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EXHIBIT 9.5
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AMENDMENT
TO
VOTING TRUST AGREEMENT
AMENDMENT ("Amendment") dated as of December 27, 1996, by and among RDMFLP
1996-I LIMITED PARTNERSHIP, a Texas limited partnership ("RDMFLP 1996-I"),
RDMFLP 1996-II LIMITED PARTNERSHIP, a Texas limited partnership ("RDMFLP
1996-II"), MJG HOLDINGS, INC., a Texas corporation (the "Successor Trustee"),
and XXXX X. XXXXXX (the "Current Trustee").
Preliminary Statement
---------------------
WHEREAS, RDMFLP 1996-I and RDMFLP 1996-II (as successors in interest to
Xxxxxxx X. Xxxxxx) and the Current Trustee are parties to that certain Voting
Trust Agreement dated as of February 16, 1996 (the "Agreement");
WHEREAS, the parties hereto desire to substitute the Successor Trustee for
the Current Trustee as the voting trustee under the Agreement; and
WHEREAS, in connection with and to effectuate such substitution, the
Current Trustee will resign as the voting trustee under the Agreement and the
Successor Trustee will assume the rights and duties of the voting trustee under
the Agreement.
NOW, THEREFORE, in consideration of the mutual agreements contained
herein, and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged by the parties, each party to this
Amendment agrees as follows:
1. As of December 27, 1996, at 5:00 p.m. eastern standard time, the Current
Trustee shall resign and cease acting as the voting trustee, and the Successor
Trustee shall become and assume all the rights, obligations, powers and
privileges of the voting trustee under the Agreement (the "Substitution").
2. No further transfers or assignments of the rights of the voting trustee
under the Agreement shall hereafter be permitted.
3. It is expressly agreed that the Substitution does not cause a
dissolution of the voting trust under Section 12 of the Agreement.
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4. Except as specifically modified hereby, all the provisions of the
Agreement are hereby ratified and confirmed in all respects.
IN WITNESS WHEREOF, the parties have executed and delivered this Amendment
as of the date first above written.
/s/ Xxxx X. Xxxxxx
-------------------------------------
XXXX X. XXXXXX, as voting trustee and
not individually
MJG HOLDINGS, INC., as trustee and
not individually
By:/s/ Xxxx X. Xxxxxx
----------------------------------
Xxxx X. Xxxxxx, President
RDMFLP 1996-I LIMITED PARTNERSHIP
By: RDMFLP 1996-I GP, Inc., the
general partner
By: /s/ Xxxxxxx X. Xxxxxx
----------------------------
Xxxxxxx X. Xxxxxx, President
RDMFLP 1996-II LIMITED PARTNERSHIP
By: RDMFLP 1996-II GP, Inc., the
general partner
By: /s/ Xxxxxxx X. Xxxxxx
----------------------------
Xxxxxxx X. Xxxxxx, President
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AMENDMENT
TO
VOTING TRUST AGREEMENT
AMENDMENT ("Amendment") dated as of December 27, 1996, by and among RDMFLP
1996-I LIMITED PARTNERSHIP, a Texas limited partnership ("RDMFLP 1996-I"),
RDMFLP 1996-II LIMITED PARTNERSHIP, a Texas limited partnership ("RDMFLP
1996-II"), DE HOLDINGS, INC., a Texas corporation (the "Successor Trustee"),
and XXXXX X. XXXXXXX (the "Current Trustee").
Preliminary Statement
---------------------
WHEREAS, RDMFLP 1996-I and RDMFLP 1996-II (as successors in interest to
Xxxxxxx X. Xxxxxx) and the Current Trustee are parties to that certain Voting
Trust Agreement dated as of February 16, 1996 (the "Agreement");
WHEREAS, the parties hereto desire to substitute the Successor Trustee for
the Current Trustee as the voting trustee under the Agreement; and
WHEREAS, in connection with and to effectuate such substitution, the
Current Trustee will resign as the voting trustee under the Agreement and the
Successor Trustee will assume the rights and duties of the voting trustee under
the Agreement.
NOW, THEREFORE, in consideration of the mutual agreements contained
herein, and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged by the parties, each party to this
Amendment agrees as follows:
1. As of December 27, 1996, at 5:00 p.m. eastern standard time, the Current
Trustee shall resign and cease acting as the voting trustee, and the Successor
Trustee shall become and assume all the rights, obligations, powers and
privileges of the voting trustee under the Agreement (the "Substitution").
2. No further transfers or assignments of the rights of the voting trustee
under the Agreement shall hereafter be permitted.
3. It is expressly agreed that the Substitution does not cause a
dissolution of the voting trust under Section 12 of the Agreement.
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4. Except as specifically modified hereby, all the provisions of the
Agreement are hereby ratified and confirmed in all respects.
IN WITNESS WHEREOF, the parties have executed and delivered this Amendment
as of the date first above written.
/s/ Xxxxx X. Xxxxxxx
---------------------------------------
XXXXX X. XXXXXXX, as voting trustee
and not individually
DE HOLDINGS, INC., as trustee and not
individually
By: /s/ Xxxxx X. Xxxxxxx
-----------------------------------
Xxxxx X. Xxxxxxx, President
RDMFLP 1996-I LIMITED PARTNERSHIP
By: RDMFLP 1996-I GP, Inc., the general
partner
By: /s/ Xxxxxxx X. Xxxxxx
---------------------------------
Xxxxxxx X. Xxxxxx, President
RDMFLP 1996-II LIMITED PARTNERSHIP
By: RDMFLP 1996-II GP, Inc., the general
partner
By: /s/ Xxxxxxx X. Xxxxxx
--------------------------------
Xxxxxxx X. Xxxxxx, President
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AMENDMENT
TO
VOTING TRUST AGREEMENT
AMENDMENT ("Amendment") dated as of December 27, 1996, by and among JFMFLP
1996-I LIMITED PARTNERSHIP, a Texas limited partnership ("JFMFLP 1996-I"),
JFMFLP 1996-II LIMITED PARTNERSHIP, a Texas limited partnership ("JFMFLP
1996-II"), MJG HOLDINGS, INC., a Texas corporation (the "Successor Trustee"),
and XXXX X. XXXXXX (the "Current Trustee").
