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EXHIBIT 10.7
COMMERCIAL SECURITY AGREEMENT
This Commercial Security Agreement (the "Agreement") is entered as of
the date hereinafter set forth by and between:
XXXXXXX XXXXXXX (the "Secured Party"), an individual residing in
Tangipahoa Parish, Louisiana, whose Social Security number is
, and
XXXXXX X. XXXX, an individual residing in Pinellas County, Florida,
whose Social Security number is , ("Xxxx"), and XXXX X.
XXXXX, an individual residing in Dallas County, Texas, whose Social
Security number is , ("Xxxxx"), (Xxxx and Xxxxx are
individually referred to as "Pledgor" and jointly referred to herein
as the "Pledgors"), and
XXXXXXX'X THUNDER KARTS, INC. (the "Borrower"), Tax Identification
Number 00-0000000, a Louisiana corporation having its principal place
of business at Xxxxxxx 00 Xxxxx, Xxxxxxxx, Xxxxxxxxx, 00000
represented herein by V. Xxxx Xxxxxxxx, its President, duly
authorized by resolution attached hereto,
under the following terms and conditions:
SECTION 1. GRANT OF SECURITY INTEREST. For value received and in order to
secure the prompt and punctual payment and satisfaction of the Obligations as
defined hereinafter, the Pledgors do by these presents hereby grant a
continuing security interest in favor of the Secured Party as affecting the
Collateral described in the Description of Collateral (Section 3) section of
this Agreement and agrees with the Secured Party as hereinafter provided. The
security interest granted in the Collateral described in the Description of
Collateral section of this Agreement in favor of the Secured Party will
continue until such time as all of the Obligations as defined hereinafter are
fully paid and satisfied and this Agreement is cancelled or terminated by the
Secured Party under a written cancellation instrument and the Collateral in the
possession of the Secured Party or a financial intermediary (as defined in
R.S.10:8-313(4)) has been placed in the possession of Pledgors or their
designated agents.
SECTION 2. OBLIGATIONS SECURED. The security interest granted hereby is granted
to secure the prompt and punctual payment and satisfaction of the following
(which is herein separately and collectively referred to as the "Obligations"):
A. That loan indebtedness of Borrower to the Secured Party
represented by that certain subordinated promissory note made by
Borrower dated March 15, 1996 payable to the order of the Secured
Party and all subsequent holders of the note, in the
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principal amount of ONE MILLION AND NO 100 ($1,000,000.00) DOLLARS,
with interest and attorney's fees and payable as provided therein.
B. Any advances or expenditures made by the Secured Party or
expenses incurred by the Secured Party in protection or in furtherance
of its rights under this Agreement.
SECTION 3. DESCRIPTION OF COLLATERAL. Pledgors hereby grant to Secured Party a
security interest in and agree that Secured Party shall continue to have a
security interest in the following property (the "Collateral") to-wit:
The securities described below, together with all instruments and
general intangibles related thereto and all monies, income, proceeds and
benefits attributable or accruing to said property, including, but not limited
to, all stock rights, options, rights to subscribe, any dividends (except cash
dividends), new security or other properties or benefits to which Pledgors are
or may hereafter become entitled to receive on account of said property:
Company No. of Common Shares Pledgor
------- -------------------- -------
Hunter Resources, Inc. 1,000,000 Xxxxx
NewCare Health Corporation 196,464 Xxxx
together with any accessions, additions and attachments to the foregoing and
the proceeds and products thereof (except immovable property), including
without limitation, all cash, general intangibles, accounts, inventory,
equipment, fixtures, farm products, notes, drafts, acceptances, securities,
instruments, chattel paper, insurance proceeds payable because of loss or
damage, or other property, benefits or rights arising therefrom, and in and to
all returned or repossessed goods arising from or relating to any of the
property described herein or other proceeds of any sale or other disposition of
such property.
On each anniversary date of the Agreement, the market value of the
Collateral shall be determined based upon the closing price of such Collateral
on its applicable trading market on the day immediately preceding such
anniversary date. On such date or as soon as practicable thereafter (i) if the
market value of the Collateral pledged by each Pledgor exceeds 50% of the
principal amount of the Obligations due and owing on such date, such Pledgor
will be entitled to have released to him a number of shares having a market
value equal to such excess, or (ii) if the market value of the Collateral
pledged by each Pledgor is less than 50% of the principal amount of the
Obligations due and owing on such date, such Pledgor shall pledge additional
securities having a market value equal to such deficiency. Any such additional
securities shall be included in the definition of Obligations hereunder and
shall be subject to the terms and conditions of the Agreement.
