STOCK PURCHASE AGREEMENT
Exhibit
10.2
This
STOCK PURCHASE AGREEMENT ("Agreement")
is by
and between Xedar Corporation, a Colorado corporation (the "Company")
and
Xxxxxxxxx Family Partners, Ltd., a Colorado limited partnership, Battersea
Capital, Inc., a California corporation, and Xxxxxxx, LLC, a Colorado limited
liability company (collectively referred to herein as the "Purchaser"
unless
the context indicates otherwise).
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1.
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Description
of Transaction; Sale and Purchase of
Stock
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Subject
to the terms and conditions of this Agreement, on the Purchase Date (as defined
below) the Company will sell and issue to Purchaser, and Purchaser agrees to
purchase from the Company, 15,000,000 shares of the no par value common stock
of
the Company (“Company
Shares”)
for a
total purchase price of $15,000 (“Purchase
Price”).
When
used herein, the term "Restricted
Stock"
refers
to the Company Shares and to all securities received in replacement of or in
connection with the Company Shares pursuant to stock dividends or splits, all
securities received in replacement of the Company Shares in a recapitalization,
merger, reorganization, exchange or the like, and all new, substituted or
additional securities or other properties to which Purchaser is entitled by
reason of Purchaser's ownership of the Restricted Stock.
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2.
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Purchase
Date
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The
purchase and sale of the Restricted Stock under this Agreement shall occur
on
December 29, 2006 (“Purchase
Date”)
at
such location as is mutually agreed upon by the parties to this Agreement.
Promptly after the Purchase Date, the Company will deliver, or will cause the
Company’s transfer agent to deliver, to each Purchaser certificates representing
the Restricted Stock purchased by each Purchaser issued as follows:
Purchaser
Company
Shares Purchase
Price
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Purchaser
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Company
Shares
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Purchase
Price
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Xxxxxxxxx
Family Partners, Ltd.
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450,000
shares
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$4,500
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Battersea
Capital, Inc.
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450,000
shares
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$4,500
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Xxxxxxx,
LLC
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600,000
shares
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$6,000
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3. Payment
of the Purchase Price
The
Purchase Price for the Restricted Stock purchased by each Purchaser under this
Agreement shall be payable by each Purchaser to the Company with a check from
each Purchaser made payable to the Company.
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4.
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Registration
Rights
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The
Company covenants and agrees with the Purchaser as follows:
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4.1
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Definitions
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For
purposes of this Agreement:
(a) The
term
"Act" means the Securities Act of 1933, as amended.
(b) The
term
"Holder" means any person owning or having the right to acquire Registrable
Securities or any assignee thereof in accordance with Section 4.8
hereof
(c) The
term
"1934 Act" means the Securities Exchange Act of 1934, as amended.
(d) The
term
"register," "registered," and "registration" refer to a registration effected
by
preparing and filing a registration statement or similar document in compliance
with the Act, and the declaration or ordering of effectiveness of such
registration statement or document.
(e) The
term
"Registrable Securities" means (i) the Restricted Stock issued or issuable
pursuant to the terms of this Agreement and (ii) any shares of the Company
issued as (or issuable upon the conversion or exercise of any warrant, right
or
other security that is issued as) a dividend or other distribution with respect
to, or in exchange for, or in replacement of, the Restricted Stock referenced
in
(i) above.
(f) The
number of shares of Registrable Securities outstanding shall be determined
by
the number of Registrable Shares outstanding that are, and the number of
Registrable Shares issuable pursuant to then exercisable or convertible
securities that are, Registrable Securities.
(g) The
term
"SEC" shall mean the U.S. Securities and Exchange Commission.
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4.2
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Registration
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(a)
Within ninety (90) days of the Purchase Date, the Company shall (i) use all
reasonable efforts to prepare and file a registration statement under the Act
with the SEC covering the Registrable Securities, and (ii) use all reasonable
efforts to cause such registration statement to become effective within one
hundred and eighty (180) days of the Purchase Date.
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(b)
The
Company shall not be required to file a registration statement pursuant to
this
Section 4.2 if the Company shall furnish to Holders a certificate signed by
the Company’s Chief Executive Officer or Chairman of the Board stating that in
the good faith judgment of the Board of Directors of the Company, it would
be
seriously detrimental to the Company and its stockholders for such registration
statement to be filed at such time, in which event the Company shall have the
right to defer such filing for a period of not more than thirty (30) days after
delivery of the certificate.