Preliminary Statement
---------------------
WHEREAS, JFMFLP 1996-I and JFMFLP 1996-II (as successors in interest to
Xxxxx X. Xxxxxx) and the Current Trustee are parties to that certain Voting
Trust Agreement dated as of February 16, 1996 (the "Agreement");
WHEREAS, the parties hereto desire to substitute the Successor Trustee for
the Current Trustee as the voting trustee under the Agreement; and
WHEREAS, in connection with and to effectuate such substitution, the
Current Trustee will resign as the voting trustee under the Agreement and the
Successor Trustee will assume the rights and duties of the voting trustee under
the Agreement.
NOW, THEREFORE, in consideration of the mutual agreements contained
herein, and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged by the parties, each party to this
Amendment agrees as follows:
1. As of December 27, 1996, at 5:00 p.m. eastern standard time, the Current
Trustee shall resign and cease acting as the voting trustee, and the Successor
Trustee shall become and assume all the rights, obligations, powers and
privileges of the voting trustee under the Agreement (the "Substitution").
2. No further transfers or assignments of the rights of the voting trustee
under the Agreement shall hereafter be permitted.
3. It is expressly agreed that the Substitution does not cause a
dissolution of the voting trust under Section 12 of the Agreement.
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4. Except as specifically modified hereby, all the provisions of the
Agreement are hereby ratified and confirmed in all respects.
IN WITNESS WHEREOF, the parties have executed and delivered this Amendment
as of the date first above written.
/s/ Xxxx X. Xxxxxx
------------------------------------------
XXXX X. XXXXXX, as voting trustee and
not individually
MJG HOLDINGS, INC., as trustee and
not individually
By: /s/ Xxxx X. Xxxxxx
-------------------------------------
Xxxx X. Xxxxxx, President
JFMFLP 1996-I LIMITED PARTNERSHIP
By: JFMFLP 1996-I GP, Inc., the general
partner
By: /s/ Xxxxx X. Xxxxxx
--------------------------------
Xxxxx X. Xxxxxx, President
JFMFLP 1996-II LIMITED PARTNERSHIP
By: JFMFLP 1996-II GP, Inc., the general
partner
By: /s/ Xxxxx X. Xxxxxx
--------------------------------
Xxxxx X. Xxxxxx, President
2
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AMENDMENT
TO
VOTING TRUST AGREEMENT
AMENDMENT ("Amendment") dated as of December 27, 1996, by and among JFMFLP
1996-I LIMITED PARTNERSHIP, a Texas limited partnership ("JFMFLP 1996-I"),
JFMFLP 1996-II LIMITED PARTNERSHIP, a Texas limited partnership ("JFMFLP
1996-II"), DE HOLDINGS, INC., a Texas corporation (the "Successor Trustee"),
and XXXXX X. XXXXXXX (the "Current Trustee").
Preliminary Statement
---------------------
WHEREAS, JFMFLP 1996-I and JFMFLP 1996-II (as successors in interest to
Xxxxx X. Xxxxxx) and the Current Trustee are parties to that certain Voting
Trust Agreement dated as of February 16, 1996 (the "Agreement");
WHEREAS, the parties hereto desire to substitute the Successor Trustee for
the Current Trustee as the voting trustee under the Agreement; and
WHEREAS, in connection with and to effectuate such substitution, the
Current Trustee will resign as the voting trustee under the Agreement and the
Successor Trustee will assume the rights and duties of the voting trustee under
the Agreement.
NOW, THEREFORE, in consideration of the mutual agreements contained
herein, and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged by the parties, each party to this
Amendment agrees as follows:
1. As of December 27, 1996, at 5:00 p.m. eastern standard time, the Current
Trustee shall resign and cease acting as the voting trustee, and the Successor
Trustee shall become and assume all the rights, obligations, powers and
privileges of the voting trustee under the Agreement (the "Substitution").
2. No further transfers or assignments of the rights of the voting trustee
under the Agreement shall hereafter be permitted.
3. It is expressly agreed that the Substitution does not cause a
dissolution of the voting trust under Section 12 of the Agreement.
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4. Except as specifically modified hereby, all the provisions of the
Agreement are hereby ratified and confirmed in all respects.
IN WITNESS WHEREOF, the parties have executed and delivered this Amendment
as of the date first above written.
/s/ Xxxxx X. Xxxxxxx
----------------------------------------
XXXXX X. XXXXXXX, as voting trustee
and not individually
DE HOLDINGS, INC., as trustee and not
individually
By: /s/ Xxxxx X. Xxxxxxx
------------------------------------
Xxxxx X. Xxxxxxx, President
JFMFLP 1996-I LIMITED PARTNERSHIP
By: JFMFLP 1996-I GP, Inc., the general
partner
By: /s/ Xxxxx X. Xxxxxx
--------------------------------
Xxxxx X. Xxxxxx, President
JFMFLP 1996-II LIMITED PARTNERSHIP
By: JFMFLP 1996-II GP, Inc., the general
partner
By: /s/ Xxxxx X. Xxxxxx
-------------------------------
Xxxxx X. Xxxxxx, President
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