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SECTION 4. REPRESENTATIONS, WARRANTIES AND COVENANTS OF PLEDGORS. Pledgors
represent and warrant as follows:
A. OWNERSHIP; NO ENCUMBRANCES. Except for the security interest
granted hereby, Xxxxx is the owner of the Hunter Resources, Inc.
shares and Xxxx is the owner of the NewCare Health Corporation shares,
and Pledgors are and during the term of this Agreement will be, the
owners of their respective stock constituting the Collateral free and
clear from all charges, liens, security interests, adverse claims and
encumbrances of any and every nature whatsoever.
B. NO FINANCING STATEMENTS. There is no financing statement,
notice of security interest, pledge agreement, assignment, notice of
assignment or similar document now on file or of record in any public
office covering any part of the Collateral, and Pledgors will not
execute and there will not be on file or of record in any public
office any financing statement(s), notice of security interest, pledge
agreement, assignment, notice of assignment or similar document except
the financing statement(s) filed or to be filed in favor of Secured
Party.
C. PERFECTION OF SECURITY INTEREST. The Pledgors shall transfer a
security interest in the Collateral, and maintain such security
interest in the Collateral during the term of this Agreement at the
option of the Pledgors by (i) placing the Collateral in the possession
of the Secured Party, or (ii) by placing a financial intermediary in
possession of certificated securities representing the Collateral
appropriately endorsed in blank and the financial intermediary shall
send confirmation to the Secured Party and also by book entry or
otherwise identify the security interest in compliance with La.
R.S.10:8-313.
D. ACCURACY OF INFORMATION. All information furnished to Secured
Party concerning Pledgors, the Collateral and the Obligations, or
otherwise for the purpose of obtaining or maintaining credit, is or
will be at the time the same is furnished, accurate and complete in
all material respects.
E. AUTHORITY. Each of the Pledgors have the full right and
authority to execute and perform this Agreement and to create the
security interest created by this Agreement. The making and
performance by Pledgors of this Agreement will not violate any
articles of incorporation, bylaws or similar document respecting
Pledgors, any provision of law or any previous agreement of Pledgors.
F. IDENTIFICATION. The Pledgors' correct Social Security Numbers
are shown on the first page of this Agreement, and each Pledgor shall
give notice to the Secured Party
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immediately of any change in that number. Each Pledgor warrants to
give notice to the Secured Party immediately should there be any
change in Pledgor's name or legal status.
G. CONTINUING OBLIGATIONS. The above representations and
warranties and all other representations and warranties contained in
this Agreement are and will be continuing in nature and will remain in
full force and effect until such time as this Agreement is cancelled
in the manner provided above.
H. ADDITIONAL WARRANTIES. As to each and all securities and
similar property included within the Collateral (including securities
hereafter acquired that are part of the Collateral), Pledgors further
represent and warrant (as of the time of delivery of same to Secured
Party) as follows: (a) such securities are genuine, validly issued and
outstanding, fully paid and nonassessable, and are not issued in
violation of the preemptive rights of any person or of any agreement
by which the issuer or obligor thereof or Pledgors are bound, (b) such
securities are not subject to any interest, option or right of any
third person, (c) such securities are in compliance with applicable
law concerning form, content and manner of preparation and execution
and (d) Pledgors acquired and hold the securities in compliance with
all applicable laws and regulations.
I. DIVIDENDS AND PROCEEDS. Any and all payments, dividends, other
distributions (including stock redemption proceeds), or other
securities in respect of or in exchange for the Collateral, whether by
way of any dividends (except cash dividends), stock dividends,
recapitalizations, mergers, consolidations, stock splits, combinations
or exchanges of shares or otherwise, received by Pledgors shall be
held by Pledgors or the financial intermediary, as the case may be, in
trust for Secured Party and Pledgors shall immediately deliver same to
Secured Party or a financial intermediary to be held as part of the
Collateral. Pledgors may retain ordinary cash dividends.
J. VOTING RIGHTS. Secured Party shall have no voting rights
unless there has been a default under this Agreement and Secured Party
has obtained ownership of the Collateral.
K. FURTHER ASSURANCES. Pledgors agree to execute such stock
powers, endorse such instruments, or execute such additional pledge
agreements or other documents as may be required by Secured Party in
order effectively to grant to Secured Party the security interest in
the Collateral and to enforce and exercise Secured Party's rights
regarding same.