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4.3
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Obligations
of the
Company
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Whenever
required under this Section 4 to effect the registration of any Registrable
Securities, the Company shall, as expeditiously as reasonably
possible:
(a) prepare
and file with the SEC a registration statement with respect to such Registrable
Securities and use all reasonable efforts to cause such registration statement
to become effective, and keep such registration statement effective for a period
of three hundred sixty five (365) days or, if earlier, until the distribution
contemplated in the Registration Statement has been completed;
(b) prepare
and file with the SEC such amendments and supplements to such registration
statement and the prospectus used in connection with such registration statement
as may be necessary to comply with the provisions of the Act with respect to
the
disposition of all securities covered by such registration
statement;
(c) furnish
to the Holders such numbers of copies of a prospectus, including a preliminary
prospectus, in conformity with the requirements of the Act, and such other
documents as they may reasonably request in order to facilitate the disposition
of Registrable Securities owned by them;
(d) use
all
reasonable efforts to register and qualify the securities covered by such
registration statement under such other securities or Blue Sky laws of such
jurisdictions as shall be reasonably requested by the Holders, provided that
the
Company shall not be required in connection therewith or as a condition thereto
to qualify to do business or to file a general consent to service of process
in
any such states or jurisdictions;
(e) in
the
event of any underwritten public offering, enter into and perform its
obligations under an underwriting agreement, in usual and customary form, with
the managing underwriter of such offering;
(f) notify
each Holder of Registrable Securities covered by such registration statement
at
any time when a prospectus relating thereto is required to be delivered under
the Act or the happening of any event as a result of which the prospectus
included in such registration statement, as then in effect, includes an untrue
statement of a material fact or omits to state a material fact required to
be
stated therein or necessary to make the statements therein not misleading in
the
light of the circumstances then existing;
and
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(g) cause
all
such Registrable Securities registered pursuant hereunder to be listed on each
securities exchange on which similar securities issued by the Company are then
listed.
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4.4
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Information
from Holder
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It
shall
be a condition precedent to the obligations of the Company to take any action
pursuant to this Section 4 with respect to the Registrable Securities of any
selling Holder, that such Holder shall furnish to the Company such information
regarding itself, the Registrable Securities held by it, and the intended method
of disposition of such securities as shall be required to effect the
registration of such Holder's Registrable Securities.
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4.5
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Expenses
of Registration
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All
expenses other than underwriting discounts and commissions incurred in
connection with registrations, filings or qualifications pursuant to this
Section 4, including (without limitation) all registration, filing and
qualification fees, printers' and accounting fees, fees and disbursements of
counsel for the Company and the reasonable fees and disbursements of one counsel
for the selling Holders shall be borne by the Company.
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4.6
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Delay
of Registration
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The
Company and each Holder shall not have any right to obtain or seek an injunction
restraining or otherwise delaying any such registration as the result of any
controversy that might arise with respect to the interpretation or
implementation of this Section 4.
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4.7
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Indemnification
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In
the
event any Registrable Securities are included in a registration statement under
this Section 4:
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(a) To
the
extent permitted by law, the Company will indemnify and hold harmless each
Holder, the partners or officers, directors and shareholders of each Holder,
legal counsel and accountants for each Holder, any underwriter (as defined
in
the Act) for such Holder
and each person, if any, who controls such Holder or underwriter within the
meaning of the Act or the 1934 Act, against any losses, claims, damages or
liabilities (joint or several) to which they may become subject under the Act,
the 1934 Act or any state securities laws, insofar as such losses, claims,
damages, or liabilities (or actions in respect thereof) arise out of or are
based upon any of the following statements, omissions or violations
(collectively a "Violation"): (i) any untrue statement or alleged untrue
statement of a material fact contained in such registration statement, including
any preliminary prospectus or final prospectus contained therein or any
amendments or supplements thereto, (ii) the omission or alleged omission to
state therein a material fact required to be stated therein, or necessary to
make the statements therein not misleading, or (iii) any violation or
alleged violation by the Company of the Act, the 1934 Act, any state securities
laws or any rule or regulation promulgated under the Act, the 1934 Act or
any state securities laws; and the Company will reimburse each such Holder,
underwriter or controlling person for any legal or other expenses reasonably
incurred by them in connection with investigating or defending any such loss,
claim, damage, liability or action; provided, however, that the indemnity
agreement contained in this Section 4.7(a) shall not apply to amounts paid
in
settlement of any such loss, claim, damage, liability or action if such
settlement is effected without the consent of the Company (which consent shall
not be unreasonably withheld), nor shall the Company be liable in any such
case
for any such loss, claim, damage, liability or action to the extent that it
arises out of or is based upon a Violation that occurs in reliance upon and
in
conformity with written information furnished expressly for use in connection
with such registration by any such Holder, underwriter or controlling person;
provided further, however, that the foregoing indemnity agreement with respect
to any preliminary prospectus shall not inure to the benefit of any Holder
or
underwriter, or any person controlling such Holder or underwriter, from whom
the
person asserting any such losses, claims, damages or liabilities purchased
shares in the offering, if a copy of the prospectus (as then amended or
supplemented if the Company shall have furnished any amendments or supplements
thereto) was not sent or given by or on behalf of such Holder or underwriter
to
such person, if required by law so to have been delivered, at or prior to the
written confirmation of the sale of the shares to such person, and if the
prospectus (as so amended or supplemented) would have cured the defect giving
rise to such loss, claim, damage or liability.
