose or
transfer any of its cigarette brands or business without first causing the
acquirer, on behalf of itself and its successors, to be bound by all of the
obligations of a settling defendant hereunder as to such transferred brand or
business.
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IN WITNESS WHEREOF the parties have executed this Addendum effective as
of March 12, 1996.
XXXXXXX PLAINTIFFS LEGAL COMMITTEE BROOKE GROUP LTD.
By:__________________________ By:___________________________
Xxx Xxxxxxx Xxxxxxx X. Xxxxx
Date:________________________ Date:_________________________
XXXXXXX GROUP, INC.
By:__________________________ By:___________________________
Xxxxxxx X. Xxxxxxxx Xxxxxxx X. Xxxxx
Date:________________________ Date:_________________________
By:__________________________
Xxxx X. Xxxxxxx
Date:________________________
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