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EXHIBIT 10.4
SECURITY AGREEMENT
This Security Agreement dated as of January 25, 2001, ("Security
Agreement") is entered into by and among Corzon, Inc., a Texas corporation
("Debtor"), Debtor's Significant Subsidiaries (as defined below) and Xxxxxxx
LLC, a Cayman Islands limited liability company ("Secured Party").
INTRODUCTION
Debtor has entered into a $3,500,000 Credit Agreement, dated as of the
date hereof, between Debtor and Secured Party ("Credit Agreement"). Pursuant to
the Credit Agreement, Debtor has executed a Promissory Note, the terms of which
are set forth in the Credit Agreement dated as of the date hereof, in favor of
Secured Party ("Note"). Also pursuant to the Credit Agreement, Debtor's
Significant Subsidiaries have executed a Guaranty, the terms of which are set
forth in the Credit Agreement dated as of the date hereof, guaranteeing the
obligations of the Debtor under the Note, the Credit Agreement and this Security
Agreement ("Guaranty"). To induce Secured Party to enter into the Credit
Agreement and to accept the Note and Guaranty, Debtor and Debtor's Significant
Subsidiaries hereby agree with Secured Party as follows:
SECTION 1. DEFINITIONS. Any terms used in this Security Agreement that are
defined in the Uniform Commercial Code as in effect on the date hereof in the
State of New York ("UCC") shall have the meaning assigned to those terms by the
UCC, whether specified elsewhere in this Security Agreement or not. The
following are additional defined terms within this Security Agreement:
"Business Day" means any day which is neither a Saturday or
Sunday nor a legal holiday on which banks are authorized or
required to be closed in New York, New York.
"Debtor Parties" means, collectively, Debtor and Debtor's
Significant Subsidiaries.
"Event of Default" shall have that meaning set forth in the
Credit Agreement.
"Lien" means any security interest, mortgage, pledge,
hypothecation, assignment, deposit arrangement, encumbrance,
lien (statutory or otherwise), charge against or interest in
property to secure payment of a debt or performance of an
obligation or other priority or preferential arrangement of
any kind or nature whatsoever.
"Loan Documents" means the Credit Agreement, the Note, the
Guaranty and this Security Agreement, including any
extensions, modifications, substitutions, amendments and
renewals thereof or hereof.
"Person" means any natural person, corporation, firm,
association, government, governmental agency or any other
entity, whether acting in an individual, fiduciary or other
capacity.
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"Debtor's Significant Subsidiaries" means (i) LecStar
Communications Corporation, a Delaware corporation, (ii)
LecStar Telecom, Inc., a Georgia corporation, (iii) LecStar
Datanet, Inc., a Georgia corporation and (iv) B4B
Communications, Ltd, a company formed under the laws of the
United Kingdom.
SECTION 2. SECURITY INTEREST.
2.01 Grant of Security Interest. Debtor Parties hereby grant to Secured
Party a security interest in the Collateral as defined in Section 2.02 below.
2.02 Collateral. "Collateral" shall mean all of Debtor Parties' right,
title, and interest in the following, whether now owned or hereafter acquired:
(a) Accounts. All "accounts" as defined in the UCC and all
rights to payment owing or to be owing to Debtor Parties from third parties,
wherever the records for such accounts are held, and all "instruments" and
"chattel paper" as such terms are defined in the UCC, wherever located, that
represent any right of Debtor Parties to payment for goods sold or leased or for
services rendered, whether or not such right has been earned by performance (all
such accounts, instruments and chattel paper being the "Accounts");
(b) Records. All ledger sheets, files, records, and documents
relating to the foregoing Collateral; and
(c) Proceeds. All "proceeds" as defined in the UCC, of the
foregoing Collateral and, to the extent not otherwise included, all payments
under any insurance, indemnity, warranty or guaranty of or for the foregoing
Collateral.
SECTION 3. SECURED OBLIGATIONS.
