EXHIBIT 6.11.CE
SUBLEASE AGREEMENT
This Sublease Agreement is made and entered into as of the 25th day of
May, 1998, by and between XXXXX XXXXXXXXX, XXXXXXXX XXXXXXXXX, and XXXX
XXXXXXXXX (hereinafter called "Sublessee" whether one or more); FRESH'N LITE,
INC., a Texas corporation (hereinafter called "Sublessor"), as follows:
I.
Premises
Sublessor hereby leases to Sublessee and Sublessee hereby leases from
Sublessor the following described real property located in the City of Tyler,
Xxxxx County, Texas, to-wit:
The land and building being a part of the A. Neighbors Survey,
more particularly described in Exhibit "A" attached hereto and
made a part hereof, having a street address of 0000 X.
Xxxxxxx, Xxxxx, Xxxxx (the "Premises").
II.
Term
This Lease shall commence on the 1st day of March, 1998 and end July
31, 1999, at 12:00 P.M. to be continuously used and occupied during the term of
this Sublease by Sublessee for the purpose of operating a restaurant, or such
other legal purpose as Sublessee shall designate.
III.
Rental
Sublessee agrees to pay Sublessor, at such place as Sublessor shall
designate in Xxxxx County, the sum of $1,793.00 per month for and during the
term of this lease and any renewal thereof. The monthly rental shall be payable
in advance on the first (1st) day of each month during the term of this Lease.
Additionally, Sublessee agrees to assume Sublessor's lease on a dishwasher with
Xxxxx Restaurant Supply, account #2367, and shall execute such agreements with
Xxxxx Restaurant Supply as shall be necessary to complete this assumption.
225
IV.
Repairs and Maintenance
Sublessee shall throughout the term of this Lease take good care of and
maintain the Premises in good condition and keep the Premises free from waste or
nuisance of any kind. Sublessee shall at all times keep the Premises in a clean
and sanitary condition in compliance with all applicable federal or state or
local laws, rules and regulations. Sublessee shall be responsible for all
repairs and maintenance on the Premises.
V.
Hours of Operation
It is understood that Sublessee may operate its business twenty-four
(24) hours a day, seven (7) days a week, and will have access to the Premises
continuously during such periods of operation.
VI.
Hazard Insurance
Sublessee shall pay all insurance charges as described in Paragraph 3
of Xxxxxxx XxXxxxxx'x lease with Lessor, a copy of which is attached hereto as
Exhibit "B" (the "Lease").
VII.
Liability Insurance
Sublessee shall keep in force liability insurance as required of
Sublessor in Paragraph 5 of the Lease.
VIII.
Waiver of Subrogation Rights
Each party hereby waives any and all claims which may arise in its
favor and against the other party for any and all loss of, or damage to the
other party or entity claiming throughout the other party, to the extent that
such loss or damage is recoverable under insurance policies. Each party agrees
to have said insurance policies properly endorsed.
226
IX.
Alterations
Sublessee shall comply with the alterations requirements of Paragraph 6
of the Lease.
X.
Damage by Fire or Other Casualties
In the event the Premises shall be damaged by fire or other casualty,
then the damages shall be repaired or restored by Lessor to the extent of
available insurance proceeds. Sublessee shall receive an abatement of rent
proportionate to the damage to the Premises; and in the event that the damage
should be so extensive as to render the Premises untenantable, the rent shall
cease until such time as the Premises have been restored; provided, however, in
the event of substantial damage to the Premises which cannot be repaired or
restored within a period of sixty (60) days, then in such event Sublessee shall
have the right and option to terminate this Sublease upon written notice to the
Sublessor within fifteen (15) days of the occurrence of the casualty.
XI.
Condemnation
If the whole of the Premises, or such portion thereof as to make the
Premises unusable for the purposes herein leased, be condemned by any legally
constituted authority for any public use or purpose, then in either of said
events the term hereby granted shall cease from the time when possession thereof
is taken by public authorities, and rentals shall be accounted for as between
Sublessor and Sublessee as of that date. Such termination, however, shall be
without prejudice to the right of either Sublessor or Sublessee to recover
compensation and damage caused by condemnation from the condemnor. It is further
understood and agreed that neither the Sublessee nor Sublessor shall have any
rights in any award made to the other by any condemnation authority.
XII.