(b) To
the
extent permitted by law, each selling Holder will indemnify and hold harmless
the Company, each of its directors, each of its officers who has signed the
registration statement, each person, if any, who controls the Company within
the
meaning of the Act, legal counsel and accountants for the Company, any
underwriter, any other Holder selling securities in such registration statement
and any controlling person of any such underwriter or other Holder, against
any
losses, claims, damages or liabilities (joint or several) to which any of the
foregoing persons may become subject, under the Act, the 1934 Act or any state
securities laws, insofar as such losses, claims, damages or liabilities (or
actions in respect thereto) arise out of or are based upon any Violation, in
each case to the extent (and only to the extent) that such Violation occurs
in
reliance upon and in conformity with written information furnished by such
Holder expressly for use in connection with such registration; and each such
Holder will reimburse any person intended to be indemnified pursuant to this
Section 4.7(b), for any legal or other expenses reasonably incurred by such
person in connection with investigating or defending any such loss, claim,
damage, liability or action; provided, however, that the indemnity agreement
contained in this Section 4.7(b) shall not apply to amounts paid in settlement
of any such loss, claim, damage, liability or action if such settlement is
effected without the consent of the Holder (which consent shall not be
unreasonably withheld), provided that in no event shall any indemnity under
this
Section 4.7(b) exceed the gross proceeds from the offering received by such
Holder.
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(c) Promptly
after receipt by an indemnified party under this Section 4.7 of notice of
the
commencement of any action (including any governmental action), such indemnified
party will, if a claim in respect thereof is to be made against any indemnifying
party under this Section 4.7, deliver to the indemnifying party a
written
notice of the commencement thereof and the indemnifying party shall have
the
right to participate in, and, to the extent the indemnifying party so desires,
jointly with any other indemnifying party similarly noticed, to assume the
defense thereof with counsel mutually satisfactory to the parties; provided,
however, that an indemnified party (together with all other indemnified parties
that may be represented without conflict by one counsel) shall have the right
to
retain one separate counsel, with the fees and expenses to be paid by the
indemnifying party, if representation of such indemnified party by the counsel
retained by the indemnifying party would be inappropriate due to actual or
potential differing interests between such indemnified party and any other
party
represented by such counsel in such proceeding. The failure to deliver written
notice to the indemnifying party within a reasonable time of the commencement
of
any such action, if prejudicial to its ability to defend such action, shall
relieve such indemnifying party of any liability to the indemnified party
under
this Section 4.7, but the omission so to deliver written notice to the
indemnifying party will not relieve it of any liability that it may have
to any
indemnified party otherwise than under this Section 4.7.
(d) If
the
indemnification provided for in this Section 4.7 is held by a court of competent
jurisdiction to be unavailable to an indemnified party with respect to any
loss,
liability, claim, damage or expense referred to herein, then the indemnifying
party, in lieu of indemnifying such indemnified party hereunder, shall
contribute to the amount paid or payable by such indemnified party as a result
of such loss, liability, claim, damage or expense in such proportion as is
appropriate to reflect the relative fault of the indemnifying party on the
one
hand and of the indemnified party on the other in connection with the statements
or omissions that resulted in such loss, liability, claim, damage or expense,
as
well as any other relevant equitable considerations. The relative fault of
the
indemnifying party and of the indemnified party shall be determined by reference
to, among other things, whether the untrue or alleged untrue statement of a
material fact or the omission to state a material fact relates to information
supplied by the indemnifying party or by the indemnified party and the parties'
relative intent, knowledge, access to information, and opportunity to correct
or
prevent such statement or omission.