3.01 Amount of Obligations. The security interest granted in Section 2
above shall secure all obligations of Debtor Parties now or hereafter existing
under the Loan Documents, including any extensions, modifications,
substitutions, amendments and renewals thereof, whether for fees, expenses,
indemnification, or otherwise in connection therewith. All such obligations of
Debtor Parties secured hereby and thereby are referred to as the "Secured
Obligations."
3.02 Release of Obligations. Notwithstanding anything in this Security
Agreement to the contrary, (a) Debtor Parties shall remain liable under the
contracts and agreements included in the Collateral to the extent set forth
therein to perform all of its duties and obligations thereunder to the same
extent as if this Security Agreement had not been executed, (b) the exercise by
Secured Party of any of its rights hereunder shall not release Debtor Parties
from any of its duties or obligations under the contracts and agreements
included in the Collateral, and (c) Secured Party shall have no obligation or
liability under the contracts and agreements included in the Collateral by
reason of this Security Agreement, nor shall Secured Party be obligated to
perform any of the obligations or duties of Debtor Parties thereunder or to take
any action to collect or enforce any claim for payment assigned hereunder.
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SECTION 4. DEBTOR PARTIES REPRESENTATIONS AND WARRANTIES. Subject to any
restrictions or qualifications on such representations and warranties contained
in the Credit Agreement, Debtor Parties hereby represent and warrant the
following to Secured Party:
4.01 Debtor's Name. The true and correct name of Debtor as listed on
its charter is Corzon, Inc. and Debtor does business under no other trade names.
4.02 Debtor's Significant Subsidiaries' Names. The true and correct
names of Debtor's Significant Subsidiaries, as listed on their charters, are
LecStar Communications Corporation and B4B Communications, Ltd, and Debtor's
Significant Subsidiaries do business under no other trade names.
4.03 Organization and Existence of Debtor Parties. Debtor Parties are
duly incorporated, validly existing and in good standing under the laws of their
respective jurisdictions of incorporation. Debtor Parties have full corporate
power and authority to own and hold the properties and assets they now own and
hold and to carry on their business as and where such properties are now owned
or held and such business is now conducted. Debtor Parties are duly licensed or
qualified to do business as foreign corporations and are in good standing in the
states and countries in which the character of the properties and assets now
owned or held by them or the nature of the business now conducted by them
require them to be so licensed or qualified, except where the failure to be so
qualified or in good standing would not reasonably be expected to have a
material adverse effect on the business, financial condition or results of
operations of Debtor Parties.
4.04 Authority and Approval. Debtor Parties have the corporate power
and authority to execute and deliver the Loan Documents, to consummate the
transactions contemplated hereby and thereby and to perform all the terms and
conditions hereof and thereof to be performed by them. The execution and
delivery by Debtor Parties of the Loan Documents, the performance by Debtor
Parties of all the terms and conditions hereof and thereof to be performed by
them and the consummation of the transactions contemplated hereby and thereby
have been duly authorized and approved by all requisite corporate action of
Debtor Parties. The Loan Documents constitute the valid and binding obligation
of Debtor Parties enforceable in accordance with their terms, except as such
enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium
or other similar laws affecting enforcement of creditors' rights generally and
by general principles of equity (whether applied in a proceeding at law or in
equity).
4.05 No Conflict. The Loan Documents and the execution and delivery by
Debtor Parties of each of the Loan Documents does not, and the fulfillment and
compliance with the terms and conditions hereof and thereof and the consummation
of the transactions contemplated hereby and thereby will not:
(a) conflict with any of, or require the consent of any person
or entity under, the terms, conditions or provisions of the charter documents or
bylaws or equivalent governing instruments of Debtor Parties;
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(b) violate any provision of, or require any consent,
authorization or approval under, any law, statute, ordinance, rule or regulation
or any judicial, administrative or arbitration order, award, judgment, writ,
injunction or decree applicable to Debtor Parties;
(c) conflict with, result in a breach of, constitute a default
under (whether with notice or the lapse of time or both), or accelerate or
permit the acceleration of the performance required by or any remedies or any
rights of termination or cancellation or the loss of benefits or change in the
rights or obligations of any party, or require any consent, authorization or
approval under any Lien, indenture, mortgage, or, any contract, permit, lease or
other instrument to which Debtor Parties are a party or by which they are bound
or to which any property of Debtor Parties is subject, which in the aggregate
would reasonably be expected to have a material adverse effect on the business,
financial condition or results of operations of Debtor Parties; or
(d) result in the creation of any material Lien, charge or
encumbrance on the assets of Debtor Parties under any Lien, indenture, mortgage,
lease or contract (other than pursuant to the Loan Documents).