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L. SECURITIES LAWS. In the event of default, Pledgors hereby
agree to cooperate fully with Secured Party in order to permit Secured
Party to sell, at foreclosure or public or private sale, the
Collateral pledged hereunder. Specifically, Pledgors agree to fully
comply with the securities laws of the United States and of the State
of Louisiana.
SECTION 7. GENERAL COVENANTS: Pledgors covenant and agree as follows:
A. NOTICES AND REPORTS; RECORDS. Each Pledgor shall promptly
notify Secured Party in writing of any change in the name, identity or
structure of such Pledgor, any charge, lien, security interest, claim
or encumbrance asserted against the Collateral, any theft, loss,
injury or similar incident involving the Collateral, and any other
material matter adversely affecting Pledgor or the Collateral.
B. ADDITIONAL FILINGS. Pledgors agree to execute and deliver such
financing statement or statements, or amendments thereof or
supplements thereto, or other documents as Secured Party may from time
to time reasonably require in order to comply with the Commercial Laws
of Louisiana, the Uniform Commercial Code (or other applicable state
law of the jurisdiction where any of the Collateral is located) and to
preserve and protect the Secured Party's rights to the Collateral.
C. PROTECTION OF COLLATERAL. Secured Party, at its option,
whether before or after default, but without any obligation whatsoever
to do so, may (a) discharge taxes, claims, charges, liens, security
interests, assessments or other encumbrances of any and every nature
whatsoever at any time levied, placed upon or asserted against the
Collateral, (b) pay all filing, recording, licensing or certification
fees or other fees and charges related to the Collateral, or (c) take
any other action to preserve and protect the Collateral and Secured
Party's rights and remedies under this Agreement as Secured Party may
deem necessary and appropriate. Pledgors agree that Secured Party
shall have no duty or obligation whatsoever to take any of the
foregoing action.
D. INSPECTION. Pledgors shall at all reasonable times allow
Secured Party by or through any of its officers, agents, attorneys or
accountants, to examine the Collateral.
SECTION 8. EVENTS OF DEFAULT: Pledgors shall be in default hereunder upon the
happening of any of the following events or conditions:
A. Failure by either Borrower to pay the principal of or any
installment of the principal of the obligations when due, or failure
to pay any interest on the obligations when due, and
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such nonpayment shall have continued for a period of fifteen (15) days
after receipt of written notice thereof;
B. If any representation or warranty made in this Agreement that
shall prove to have been untrue or misleading in any material respect
when made;
C. Default in the observance or performance of any covenant or
agreement contained in this Agreement, and if such default shall have
continued for a period of fifteen (15) days after receipt of written
notice thereof;
D. If either Borrower or Pledgors shall commence any case,
proceeding or other action (i) under any existing or future law of any
jurisdiction, domestic or foreign, relating to bankruptcy, insolvency,
reorganization or relief of debtors, seeking to have an order for
relief entered with respect to it, or seeking to adjudicate it a
bankrupt or insolvent, or seeking reorganization, arrangement,
adjustment, liquidation, dissolution, composition or other relief with
respect to it or its debts; or (ii) seeking appointment of a receiver,
trustee, custodian or other similar official for it or for all or any
substantial part of its property, or either Borrower or Pledgors shall
make a general assignment for the benefit of its creditors; or (iii)
there shall be commenced against either Borrower or Pledgors any case,
proceeding or other action of a nature referred to in clauses (i) or
(ii) above or seeking issuance of a warrant of attachment, execution,
distraint or similar process against all or any substantial part of
its property, which case, proceeding or other action results in the
entry of an order for relief or remains undismissed, undischarged or
unbonded for a period of 60 days; or (iv) either Borrower or Pledgors
shall take any action indicating its consent to, approval of, or
acquiescence in, or in furtherance of, any of the acts set forth in
clauses (i), (ii) or (iii) above; or (v) either Borrower or Pledgors
shall generally not, or shall be unable to, pay its debts as they
become due or shall admit in writing its inability to pay its debts;
SECTION 9. REMEDIES: Upon the occurrence of any event of default and the
applicable notice thereof, if any, Secured Party, at its option, shall be
entitled to exercise any one or more of the following remedies (all of which
are cumulative):
A. DECLARE OBLIGATIONS DUE. Secured Party, at its option, may
declare the Obligations or any part thereof immediately due and
payable, without demand, notice of intention to accelerate, notice of
acceleration, notice of nonpayment, presentment, protest, notice of
dishonor, or any other notice whatsoever, all of which are hereby
waived by Pledgors and any
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maker, endorser, guarantor, surety or other party liable in any
capacity for any of the obligations.