(e) Notwithstanding
the foregoing, to the extent that the provisions on indemnification and
contribution contained in the underwriting agreement entered into in connection
with the underwritten public offering are in conflict with the foregoing
provisions, the provisions in the underwriting agreement shall
control.
(f) Notwithstanding
the foregoing, no person or entity guilty of fraudulent misrepresentation
(within the meaning of Section 11(f) of the Act) shall be entitled to
contribution from any person or entity who was not guilty of such fraudulent
misrepresentation.
(g) The
obligations of the Company and Holders under this Section 4.7 shall survive
the
completion of any offering of Registrable Securities in a registration statement
under this Section 4, and otherwise.
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4.8 Assignment
of Registration Rights
The
rights of the Holders of the Registrable Securities pursuant to this Section
4
may be assigned (but only with all related obligations) by a Holder to a
transferee or assignee of such securities, subject to applicable securities
laws, provided that: i) the Company is, within a reasonable time after such
transfer, furnished with written notice of the name and address of such
transferee or assignee and the Registrable Securities with respect to which
such
registration rights have been assigned, (ii) such transferee or assignee agrees
in writing to be bound by and subject to the terms and conditions of this
Agreement, and (iii) such assignment shall be effective only if such transfer
complies with applicable terms of the Act.
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5.
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Representations
of the Purchaser
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In
connection with the purchase of the Restricted Stock, each Purchaser represents
and warrants to the Company the following:
5.1 Purchaser
is familiar with the term "accredited investor" and its use in connection with
private placements of securities under applicable U.S. federal and state laws.
Purchaser represents and warrants that Purchaser is an accredited investor
as
such term is defined in Rule 501(a) promulgated under the Act.
5.2 Purchaser
(i) is aware of the Company’s business affairs and financial condition, has
reviewed the most recent current, quarterly, and annual reports of the Company
filed with the SEC pursuant to the requirements of the 1934 Act; and (ii) has
acquired sufficient information about the Company to reach an informed and
knowledgeable decision to acquire the Restricted Stock. Purchaser has such
knowledge and experience in financial and business matters as to make Purchaser
capable of utilizing said information to evaluate the risks of the prospective
investment and to make an informed investment decision. Purchaser has been
furnished with all information which Purchaser deems necessary to evaluate
the
merits and risks of the purchase of the Restricted Stock, and Purchaser has
had
the opportunity to ask questions and receive answers concerning the Restricted
Stock and the Company, and to obtain any additional information concerning
the
Restricted Stock and the Company necessary to verify the accuracy of the
information furnished or made available to Purchaser in connection herewith.
Purchaser is able to bear the economic risk of Purchaser's investment in the
Restricted Stock. Purchaser is purchasing the Restricted Stock for investment
for his or her own account only and not with a view to, or for resale in
connection with, any "distribution" thereof within the meaning of the
Act.
5.3 Purchaser
understands that the Restricted Stock has not been registered under the Act
by
reason of a specific exemption therefrom, which exemption depends upon, among
other things, the bona fide nature of Purchaser's investment intent as expressed
herein.
5.4 Purchaser
understands that the Restricted Stock is a "restricted security" under
applicable U.S. federal and state securities laws and that, pursuant to
these laws, Purchaser must hold the Restricted Stock indefinitely unless the
Restricted Stock is registered with the
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SEC
and
qualified by state authorities or an exemption from such registration and
qualification requirements is available. Purchaser acknowledges that, except
as
specified in Section 4 hereof, the Company has no obligation to register or
qualify the Restricted Stock for resale. Purchaser further acknowledges that
if
an exemption from registration or qualification is available, it may be
conditioned on various requirements including, but not limited to, the time
and
manner of sale, the holding period for the Restricted Stock, and requirements
relating to the Company which are outside of the Purchaser's control and which
the Company is under no obligation to, and may not be able to,
satisfy.