4.06 Accounts. The principal places of business and principle executive
offices of Debtor Parties and the offices where Debtor Parties keep their
records concerning the Accounts are located at the addresses set forth in the
attached Exhibit "A". Except as set forth in that Exhibit, none of the Accounts
are evidenced by a promissory note or other instrument.
4.07 Other Liens. Debtor Parties own the Collateral free and clear of
any Lien, except for the security interests created by this Security Agreement.
No effective financing statement or other instrument similar in effect covering
all or any part of the Collateral is on file in any recording office, except
such as may have been filed in connection with this Security Agreement.
4.08 Lien Priority and Perfection. Assuming Secured Party makes the
necessary UCC filings within twenty (20) days after the date hereof, this
Security Agreement creates a valid and perfected first priority purchase money
security interest in the Collateral securing the payment by Debtor Parties of
the Secured Obligations. No other authorization, approval or other action by any
governmental authority or any other person or entity is necessary to (i) grant
the security interest contemplated hereby, (ii) allow Debtor Parties to perform
its obligations hereunder or (iii) permit Secured Party to exercise its rights
and remedies hereunder.
4.09 Nature of Loan. The loan evidenced and secured by the Loan
Documents is incurred and transacted solely for a business or investment
purpose.
SECTION 5. DEBTOR PARTIES' COVENANTS.
5.01 Further Assurances.
(a) Debtor Parties agree that at any time, at Debtor Parties'
expense, Debtor Parties will promptly execute and deliver all further
instruments and documents, and take all further action, that may be necessary or
that Secured Party may reasonably request, in order to perfect and protect any
security interest granted or purported to be granted hereby or to enable Secured
Party to exercise and enforce its rights and remedies hereunder with respect to
any Collateral. Without limiting the generality of the foregoing, Debtor Parties
will, at Secured
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Party's request: (i) xxxx conspicuously each instrument, chattel paper or
contract representing Accounts and the records pertaining to the Collateral with
a legend, in form and substance satisfactory to Secured Party, indicating that
such instrument, chattel paper, contract or record is subject to the security
interest granted hereby; (ii) deliver and pledge to Secured Party any promissory
note, certificate of deposit, chattel paper or other instrument representing any
Account, duly indorsed and accompanied by duly executed instruments of transfer
or assignment, all in form and substance reasonably satisfactory to Secured
Party; and (iii) execute and file such financing or continuation statements, or
amendments thereto, and such other instruments or notices as may be necessary,
or as Secured Party may reasonably request, in order to perfect and preserve the
security interests granted or purported to be granted hereby.
(b) Debtor Parties will furnish to Secured Party, from
time-to-time, statements and schedules further identifying and describing the
Collateral and such other reports in connection with the Collateral as Secured
Party may reasonably request, all in reasonable detail.
5.02 Accounts. Debtor Parties shall keep their principal places of
business and principal executive offices and the offices where they keep the
instruments, chattel paper or contracts representing Accounts and the records
concerning the Accounts at the locations therefor specified in the attached
Exhibit "A", or, upon 10 days prior written notice to Secured Party, at such
other locations in a jurisdiction where all actions required by Section 5.01
shall have been taken with respect to the Accounts. Debtor Parties will hold and
preserve such instruments, chattel paper, contracts and records and will permit
representatives of Secured Party at any time during normal business hours to
inspect and copy such.
5.03 Transfer of Collateral. Debtor Parties shall not sell, assign (by
operation or law or otherwise) or otherwise dispose of any of the Collateral
without the prior written consent of Secured Party.