Assignment or Sublease
The Sublessee shall not assign, sublet, mortgage or pledge this Lease,
nor let the whole or any part of the Premises without the written consent of
Sublessor and Xxxxxx Xxxxxx.
227
XIII.
Default
In the event that the Sublessee shall default in the prompt payment of
rent when the same is due, or shall violate or omit to perform any of the
provisions of this Lease herein contained, or in the event that the Sublessee
shall abandon the business or the Premises or leave them vacant, Sublessor may,
if he so elects, send written notice of such default, violation or omission to
the Sublessee, by mail or otherwise, at the Premises, and unless Sublessee shall
have completely cured or removed said default within fifteen (15) days after the
sending of such notice by Sublessor, Sublessor may thereupon re-enter the
Premises, by summary proceedings or by force or otherwise without being liable
for prosecution therefor, take possession of said Premises and remove all
persons and property therefrom, and may elect to either cancel this Lease or
relet the Premises as agent for the Sublessee or otherwise, and receive the rent
therefor, applying the same first to the payment of such reasonable expenses as
the Sublessor may incur in entering and letting; and then to the payment of the
rent payable under this Lease and the fulfillment of the Sublessee's covenants
hereunder, the balance (if any) to be paid to the Sublessee who shall remain
liable for any deficiency. The foregoing remedies are not exclusive, and
Sublessor shall be entitled to exercise any other legal or equitable remedies
available pursuant to applicable laws.
XIV.
Bankruptcy
In the event that the Sublessee shall become bankrupt, voluntary or
involuntary, or shall make a voluntary assignment for the benefit of creditors,
or in the event that a receiver for the Sublessee shall be appointed, then, at
the option of the Sublessor and upon thirty (30) days notice to the Sublessee or
Sublease's representatives, of the exercise of such notice, this Lease shall
terminate.
XV.
Quiet Enjoyment
Sublessor and Lessor covenant, represent and warrant that Sublessor and
Lessor have the full right and power to execute and perform this Lease and to
grant the estate demised herein, and that Sublessee, upon payment of the rents
provided for herein and performance of the terms, conditions, covenants and
agreement herein contained, shall peaceably and quietly have, hold and enjoy the
Premises during the full term of this Lease. Sublessee accepts this subject to
the terms and conditions of the Lease.
228
XVI.
Notices
Notices to Sublessor or Sublessee shall be in writing and shall be
deemed given on the date of personal delivery or on the date sent by certified
or registered mail, return receipt requested, and deposited with the United
States in a stamped envelope addressed to the parties as follows:
If to Sublessor: 0000 X. Xxxxxx
Xxxxxxxx, Xxxxx 00000
If to Sublessee: 0000 Xxxxxxx
Xxxxx, Xxxxx 00000
Either party shall have the right to change the address to which notice may be
given by written notice to the other party in the manner set forth above.
XVII.
Severability
In the event of litigation relating to this Lease and should one or
more clauses be found invalid, all other provisions of the Lease are to stand as
written.
XVIII.
Binding Upon Parties
The covenants and agreements herein contained shall inure to the
benefit of and be binding upon the parties hereto, their respective heirs, legal
representatives, successors and assigns.
XIX.
Consent by Landlord
Xxxxxx Xxxxxx, as Lessor under an existing Lease to Sublessor, joins
herein for the purpose of consenting to and approving of this Sublease.
229
IN WITNESS WHEREOF, this Sublease has been duly executed by the parties
hereto as of the date aud year first written above.
SUBLESSEE:
Xxxxx Xxxxxxxxx
Xxxxxxxx Xxxxxxxxx
Xxxx Xxxxxxxxx
230
SUBLESSOR:
FRESH'N LITE, INC.,
a Texas corporation
By:
------------------
Xxxxxxx Xxxxxxx
CEO
231
EXHIBIT "A"
-----------
BEING a part of the A. Neighbors Survey, and being a part of the 35.535-acre
tract which was conveyed to Xxxxxx X. Xxxxxxx by the Citizens National Bank of
Tyler, by deed recorded in Volume 321, Page 238 of the Deed Records of Xxxxx
County, Texas, and also a part of Xxx 0 xx Xxx Xxxx Xxxxx 000 xx xxxx Xxxx of
Tyler, the tract of land hereby conveyed being more particularly described as
follows:
BEGINNING at a point in the east line of South Beckham Avenue, said point being
31.85 feet from the intersection of the projected south line of East Second
Street and the projected east line of South Beckham Avenue, a point for corner;
THENCE South 10 deg 08' 40" East with the east line of South Beckham Avenue a
distance of 127.00 feet, a point for corner;
THENCE North 79 deg. 51' 20" East a distance of
100.00 feet, a point for corner;
THENCE North 10 deg. 08' 40" West a distance of
134.38 feet to the south line of East Second
Street, a point for corner;
THENCE North 86 deg. 24' 00" West with the south line of East Second Street a
distance of 71.10 feet to a point for corner at the beginning of a curve to the
left which has a radius of 25 feet and a central angle of 103 deg. 44' 40";
THENCE following the right-of-way line with said curve to the left a distance of
45.27 feet to the end of said curve and the PLACE OF BEGINNING, and containing
14,430 square feet.