5.5 Purchaser
understands that Purchaser may suffer adverse tax consequences as a result
of
Purchaser's purchase or disposition of the Restricted Stock. Purchaser
represents that Purchaser has consulted any tax consultants Purchaser deems
advisable in connection with the purchase or disposition of the Restricted
Stock
and that Purchaser is not relying on the Company for any tax
advice.
5.6 Purchaser
has the full legal right, power and authority to enter into and perform this
Agreement. This Agreement constitutes the Purchaser's valid and binding
obligation, enforceable against the Purchaser in accordance with its
terms.
6.
Lockup;
Restrictive Legends; Stop-Transfer Orders
6.1 Lockup
Agreement
The
Purchaser and the Company agree that some of the Restricted Stock being
purchased hereunder by each Purchaser shall be subject to the “Lockup
Agreement”
set
forth in this Section 6.1. The Company and the Purchaser agree that 195,000
shares of Restricted Stock being purchased by Xxxxxxxxx Family Partners, Ltd.
hereunder, 405,000 shares of Restricted Stock being purchased Battersea Capital,
Inc. hereunder, and 600,000 shares of Restricted Stock being purchased by
Xxxxxxx, LLC shall be subject to the Lockup Agreement set forth in this Section
6.1., which shares will be referred to herein as each Purchaser’s “Lockup
Shares.”
Each
Purchaser hereby agrees that it will not, without the prior written consent
of
the Company (which consent may be withheld at the sole discretion of the
Company), during the period commencing on the Purchase Date and ending three
hundred sixty five (365) days thereafter (“Lockup
Period”):
(i)
offer, pledge, sell, contract to sell, sell any option or contract to purchase,
purchase any option or contract to sell, grant any option, right or warrant
to
purchase, or otherwise transfer or dispose of, directly or indirectly, any
of
its Lockup Shares or any securities convertible into or exercisable or
exchangeable for any of its Lockup Shares; or (ii) enter into any swap or other
arrangement that transfers to another, in whole or in part, any of the economic
consequences of ownership of its Lockup Shares, whether or not any such
transaction described in clause (i) or (ii) above is to be settled by delivery
of its Lockup Shares, in cash or otherwise.
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6.2
Legends
The
certificate or certificates representing the Restricted Shares which are not
subject to the Lockup Agreement shall only bear the first legend set forth
below
in this Section 6.2, and any legends required by applicable state securities
laws; and the certificates representing the Restricted Shares which are also
Lockup Shares shall also bear the second legend set forth below in this Section
6.2:
"THESE
SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS
AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN
THE
ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THE SECURITIES
UNDER SUCH ACT OR AN EXEMPTION FROM SUCH REGISTRATION
REQUIREMENTS."
“THE
SECURITIES EVIDENCED HEREBY ARE SUBJECT TO A LOCKUP AGREEMENT CONTAINING
RESTRICTIONS ON SALE AND TRANSFER. THE SECURITIES EVIDENCED HEREBY MAY NOT
BE
TRANSFERRED, EXCEPT IN ACCORDANCE WITH AND SUBJECT TO SUCH RESTRICTIONS ON
SALE
AND TRANSFER. NO TRANSFER MADE IN VIOLATION OF SUCH RESTRICTIONS SHALL BE
VALID”
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6.3
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Stop-Transfer
Notices
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Purchaser
agrees that, in order to ensure compliance with the restrictions referred to
herein, the Company may issue appropriate "stop transfer" instructions to its
transfer agent, if any, and that, if the Company records transfer of its own
securities, it may make appropriate notations to the same effect in its own
records.
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6.4
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Refusal
to Transfer
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The
Company shall not be required (i) to transfer on its books any Restricted
Shares that have been sold or otherwise transferred in violation of any of
the
provisions of this Agreement or (ii) to treat as owner of such Restricted
Shares, or to accord the right to vote or pay dividends, to any purchaser or
other transferee to whom such Restricted Shares shall have been so
transferred.
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7.
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Miscellaneous
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7.1
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Governing
Law; Jurisdiction and
Venue
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This
Agreement and all acts and transactions pursuant hereto and the rights and
obligations of the parties hereto shall be governed, construed and interpreted
in accordance with the laws of the state of Colorado without giving effect
to
principles of conflicts of law.
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The
parties irrevocably consent to the jurisdiction and venue of the state and
federal courts located in the city and county of Denver, Colorado, in connection
with any action relating to this Agreement.