SECTION 6. REMEDIES. If any Event of Default shall have occurred and remain
uncured:
6.01 UCC Remedies. To the extent permitted by law, Secured Party may
exercise in respect of the Collateral, in addition to other rights and remedies
provided for in this Security Agreement or otherwise available to it, all the
rights and remedies of a secured party under the UCC (whether or not the UCC
applies to the affected Collateral).
6.02 Assembly of Collateral. Upon an Event of Default, Secured Party
may require Debtor Parties, at Debtor Parties expense, to promptly assemble all
or part of the Collateral and make it available to Secured Party at a place to
be designated by Secured Party which is reasonably convenient to both parties.
Upon an Event of Default, Secured Party may occupy any premises owned or leased
by Debtor Parties where the Collateral or any part thereof is assembled for a
reasonable period in order to effectuate its rights and remedies hereunder or
under law, without obligation to Debtor Parties in respect of such occupation.
6.03 Sale of Collateral. Upon an Event of Default, Secured Party may
sell all or part of the Collateral at public or private sale, at any of Debtor
Parties' offices or elsewhere, for cash, on credit or for future delivery, and
upon such other terms as Secured Party may deem commercially reasonable. Debtor
Parties agree that to the extent permitted by law such sales
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may be made without notice. If notice is required by law, Debtor Parties hereby
deem 10-days advance notice of the time and place of any public sale or the time
after which any private sale is to be made, to constitute reasonable
notification, recognizing that if the Collateral threatens to decline speedily
in value or is of a type customarily sold on a recognized market, shorter notice
may be reasonable. Secured Party shall not be obligated to make any sale of
Collateral pursuant to this Section regardless of notice of sale having been or
not been given. Secured Party may adjourn any public or private sale from
time-to-time by announcement at the time and place fixed therefor, and such sale
may, with out further notice, be made at the time and place to which it was so
adjourned.
6.04 Contract Rights. Secured Party may exercise any rights and
remedies of Debtor Parties under or in connection with the instruments, chattel
paper or contracts which represent Accounts, including, without limitation, any
rights of Debtor Parties to demand or otherwise require payment of any amount
under, or performance of any provisions of, the instruments, chattel paper or
contracts which represent Accounts.
6.05 Accounts.
(a) In the event that there is a default by Debtor under the
Credit Agreement, Secured Party may, or may direct Debtor Parties to, take any
action Secured Party deems necessary or advisable to enforce collection of the
Accounts, including, without limitation, notifying the account debtors or
obligors under any Accounts of the assignment of such Accounts to Secured Party
and directing such account debtors or obligors to make payment of all amounts
due or to become due directly to Secured Party. Upon such notification and
direction, and at the expense of Debtor Parties, Secured Party may enforce
collection of any such Accounts, and adjust, settle or compromise the amount or
payment thereof in the same manner and to the same extent as Debtor Parties
might have done.
(b) In the event that there is a default by Debtor under the
Credit Agreement, after receipt by Debtor Parties of the notice referred to in
subsection (a) above, all amounts and proceeds (including instruments) received
by Debtor Parties in respect of the Accounts shall be received in trust for the
benefit of Secured Party hereunder, shall be segregated from other funds of
Debtor Parties, and shall promptly be paid over to Secured Party in the same
form as so received (with any necessary endorsement) to be held as Collateral.
Debtor Parties shall not adjust, settle or compromise the amount or payment of
any Receivable, or release wholly or partly any account debtor or obligor
thereof, or allow any credit or discount thereon.
6.06 Application of Collateral. All cash proceeds received by Secured
Party from the collection of or other realization of any part of the Collateral
shall be applied by Secured Party against part of the Secured Obligations. Any
surplus of such cash or cash proceeds held by Secured Party and remaining after
payment in full of all the Secured Obligations shall be paid over to Debtor
Parties or to whomever may be lawfully entitled to receive such surplus.
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SECTION 7. SECURED PARTY AS AGENT FOR DEBTOR PARTIES.