B. DEFAULT REMEDIES. Should any event of default occur, and in
addition to the rights of Secured Party with respect to possessory
collateral, Secured Party shall have the right, at its sole
discretion, to accelerate payment of all amounts that either Borrower
may then owe to Secured Party, which will then entitle Secured Party
to foreclose under this Agreement under ordinary or executory process
procedures, and to cause the Collateral to be immediately seized
wherever found, and sold with or without appraisal, in regular session
of court or in vacation, in accordance with applicable Louisiana law,
subject to Paragraph C of this Subsection and the notice provisions in
Section 8 herein.
Should the Collateral for any reason be located in another state at or
following any default under the Obligations or under this Agreement,
or should there be a subsequent change in Louisiana law permitting
self-help remedies with regard to non-possessory collateral, Pledgors
agree that Secured Party may take possession of the Collateral in any
manner then permitted under the laws of the state in which the
Collateral is then located or under the laws of Louisiana as then
applicable. Should Secured Party for any reason have or acquire
possession of the Collateral at or following default, Secured Party
may sell the Collateral at public or private sale as authorized by
Louisiana law or the applicable provisions of the Uniform Commercial
Code or similar laws in effect in the state where the Collateral is
then located. Pledgor agrees that the requirement of reasonable notice
shall be met if the Secured Party mails such notice to Borrower and
Pledgors at Pledgors' addresses as shown in this Agreement and to any
financial intermediary in possession of the Collateral at least ten
(10) days before the time of any public sale or, if disposition is by
private sale, at least ten (10) days before the time after which
private sale may occur. During such notice period, Borrower, Pledgors,
or any third party on behalf of Borrower or Pledgors may cure any
default. If public sale is held, there will be sufficient compliance
with all requirements of notice to the public by a single publication
in a newspaper in general circulation in the parish or county where
the Collateral is then located. This notice should include the time
and place of sale, and a brief description of the property to be sold.
C. PRO RATA SEIZURE OF COLLATERAL. SECURED PARTY AGREES THAT IN
THE EVENT OF SEIZURE OF THE COLLATERAL UPON A DEFAULT, SUCH COLLATERAL
OF XXXXX AND XXXX SHALL BE SEIZED AND SOLD ON A PRO RATA BASIS ONLY.
BY WAY OF EXAMPLE, IN THE EVENT OF $100,000 REMAINED OWED TO THE
SECURED PARTY UPON DEFAULT, SO MUCH OF XXXXX AND XXXX'X SHARES SHALL
BE SEIZED AND SOLD SO
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THAT THE SHARES OF XXXXX AND XXXX EACH ACCOUNT FOR $50,000 OF THE
$100,000 DEBT. IN THE EVENT THE COLLATERAL PLEDGED BY EITHER PLEDGOR
WHEN SOLD ON A PRO RATA BASIS IS EXHAUSTED WITHOUT THE OBLIGATION TO
THE SECURED PARTY HAVING BEEN FULLY REPAID, SECURED PARTY MAY PROCEED
TO SEIZE AND SELL THE ADDITIONAL COLLATERAL PLEDGED BY THE OTHER
PLEDGOR NECESSARY TO FULLY REPAY THE OBLIGATIONS. BY WAY OF EXAMPLE,
IF $1,000,000 REMAINED OWED TO SECURED PARTY AND XXXX'X COLLATERAL HAD
A PRESENT MARKET VALUE OF $400,000, AND EVAN'S COLLATERAL HAD A
PRESENT MARKET VALUE OF $700,000, THE SECURED PARTY WOULD SEIZE AND
SELL ALL OF XXXX'X COLLATERAL RESULTING IN $400,000 AND THAT PORTION
OF EVAN'S COLLATERAL TO SATISFY THE OBLIGATION ($400,000 PLUS AN
ADDITIONAL $200,000).
D. PROCEEDS; SURPLUS; DEFICIENCIES. Secured Party may apply any
proceeds derived or to be derived from the sale, collection or other
disposition of the Collateral first to the reimbursement of any
reasonable expenses incurred by Secured Party in connection therewith,
including the fees of Secured Party's attorney and court costs; and
then to the payment of any additional sums that Secured Party may
advance on Pledgor's and/or Borrower's behalf under this Agreement,
together with interest thereon at the rate of twelve (12%) percent per
annum; and then to the payment of the Obligations in such order and
with such priority as Secured Party may determine within its sole
discretion. Pledgors shall be entitled to any surplus if one
results after application of the proceeds and Borrower shall remain
liable for any deficiency.
