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EXHIBIT 10.17
FIRST AMENDMENT TO EXCLUSIVE LEASE REFERRAL AGREEMENT
This First Amendment (the "Amendment") is by and between Mitcham
Industries, Inc., a Texas corporation ("Mitcham") and Xxxxxx Company, Inc., an
Oklahoma corporation ("Xxxxxx"), modifying by written agreement certain
provisions of that certain Exclusive Lease Referral Agreement between Mitcham
and Xxxxxx dated May 14, 1996 (the "Agreement").
For good and valuable consideration, the receipt and sufficiency of
which are acknowledged hereby, Mitcham and Xxxxxx agree as follows:
1. For purposes of the Agreement, the term "Lease" shall be
defined as a contract having a term of no more than one year by which the
Products are conveyed to a third party for a specified amount of rent.
2. The Agreement is amended by deleting the last sentence of
paragraph 8 of the Agreement.
3. The Agreement is amended by deleting paragraph (c) in Section
20 of the Agreement and by adding the following paragraph as Section 20(c) of
the Agreement:
(c) The insolvency of Mitcham; or if Mitcham is
adjudicated bankrupt or insolvent; or the filing of a voluntary
bankruptcy or reorganization petition by Mitcham; or the failure of
Mitcham to vacate an involuntary bankruptcy or a reorganization
petition filed against Mitcham within 15 days of the date of such
filing; or any transfer of this Agreement by merger, consolidation or
liquidation; or if Xxxxx X. Xxxxxxx, Xx. no longer owns at least
250,000 shares of common stock, par value $0.01 per share, of Mitcham;
or if any competitor of Xxxxxx owns, directly or indirectly, whether
issued or rights to acquire, more than five percent of Mitcham's
outstanding capital stock on a fully-diluted basis;
4. This Amendment makes no other changes to the Agreement.
5. The Agreement is ratified and confirmed as being in full force
and effect in accordance with its terms and provisions, as amended by this
Amendment.
Executed to be effective this the 15th day of January 1997.
Xxxxxx:
Xxxxxx Company, Inc.
By: /s/ X. X. XXXXXXXX
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X. X. Xxxxxxxx, President
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(Name Printed) (Title)
Mitcham:
Mitcham Industries, Inc.
By: /s/ XXXXX X. XXXXXXX, XX.
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Xxxxx X. Xxxxxxx, Xx., President