As described in that certain deed dated August 17, 1956, by and between Safeway
Stores, Incorporated, Grantor, and Humble Oil & Refining Company, Grantee.
A-1
EXHIBIT "B"
LEASE AGREEMENT
STATE OF TEXAS )
COUNTY OF XXXXX )
This Lease Agreement made and entered into on this the 7th day of
November, 1990, by and between XXXXXX XXXXXX, a resident of Tyler, Xxxxx County,
Texas (hereinafter, "Lessor"), and BOSCO'S, INC., a Delaware Corporation, with
headquarters in Marshall, Texas, and XXXX XXXXXXX, a resident of Tyler, Xxxxx
County, Texas hereinafter individually and collectively referred to as
"Lessee"):
W I T N E S S E T H :
Lessor does by these presents hereby lease, let and demise unto Lessee
the following described property, situated in Xxxxx County, Texas, to-wit:
BEING a part of the A. Neighbors Survey, and being a part of the 35.35-acre
tract which was conveyed to Xxxxxx X. Xxxxxxx by the Citizens National Bank of
Tyler, Texas, by deed recorded in Volume 321, page 238 of the Deed Records of
Xxxxx County, Texas, and also a part of Xxx 0 xx Xxx Xxxx Xxxxx 000 xx xxxx Xxxx
of Tyler, the tract of land hereby conveyed being more particularly described as
follows:
BEGINNING at a point in the east line of South Beckham Avenue, said point being
31.85 feet from the intersection of the projected south line of East Second
Street and the projected east line of South Beckham Avenue, a point for corner;
THENCE South 10 deg. 08' 40" East with the east line of South Beckham Avenue a
distance of 127.00 feet, a point for corner;
THENCE North 79 deg. 51' 20" East a distance of 100.00 feet,
a point for corner;
THENCE North 10 deg. 08' 40" West a distance of 134.38 feet
to the south line of East Second Street, a point for corner;
THENCE North 86 deg. 24' 00" West with the south line of East Second Street a
distance of 71.10 feet to a point for corner at the beginning of a curve to the
left which has a radius of 25 feet and a central angle of 103 deg. 44'40";
THENCE following the right-of way line with said curve to the left a distance of
45.27 feet to the end of said curve and to the PLACE OF BEGINNING, and
containing 14,430 square feet.
As described in that certain deed dated August 17, 1956, by and between Safeway
Stores, Incorporated, Grantor, and Humble
Oil & Refining Company, Grantee.
B-1
for the term of three (3) years beginning on the first day of March, 1991, and
ending on the last day of February, 1994 at Midnight, upon the following terms,
conditions and covenants:
(1) Lessee, as rental for the said premises, has agreed to pay Lessor,
in addition to any and all further sums as set forth herein, in Tyler, Xxxxx
County, Texas, the sum of $54,000.00, payable as follows, to-wit:
Lessee shall pay Lessor the sum of $1,500.00 on or before the first day
March, 1991, representing the first month's rent of the three year term
provided above, and further sum of $l,500.00 on or before the first day
of each month thereafter.
(2) As further consideration of the leasing aforesaid, Lessee covenants
and agrees to bear, pay and discharge (in addition to the rents aforesaid), all
property, city, school, county, college and all other taxes, assessments and
levies of every name, nature and kind which may be taxed, charged or assessed by
any authority with jurisdiction against the demised premises and any and all
buildings, improvements and personal property situated thereon. Lessor shall
during the term of the lease make payment of taxes directly to the taxing
authority, and shall charge Lessee for the reimbursement of the same as follows:
Lessor shall estimate the taxes due upon said property (buildings and
improvements) (based upon the annual tax roles for the previous year), and after
dividing such estimated annual amount by twelve, shall add such amount to the
monthly rental charged to and payable by Lessee. Lessee agrees to pay such
amounts as are billed in this regard and manner. At the end of each tax year,
Lessor shall notify Lessee of any deficiency between the estimated amounts and
the actual taxes due, which amount Lessee agrees to promptly pay upon being
billed by Lessor for same. Lessee shall have the right to protest any ad valorem
tax valuation as agent for Lessor.