7.01 Attorney-In-Fact. Debtor Parties hereby irrevocably appoint
Secured Party as Debtor Parties' attorney-in-fact, with full authority to act
for Debtor Parties and in the name of Debtor Parties to, in Secured Party's
discretion, take any action and execute any instrument which Secured Party may
deem necessary or advisable to accomplish the purposes of this Security
Agreement, including, without limitation:
(a) filing one or more financing or continuation statements,
and amendments thereto, relative to all or any part of the Collateral without
the signature of Debtor Parties where permitted by law; and
(b) upon the occurrence and during the continuance of any
Event of Default, to ask, demand, collect, xxx for, recover, compromise, receive
and give acquittance and receipts for moneys due and to become due under or in
respect of any of the Collateral and to file any claims or take any action or
institute any proceedings which Secured Party may deem necessary or desirable
for the collection of any of the Collateral or otherwise to enforce the rights
of Secured Party with respect to any of the Collateral.
The power of attorney granted pursuant to this Section 7.01 is coupled
with an interest and is irrevocable.
7.02 Secured Party Performance. If Debtor Parties fail to perform any
covenant contained herein, Secured Party may itself perform, or cause
performance of, such covenant, and Debtor Parties shall pay for the expenses of
Secured Party incurred in connection therewith.
7.03 Secured Party's Duties. The powers conferred on Secured Party
under this Security Agreement are solely to protect its interest in the
Collateral and shall not impose any duty upon it to exercise any such powers.
Except for the safe custody of any Collateral in its possession and the
accounting for monies actually received by it hereunder, Secured Party shall
have no duty as to any Collateral or as to the taking of any necessary steps to
preserve rights against prior parties or any other rights pertaining to any
Collateral.
SECTION 8. MISCELLANEOUS.
8.01 Indemnity and Expenses.
(a) Debtor Parties will, upon demand, indemnify Secured Party
from and against any and all claims, losses and liabilities relating to or
resulting from this Security Agreement (including, without limitation,
enforcement of this Security Agreement and claims, losses and liabilities
resulting from Secured Party's own negligence), except claims, losses or
liabilities resulting from Secured Party's gross negligence or willful
misconduct.
(b) Debtor Parties will, upon demand, pay to Secured Party the
amount of any reasonable expenses, including the reasonable fees and
disbursements of its counsel and of any experts and agents, which Secured Party
may incur in connection with (i) after an Event of Default, the custody,
preservation, use or operation of, or the sale, collection or other realization
of, any of the Collateral; provided, however, that under this clause (i) any
expenses shall be
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limited to the prevailing business rates in the area in which the Collateral is
to be sold, (ii) after an Event of Default, the exercise or enforcement of any
of the rights of Secured Party hereunder or (iii) the failure by Debtor Parties
to perform or observe any of the provisions hereof. Such reasonable expenses
shall be part of the Secured Obligations.
8.02 Continuing Security Interest; Transfer of Interest. This Security
Agreement shall create a continuing security interest in the Collateral and
shall (a) remain in full force and effect until payment in full and termination
of the Secured Obligations, (b) be binding upon Debtor Parties and their
permitted successors and assigns and (c) inure, together with the rights and
remedies of Secured Party hereunder, to the benefit of Secured Party and its
respective successors, transferees and assigns. Upon the payment in full and
termination of the Secured Obligations, the security interest granted hereby
shall terminate and all rights to the Collateral shall revert to Debtor Parties
to the extent such Collateral shall not have been sold or otherwise applied
pursuant to the terms hereof. Upon any such termination, Secured Party will
promptly, at Debtor Parties expense, execute and deliver to Debtor Parties such
documents as Debtor Parties shall reasonably request and take any other actions
reasonably requested to evidence or effect such termination.
8.03 Waivers. Debtor Parties hereby waive:
(a) promptness, diligence, notice of acceptance and any other
notice with respect to any of the Secured Obligations and this Security
Agreement;
(b) any requirement that Secured Party protect, secure,
perfect or insure any Lien or any property subject thereto or exhaust any right
or take any action against any other Person or any collateral; and
(c) any duty on the part of Secured Party to disclose to
Debtor Parties any matter, fact or thing relating to the business, operation or
condition of Debtor Parties and its assets now or hereafter known by such
Person.
