Exhibit 10.5
XXXX OF SALE AND ASSIGNMENT
For value received and pursuant to that certain Agreement for Sale and
Purchase of Assets (the "Agreement") dated and effective as of December 31,
2003, by and among Availent Financial, Inc., a Delaware corporation ("Buyer"),
Broyd, Inc., a Texas corporation ("Seller"), Xxxxxxxx X. Xxxxx and Xxxxxx X.
Xxxx, Seller shall and does hereby sell, assign, transfer and convey to Buyer
all of those assets (collectively the "Assets") which are to be conveyed to
Buyer pursuant to the terms of the Agreement.
This Xxxx of Sale is executed and delivered in connection with the
Agreement; provided that this Xxxx of Sale is subject and subordinate to all of
the terms and provisions of the Agreement, and in the event of any conflict
between any term or provision hereof and any term or provision of the Agreement,
the Agreement shall control.
DATED and effective this 31st day of December, 2003.
BROYD, INC.
By: /s/ Xxxxxx X. Xxxx
-----------------------------
Xxxxxx X. Xxxx, President
44