(3) Lessor carries a $150,000.00 building insurance policy on the
premises, and intends to continue to do same throughout the term of this lease.
In connection herewith, Lessor shall pay the premiums for the same upon the same
being due directly to the carrier. During the term of this lease, including any
extension periods, Lessor shall charge Lessee for the reimbursement of same.
Reimbursement shall be made according to the same procedure and formula
established for tax reimbursement in paragraph two (2) above.
(4) Lessor and Lessor's agents and representatives shall have the right
to enter and inspect the demised premises at any time for the purpose of
ascertaining the condition of the demised premises or in order to make such
repairs as may be required to be made under the terms of this lease.
(5) Lessee shall purchase a property damage and personal liability
insurance policy to insure against injuries to persons or property while on the
said premises. Such policy shall provide personal liability coverage of at least
$500,000 per person and $1,000,000 per occurrence and shall name Lessor as
additional insured. Lessee shall furnish Lessor with certificates of insurance
evidencing the coverages herein required, and shall keep them current evidencing
the maintenance of such coverages. The insurance company issuing the policies
must be advised by Lessee (and such certificates should reflect) that the
insurer will not cancel such coverage without ten (10) days prior written notice
to Lessor. Should Lessee fail to purchase any such insurance coverage, Lessor
may purchase same and seek reimbursement from Lessee, which remittance Lessee
agrees to make within ten (10) days of the request of Lessor. Notwithstanding
the existence of any insurance coverage, Lessor shall not be liable to Lessee or
to the Lessee's employees, patrons or visitors for any damage or loss to the
person of property caused or occurring on the aforesaid premises, and Lessee
agrees to indemnify and hold Lessor harmless from any and all causes of action
or liability claimed or asserted in connection therewith.
B-2
(6) Lessee shall make no alterations, renovations or other remodeling
of the premises or the building located thereon, and shall erect no additional
structures, without the express written consent of Lessor, which consent will
not be unreasonably withheld. Any request by Lessee for such consent shall
include and provide Lessor with copies of floor plans, building plans, color
schemes, and any other information which Lessor may reasonably request, in order
that Lessor has adequate information upon which to consider such request. Lessee
shall meet all the requirements of such construction as may be provided by the
City of Tyler, Texas, at its own cost and expense.
(7) It is understood and agreed that should any building or
improvements be destroyed or damaged by fire or otherwise, including the
building now situated on the said premises, Lessor shall look solely to the
insurance policy referred to in paragraph three (3) hereof for recovery from
such casualty. Upon such recovery, Lessor agrees to rebuild or repair the said
building as promptly as possible, upon the same general plans and dimensions as
before said fire or casualty, subject to the construction requirements of the
City of Tyler, Texas.
(8) Lessee acknowledges that it has examined and knows the condition of
the premises, and possession and occupancy of same will be assumed by Lessee
upon the execution hereof, in its current condition. Lessee shall, at its own
cost and expense, throughout the term of this lease and so long as it remains in
possession of the said premises, keep and maintain in good repair all the
buildings and improvements located upon the demised premises including the
plumbing and electrical work, air conditioning, pipes and fixtures, walls, roof,
floors and foundations, parking lots, drives and curbs, and all other fixtures
belonging thereto.
(9) Lessee agrees that it will promptly execute and fulfill all
ordinances and regulations of the State, County, City and other governmental
agencies with jurisdiction over the demised premises, and all ordinances imposed
by the Board of Health, Sanitary and Police Departments, for the correction,
prevention and abatement of nuisances in or upon or connected with the demised
premises during the term of this lease, at Lessee's sole cost and expense and
without liability to Lessor.
