EXHIBIT 1
JOINT FILING AGREEMENT
This JOINT FILING AGREEMENT (this "Agreement") is made and entered into
by and among Xxxxxxx Xxxxxxx, Uncle Xxxxx Partners, LLC and Xxxxxxx Xxxxxxxxx
& Company, Inc. (the "Parties").
In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, as amended (the "Exchange Act"), the Parties agree to jointly prepare
and file (or otherwise deliver as appropriate) all filings on Schedule 13D
and Schedule 13G (including any amendments thereto) (the "Filings") required
to be filed by them pursuant to Section 13(d) of 13(g) under the Exchange Act
with respect to their respective ownership of any securities of Xxxxxx Group
Holding Co. that are required to be reported on any Filings, and agree that
this Agreement may be filed as an Exhibit to such Filings. The Parties agree
that any such Filing shall be filed on behalf of each of them. Each of the
Parties further agrees and covenants to the other Parties that it will fully
cooperate with such other Partiesin the preparation and timely filing (and
other delivery) of all such Filings.
This Agreement may be executed in any number of counterparts, all of
which taken together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of
the 28th day of January, 2014.
By: /s/ Xxxxxxx Xxxxxxx
_________________________________
Xxxxxxx Xxxxxxx
By: /s/ Xxxxxxx Xxxxxxx
__________________________________
Xxxxxxx Xxxxxxx, Manager
Uncle Xxxxx Partners, LLC
By: /s/ Xxxxxxx Xxxxxxxxx
_________________________________
Xxxxxxx Xxxxxxxxx, President
Xxxxxxx Xxxxxxxxx & Company, Inc.
