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EXHIBIT 10.11
AGREEMENT
THIS AGREEMENT (this "Agreement") dated as of April 13th, 2000 by and
between Coho Energy, Inc., a Texas Corporation, Coho Resources, Inc., its
employees, officers, agents, subsidiaries, affiliates, and all related entities
(hereafter collectively referred to as the "Company"), and Xxxxx X. Xxxxxx (the
"Executive").
WITNESSETH:
WHEREAS, the Company filed for Chapter 11 reorganization in a bankruptcy
case styled "In re Coho Energy, Inc., et al.," pending before the United States
Bankruptcy Court for the Northern District of Texas, Dallas Division (the
"Bankruptcy Case");
WHEREAS, the Company has filed a Plan of Reorganization ("the Plan") that
has now gone effective on March 31, 2000 (the "Effective Date");
WHEREAS, Executive had an Executive Severance Agreement dated as of
November 9, 1995, that was rejected on the Effective Date of the Plan;
WHEREAS, Executive has filed Proof of Claim for damages as a result of the
rejection of the Executive Severance Agreement in the approximate amount of
$369,150; and
WHEREAS, the Company and the Executive wish to compromise and settle the
entitlements of the Executive under the Executive Severance Agreement and the
Proof of Claim by entering into this Agreement.
NOW, THEREFORE, based on the foregoing recitations and consideration
described herein and for other good and valuable consideration, the Company and
Executive agree as follows:
1. Payment of Claim. Executive will receive the sum of $163,000 payable in
four (4) installments without interest. The first payment will be made as soon
as practicable after this Agreement is signed, the three (3) additional
installments will be payable on July 1, 2000, October 1, 2000 and January 1,
2001 or the next succeeding business day if any of these days are not business
days.
2. Stay Bonus and Forgiveness of Sole Stock Purchase Loan. The Company
confirms that Executive will be entitled to the Stay Bonus in the amount of
$81,500 as set forth in Plan and the Disclosure Statement. The Stay Bonus will
be payable as set forth in the Plan and Disclosure Statement. The Company agrees
that if it voluntarily terminates Executive prior to the 270th day after the
Effective Date, Executive will still be entitled the deferred portion of the
Stay Bonus. The Company further confirms that Executive has been released from
any claim the Company may have in connection with the sole stock purchase loan
previously made to the Executive.
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3. Additional Benefits. The Company will also pay the cost of
medical/dental coverage continuation under COBRA for a period of up to one (1)
year after Executive's termination. After this benefit is exhausted, Executive
may still be eligible for benefits under COBRA, at their own expense. Executive
shall not be entitled to participate in Company's new Severance Policy.
4. Release. Subject to the payment of the amounts set forth in
paragraph 1 above and as more fully set forth in the Release attached hereto as
Exhibit "A", the Executive releases, acquits and discharges the Company from
any and all claims or causes of action he may have as a result of the rejection
of his Executive Severance Agreement and the Proof of Claim filed in the
bankruptcy cases. Executive shall forthwith file a withdrawal of their Proof
of Claim.
5. Expenses. In the event any litigation is initiated after the date
of this Agreement with respect to this Agreement or its subject matter, any
prevailing party as determined by a court of competent jurisdiction shall be
entitled to recover such party's reasonable attorneys' fees from and against
any non-prevailing party.
6. Governing Law. This Agreement shall be governed by and construed in
accordance with the internal laws of the State of Texas. Venue and
jurisdiction of any action relating to this Agreement shall lie in Dallas
County, Texas.
7. Notice. Any notice, payment, demand or communication required or
permitted to be given by this Agreement shall be deemed to have sufficiently
given or served for all purposes if delivered personally or if sent by
registered or certified mail, return receipt requested, postage prepaid,
addressed to such party at its address set forth below such party's signature
to this Agreement or to such other address as shall have been furnished in
writing by such party for whom the communication is intended. Any such notice
shall be deemed to be given on the date so delivered.
8. Severability. In the event any provisions hereof shall be modified
or held ineffective by any court, such adjudication shall not invalidate or
render ineffective the balance of the provisions hereof.
9. Waiver. Any waiver or breach of any of the terms of this Agreement
shall not operate as a waiver of any other breach of such terms or conditions,
or any other terms or conditions, nor shall any failure to enforce any
provisions hereof operate as a waiver of such provision or any other provision
hereof.
10. Successors. This Agreement shall be binding upon and inure to the
benefit of the Executive and his heirs, executors, administrators and legal
representatives. This Agreement shall be binding upon and inure to the benefit
of the Company and its successors and assigns.
11. Section Headings. The section headings in this Agreement have been
inserted for convenience and shall not be used for interpretative purposes or
to otherwise construe this Agreement.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the date first written above and intend that this Agreement have the effect of a
sealed instrument.
COHO ENERGY, INC.,
Reorganized Debtor
00000 Xxxxxxx Xxxx, Xxxxx 000
Xxxxxx, Xxxxx 00000
By: /s/ XXXXXXX X. XXXXXXXX
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Name: Xxxxxxx X. XxXxxxxx
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Title: President
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COHO RESOURCES, INC.,
Reorganized Debtor
By: /s/ XXXXXXX X. XXXXXXXX
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Name: Xxxxxxx X. XxXxxxxx
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Title: President
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/s/ XXXXX X. XXXXXX
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XXXXX X. XXXXXX