(10) Lessee shall not assign or transfer this lease or sublet the whole
or any part of said leased premises for any purpose without the prior written
consent of Lessor, which consent will not be unreasonably withheld. Regardless
of any such permitted assignment or sublease, Lessee shall remain primarily
liable to Lessor at all times for the full payment of all rents, taxes,
insurance and other consideration due under the terms of this lease, and shall
remain liable for the performance of all the other covenants, provisions,
obligations and agreements herein required to be performed by the Lessee.
Lessor, in addition to any other remedies herein or by law provided, may at his
option collect directly from such assignee or subtenant all rents becoming due
to Lessee under any assignment or sublease agreement and apply such sums against
any sums due Lessor by Lessee hereunder. No direct collection by Lessor from any
assignee or subtenant shall be construed as a novation or a release of Lessee
from the further performance of its obligations hereunder.
(11) Lessor shall not be liable to Lessee or to the Lessee's employees,
patrons or visitors for any damage to the person or property caused or occurring
on the aforesaid premises, and Lessee agrees to indemnify and hold Lessor,
Lessor's agents, representatives, successors and assigns, harmless from any and
all claims and causes of action caused by the acts and/or the negligence of
Lessee, Lessee's employees, patrons or visitors to the leased premises.
B-3
(12) If the Lessee shall default in the payment of any installment of
rent for ten (10) days after the same becomes due or if Lessee shall be declared
bankrupt according to law or if any assignment shall be attempted to be made of
said property for the benefit of creditors or should the premises be placed in
the possession of a receiver, then and in such event the entire rent shall, at
the sole option of Lessor, at once become due and payable, as if by the term of
this lease it were all payable in advance; or at Lessor's sole option, this
lease may become null and void without further notice.
(13) It is understood and agreed that any equipment, fixtures and
personal property placed upon the demised premises by the Lessee may be removed
by the Lessee at the termination of this lease or any extension thereof,
provided (a) Lessee shall not be in default in the performance of any agreement,
condition, covenant or term hereof, and (b) that no property or fixture which is
permanently attached shall be removed by Lessee if such removal should
permanently injure or dismantle such building, unless the Lessee shall restore
and rebuild the same in the same condition as said building existed prior to the
removal of such equipment, fixture or personal property, and provided further
that such removal shall be erected within thirty (30) days after the expiration
of said term or extension hereof, and such building is completely restored
within thirty (30) days thereof.
(14) It is agreed that Lessee shall, at the expiration or termination
of this lease agreement, either willfully by Lessee, by expiration of term, by
removal of Lessee by Lessor, or any other circumstances effecting surrender,
expiration or termination of this agreement, peacefully yield up unto Lessor,
all and singular the said premises and any such improvements, buildings or
additions thereto, in good tenantable repair in all respects, reasonable use and
wear thereof excepted.
(15) In addition to the statutory landlord's lien, Lessor shall have at
all times a valid contractual lien for rents, taxes and insurance and other sums
of money becoming due hereunder from Lessee, upon all goods, wares, equipment,
fixtures, furniture and other personal property of Lessee situated upon the
leased premises, and such property shall not be removed therefrom without the
consent of Lessor until all such sums of money due and payable hereunder shall
first have been paid and discharged. Upon the occurrence of a default by Lessee,
Lessor may, in addition to any other remedies provided herein or by law, enter
upon the demised premises and take possession, without liability for trespass or
conversion, and sell the same with or without notice at public or private sale,
with or without having such property at the sale, at which Lessor or its assigns
may purchase, and apply the proceeds from the sale of same (less expenses
connected with the taking of possession and sale of property) as a credit
against such sums due by Lessee to Lessor. Any surplus shall be paid to Lessee,
and Lessee agrees to pay any deficiency forthwith.
(16) Provided Lessee has not defaulted in any terms, conditions and
provisions hereof, Lessee shall have the privilege of renewing and extending the
term hereof for a period of seven (7) years beginning on the first day of March,
1994, and terminating on the last day of February, 2001, at Midnight, upon the
same terms, conditions and provisions hereof, provided however, that the Lessee
shall pay to Lessor in Tyler, Xxxxx County, Texas, the sum of $126,000.00,
payable in monthly installments of $1500.00 each, payment of the first monthly
rental to be made on or before the first day of March, 1994, and one monthly
rental to be paid in advance on or before the first day of each month thereafter
until such rental has been paid in full. It is further provided that in order
for the Lessee to exercise option hereunder, it shall and must give Lessor, his
heirs or assigns, written notice by United States mail, registered, return
receipt requested, of its intention to exercise such option as herein provided,
no later than 90 days prior to the effective date of said option.