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7.2
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Entire
Agreement; Enforcement of
Rights
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This
Agreement sets forth the entire agreement and understanding of the parties
relating to the subject matter herein and merges all prior discussions between
them. No modification of or amendment to this Agreement, nor any waiver of
any
rights under this Agreement, shall be effective unless in writing signed by
the
parties to this Agreement. The failure by either party to enforce any rights
under this Agreement shall not be construed as a waiver of any rights of such
party.
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7.3
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Severability
|
If
one or
more provisions of this Agreement are held to be unenforceable under applicable
law, such provision shall be excluded from this Agreement and the balance of
the
Agreement shall be interpreted as if such provision were so excluded and shall
be enforceable in accordance with its terms.
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7.4
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Titles;
Construction
|
The
titles and subtitles used in this Agreement are used for convenience only and
are not to be considered in construing or interpreting this Agreement. This
Agreement is the result of negotiations between and has been reviewed by each
of
the parties hereto and their respective counsel, if any; accordingly, this
Agreement shall be deemed to be the product of all of the parties hereto, and
no
ambiguity shall be construed in favor of or against any one of the parties
hereto on account of the identity of the drafter.
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7.5
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Notices
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Unless
otherwise provided, any notice required or permitted under this Agreement shall
be given in writing and shall be deemed effectively given (i) upon personal
delivery to the party to be notified, (ii) one business day after deposit with
a
nationally recognized overnight courier service, prepaid for overnight delivery
and addressed to the party to be notified at the address indicated for such
party on the signature page hereto or at such other address as such party may
designate pursuant to the notice provisions of this Section 7.5, or (iii) three
days after deposit with the U.S. Postal Service, postage prepaid, registered
or
certified with return receipt requested and addressed to the party to be
notified at the address indicated for such party on the signature page hereto
or
at such other address as such party may designate pursuant to the notice
provisions of this Section 7.5.
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7.6 Counterparts
This
Agreement may be executed in two or more counterparts, each of which shall
be
deemed an original and all of which shall constitute one
instrument.
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7.7
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Successors
and Assigns
|
The
rights and benefits of this Agreement shall inure to the benefit of, shall
be
binding upon, and be enforceable by and against the Company and the Company’s
successors and assigns. The term “successor” shall include, but not be limited
to, any person, including an entity, which acquires or consolidates with the
Company or a successor of the Company or acquires the business of the Company
or
a successor of the Company in any transaction, including a reorganization
transaction, or in a series of transactions or reorganization transactions.
The
rights and obligations of Purchaser under this Agreement may only be assigned
with the prior written consent of the Company or as provided in this
Agreement.
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7.8
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Expenses
|
If
any
action at law or in equity is necessary to enforce or interpret the terms of
this Agreement, the prevailing party shall be entitled to reasonable attorneys'
fees, costs and necessary disbursements in addition to any other relief to
which
such party may be entitled.
IN
WITNESS WHEREOF, the parties hereto have executed this Agreement, intending
to
be legally bound, as of the date first set forth above:
XEDAR
CORPORATION (“Company”)
By: /s/
Xxxxxx Xxxxxx, Xx.
Xxxxxx
Xxxxxx, Xx., President, CEO, CFO,
and
Director.
Address:
0000 X Xxxx Xxxxxx, Xxxxx 000
Xxxxxxxxx,
XX 00000
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Xxxxxxxxx
Family Partners, Ltd.
Tax
ID
No: 00-0000000
By: /s/
L.
Xxxxxxx Xxxxxxxxx
L.
Xxxxxxx Xxxxxxxxx, General Partner
Address:
0 Xxxxx Xxxxxx Xxxx
Xxxxxx
Xxxx, Xxxxxxxx 00000
Battersea
Capital, Inc.
Tax
ID
No: 00-0000000
By: /s/
J.
Xxxx Xxxx
J.
Xxxx
Xxxx, President
Address:
000 Xxxxxxx Xxx., #0
Xxxxx
Xxxxxx, XX 00000
Xxxxxxx,
LLC
Tax
ID
No: 00-0000000
By: /s/
Xxxx X. Xxxxxxx
Xxxx
X.
Xxxxxxx, Member/Manager
Address:
0000 X Xxxxx Xxx
Xxxxxx,
Xxxxxxxx 00000
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