E. EXPENSES. Borrower shall be liable for and agrees to pay on
demand the reasonable expenses incurred by Secured Party in enforcing
its rights and remedies, in retaking, holding, testing, repairing,
improving, selling, leasing or disposing of the Collateral, or like
expenses, including, without limitation, attorney's fees and legal
expenses incurred by Secured Party. These expenses, together with
interest thereon at the rate of twelve (12%) percent per annum from
the date incurred until paid by Borrower which Borrower agrees to pay,
shall constitute additional Obligations and shall be secured by and
entitled to the benefits of this Agreement.
F. REMEDIES CUMULATIVE. The rights and remedies of Secured Party
are cumulative and the exercise of any one or more of the rights or
remedies shall not be deemed an election of rights or remedies or a
waiver of any other right or remedy. Pledgor agrees that nothing under
this Agreement shall limit or restrict the remedies available to
Secured Party following any event of default. Secured Party may remedy
any default and may waive any default without waiving the default
remedied or without waiving any other prior or subsequent default.
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SECTION 10. PROTECTION OF SECURED PARTY'S SECURITY RIGHTS: Pledgors agree to be
fully responsible for any losses that Secured Party may suffer as a result of
anyone other than Secured Party asserting any rights or interest in the
Collateral. Pledgors further agree to appear in and defend all actions and
proceedings purporting to affect Secured Party's security rights and interest.
Should Pledgors fail to do what is required of it under this Agreement, or if
any action or proceeding is commenced naming Secured Party as a party, or
affecting Secured Party's security interest, or the rights and powers granted
under this Agreement, then Secured Party may, without releasing Pledgor from any
of its obligations, do whatever Secured Party believes is necessary and proper
within its sole discretion, including advancing additional sum on Pledgors'
behalf as provided herein, to protect Secured Party's security rights and
interests.
SECTION 11. OTHER AGREEMENTS:
A. USE OF COPIES; FILING FEES. Any carbon, photographic or other
reproduction of this Security Agreement or any financing statement
signed by Pledgors is sufficient as a financing statement for all
purposes, including without limitation, filing in any state as may be
permitted by the provisions of the Uniform Commercial Code of such
state. Pledgors agree that Secured Party may file a carbon,
photographic, facsimile or other type of copy of this Agreement, or of
a UCC Financing Statement, in lieu of filing an original containing
the signatures of Pledgors or of Pledgors' duly authorized
representative. Pledgors further agrees to reimburse Secured Party for
the cost of filing, amending, continuing, terminating and releasing
Pledgors' ucc Financing Statement(s), to the extent applicable, which
costs shall be considered additional Obligations secured under this
Agreement.
B. RELATIONSHIP TO OTHER AGREEMENTS. This Security Agreement and
the security interests (and pledges and assignments as applicable)
herein granted are in addition to (and not in substitution, novation
or discharge of) any and all prior or contemporaneous security
agreements, security interests, pledges, assignments, liens, rights,
titles or other interests in favor of Secured Party or assigned to
Secured Party by others in connection with the Obligations. All
rights and remedies of Secured Party in all such agreements are
cumulative, but in the event of actual conflict in terms and
conditions, the terms and conditions of the latest security agreement
shall govern and control.
C. NOTICES. Any notice or demand given by Secured Party to
Borrower and Pledgors in connection with this Agreement, the
Collateral or the Obligations shall be deemed given and effective upon
deposit in the United States by certified mail, postage
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prepaid, addressed to Borrowers and Pledgors at the addresses of
Borrowers and Pledgors designated at the beginning of this Agreement.
Actual notice to Borrowers and Pledgors shall always be effective no
matter how given or received.
D. HEADINGS AND GENDER. Paragraph headings in this Agreement are
for convenience only and shall be given no meaning or significance in
interpreting this Agreement. All words used herein shall be construed
to be of such gender or number as the circumstances require.
E. GOVERNING LAW. This Agreement shall be governed and construed
in accordance with the laws of the State of Louisiana.
F. EXEMPTIONS FROM SEIZURE. In entering into this Agreement,
Pledgors are, to the extent applicable, waiving any exemption from
seizure with regard to the Collateral to which Pledgors may be
entitled under applicable Louisiana law and the laws of the United
States.