(17) This Lease Agreement shall be contingent upon Lessee receiving the
necessary municipal approval which should be obtained by the 10th day of
December, 1990. Lessee agrees to commence construction within ten (10) days of
municipal approval. Lessee shall commence paying rent on the first day the
business opens for operation, but no later than eighty (80) days from December
10, 1990. In the event municipal approval is not received on or before the 7th
day of December, 1990, this lease agreement shall be deemed null and void.
B-4
(18) Lessee shall have access to and the right to start renovations of
the property on 10th day of December, 1990.
(19) This Lease Agreement shall be contingent upon Lessor completing a
successful lease buy-out agreement with Car Quest Automotive.
(20) Each Provision of this instrument or of any applicable government
law, ordinance, regulation, or other requirement, with reference to the sending,
mailing or delivery of any notice or with reference to the making of any payment
by Lessee to Lessor, shall be deemed to be complied with when and if the
following steps are taken:
A. All rent and other payments required to be made by Lessee
to Lessor hereunder shall be payable to the Lessor at the address of
Lessor hereinbelow set forth or at such other address as Lessor may
specify from time to time by written notice delivered in accordance
herewith;
B. Any notice or document required or permitted to be
delivered hereunder shall be deemed to be delivered whether actually
received or not when deposited in the United States mails, Postage
Prepaid, return receipt requested, addressed to the parties hereto at
their respective addresses set out opposite their names below, or at
such other address as they have theretofore specified by written notice
delivered in accordance herewith:
LESSOR: Xxxxxx Xxxxxx LESSEE: Bosco's, Inc.
P. O. Box 7036 500 X. Xxxxxxx
000 XXX Xxxx 000 Xxxxxxxx, XX 00000
Xxxxx 000
Xxxxx, XX 00000
LESSEE: Xxxx Xxxxxxx
000 X. Xxxxxxx
Xxxxxxxx, XX 00000
(21) Lessee has first right of refusal on any Purchase Opportunity that
is acceptable to Lessor. If this right is exercised, the Lessee has 30 days to
accept and close on a sale. In the event Lessee does not exercise its right of
first refusal on any Purchase opportunity, the conveyance by Lessor to any third
party shall be subject to the terms and conditions of this Lease Agreement.
(22) It is further agreed that all covenants, Promises, undertakings,
agreements, obligations, liabilities, grants, rights or powers, entered into,
made, assumed or undertaken by either party hereto, in and by this lease
agreement, shall bind, be applicable to, and inure to the benefit of the heirs,
executors, administrators and assigns of each party hereto respectively, whether
so particularly provided herein or otherwise. This lease represents the entire
agreement between the parties hereto.
(23) This agreement and all the terms hereof shall be interpreted in
accordance with the laws of the State of Texas. In all respects, jurisdiction is
established in Tyler, Xxxxx County, Texas.
B-5
LESSEE LESSOR
XXXXX'X, INC.
----------------------------------- ------------------------------
By: Xxxx Xxxxxxx, President Xxxxxx Xxxxxx, Lessor
-----------------------------------
Xxxx Xxxxxxx, Lessee
CORPORATE ACKNOWLEDGMENT
THE STATE OF TEXAS )
COUNTY OF XXXXX )
This instrument was acknowledged before me on the 7th day of November,
1990, by Xxxx Xxxxxxx, President, of XXXXX'X, INC., a Delaware corporation, on
behalf of said corporation.
--------------------------------------------
NOTARY PUBLIC, STATE OF TEXAS
PRINTED NAME:
------------------------------
COMMISSION EXPIRES:
------------------------
B-6
ACKNOWLEDGMENTS
THE STATE OF TEXAS )
COUNTY OF XXXXX )
This instrument was acknowledged before me by XXXX XXXXXXX on the 7th
day of November, 1990.
----------------------------------------------
NOTARY PUBLIC, STATE OF TEXAS
PRINTED NAME:
--------------------------------
COMMISSION EXPIRES:
--------------------------
THE STATE OF TEXAS )
COUNTY OF XXXXX )
This instrument was acknowledged before me by XXXXXX XXXXXX on the 7th
day of November, 1990.
----------------------------------------------
NOTARY PUBLIC, STATE OF TEXAS
PRINTED NAME:
--------------------------------
COMMISSION EXPIRES:
--------------------------
B-7