G. AGREEMENTS, REPRESENTATIONS, COVENANTS AND WARRANTIES OF XXXXX
AND XXXX. Any agreement, representation, covenant or warranty made
herein by Xxxxx shall only apply to Xxxxx or Xxxxx' stock in Hunter
Resources, Inc. Xxxxx makes no representations, warranties, covenants
or agreements of any nature with respect to Xxxx or Xxxx'x shares of
NewCare Health Corporation. Any agreement, representation, covenant or
warranty made herein by Xxxx shall apply only to Xxxx or Xxxx'x stock
in NewCare Health corporation. Xxxx makes no representations,
warranties, covenants or agreements of any nature with respect to
Xxxxx or Xxxxx' shares of Hunter Resources, Inc.
H. ACKNOWLEDGMENT OF MERGER NEGOTIATIONS. Secured Party
acknowledges that NewCare Health Corporation is presently in merger
negotiations with Retirement Care Associates (NYSE:RCA) and that
Hunter Resources, Inc. is presently in merger negotiations with Magnum
Petroleum, Inc. (AMEX:MPM). Merger agreements have been executed in
both proposed mergers but there is no certainty that either of these
mergers will be consummated. Secured Party acknowledges that in the
event either merger occurs, or a merger with any other company occurs,
known or unknown at this time, no default under the terms of this
agreement will result from the conversion of shares resulting from the
merger.
I. SEPARATE COUNSEL. Secured Party expressly acknowledges that he
has been advised that he has not been represented by Borrower or
Halter Financial Group, Inc.'s legal counsel in this matter and has
been advised and urged to seek separate legal counsel for advice in
this matter.
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IN WITNESS WHEREOF, this Agreement is executed by Xxxxxx X. Xxxx at Pinelms
County, Largo, Florida on March 14, 1996 in the presence of the undersigned two
competent witnesses after due reading of the whole.
WITNESSES: Xxxxxx X. Xxxx
/s/ Xxxxx X. Xxxxxxxx By: /s/ Xxxxxx X. Xxxx
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Xxxxxx X. Xxxx
/s/ Xxxx X. Konlren
--------------------------------
IN WITNESS WHEREOF, this Agreement is executed by Xxxx X. Xxxxx at _________
County, _______, ________ on ________, 1996 in the presence of the undersigned
two competent witnesses after due reading of the whole.
WITNESSES: Xxxx X. Xxxxx
By:
-------------------------------- --------------------------------
Xxxx X. Xxxxx
--------------------------------
IN WITNESS WHEREOF, this Agreement is executed by the Borrower at __________
County, ________, _______ on ________, 1996 in the presence of the undersigned
two competent witnesses after due reading of the whole.
WITNESSES: Xxxxxxx'x Thunder Karts, Inc.
By:
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V. Xxxx Xxxxxxxx
President
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SIGNATURES: IN WITNESS WHEREOF, this Agreement is executed by the Secured party
at Tangipahoa Parish, Roseland, Louisiana, on ___________, 1996 in the presence
of the undersigned two competent witnesses after due reading of the whole.
WITNESSES: Xxxxxxx Xxxxxxx
/s/ Xxxxx Xxxxxxx By: /s/ Xxxxxxx Xxxxxxx
-------------------------------- --------------------------------
Xxxxxxx Xxxxxxx
/s/ Xxxxxx Xxxxxxx
--------------------------------
IN WITNESS WHEREOF, this Agreement is executed by Xxxxxx X. Xxxx at _________
County, _______, Florida on ________, 1996 in the presence of the undersigned
two competent witnesses after due reading of the whole.
WITNESSES: Xxxxxx X. Xxxx
By:
-------------------------------- --------------------------------
Xxxxxx X. Xxxx
--------------------------------
IN WITNESS WHEREOF, this Agreement is executed by Xxxx X. Xxxxx at Dallas
County, Texas, on March 15, 1996 in the presence of the undersigned two
competent witnesses after due reading of the whole.
WITNESSES: Xxxx X. Xxxxx
/s/ Xxxxx Xxxxxx By: /s/ Xxxx X. Xxxxx
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Xxxx X. Xxxxx
/s/ Xxxxxx X. Xxxxxx
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IN WITNESS WHEREOF, this Agreement is executed by the Borrower at Dallas
County, Texas, ________ on March 15, 1996 in the presence of the undersigned
two competent witnesses after due reading of the whole.
WITNESSES: Xxxxxxx'x Thunder Karts, Inc.
/s/ Xxxxx Xxxxxxx By: /s/ V. Xxxx Xxxxxxxx
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V. Xxxx Xxxxxxxx
/s/ Xxxxxx Xxxxxxx President
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