8.04 Severability. If any provision of this Security Agreement is
rendered or declared illegal or unenforceable by reason of any existing or
subsequently enacted legislation or by decree of a court of last resort, Debtor
Parties and Secured Party shall promptly meet and negotiate substitute
provisions for those rendered or declared illegal or unenforceable, but all of
the remaining provisions of this Security Agreement shall remain in full force
and effect.
8.05 Binding Effect and Assignment. This Security Agreement shall be
binding upon and inure to the benefit of Debtor Parties and Secured Party and
their respective permitted successors and assigns; but neither this Security
Agreement nor any of the rights, benefits or obligations hereunder shall be
assigned, by operation of law or otherwise, by Debtor Parties without the prior
written consent of Secured Party. Nothing in this Security Agreement, express or
implied, is intended to confer upon any person or entity other than Debtor
Parties and Secured Party and their respective permitted successors and assigns,
any rights, benefits or obligations hereunder. Notwithstanding any provisions
herein to the contrary, the Secured Party may freely pledge or assign its rights
under this Security Agreement without the consent or notice of the Debtor
Parties.
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8.06 Section Captions. Section captions used in this Security Agreement
are for convenience of reference only, and shall not affect the construction of
this Security Agreement.
8.07 Notices. Any notice, request, instruction, correspondence or other
document to be given hereunder by one party to the others Shall be deemed to
have been given when sent and shall be in writing and delivered in person or by
courier service requiring acknowledgment of receipt of delivery or mailed by
certified mail, postage prepaid and return receipt requested, or by telecopy, as
follows:
If to Debtor Parties, addressed to:
Corzon, Inc.
Attention: Chief Executive Officer and General Counsel
0000 Xxxxx Xxxxxx, 0xx Xxxxx
Xxxxxxxxxx, Xxxxxxxxxxx 00000
Telecopy: 000-000-0000
Telephone: 000-000-0000
with a copy to:
LecStar Communications Corporation
Attention: W. Xxxx Xxxxx
4501 Circle 00 Xxxxxxx
Xxxxxxxx X - 0000
Xxxxxxx, Xxxxxxx 00000-0000
Telecopy: 404-659-4900
Telephone: 000-000-0000
If to Secured Party, addressed to:
Xxxxxxx LLC
Xxxxxxx Xxxxx, 0xx Xxxxx
Xxxxxxxxxx Xxxxx
P.O. Box 972
Road Town, Tortola
British Virgin Islands
Telecopy: 000-000-0000
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with a copy to:
Xxxxx X. Xxxxxx
Xxxxx, Xxxxx & Xxxxx
000 Xxxxxxxxx Xxxxxx, Xxxxx 0000
Xxxxxxx, Xxxxx 00000-0000
Telecopy: 000-000-0000
Telephone: 000-000-0000
8.08 Governing Law. The provisions of this Security Agreement shall be
governed by and construed in accordance with the laws of the State of New York.
8.09 No Oral Agreements. The Loan Documents, collectively, represent
the final agreement between the parties and may not be contradicted by evidence
of prior, contemporaneous or subsequent oral agreements of the parties. There
are no unwritten oral agreements between the parties.
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IN WITNESS WHEREOF, the parties duly executed and delivered this
Security Agreement as of the date first written above.
DEBTOR PARTIES:
Corzon, Inc. LecStar Communications Corp.
By: /s/ Xxxxxxxx Xxxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx
Name: Xxxxxxxx Xxxxxxxx Name: Xxxxxxx X. Xxxxxxx
Title: President Title: Chairman and CEO
LecStar Datanet, Inc. LecStar Telecom, Inc.
By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxxxxx X. Xxxxxxx
Name: Xxxxxxx X. Xxxxxxx Name: Xxxxxxx X. Xxxxxxx
Title: Chairman and CEO Title: Chairman and CEO
B4B Communications, Ltd.
By: /s/ Xxxxxxxx Xxxxxxxx
Name: Xxxxxxxx Xxxxxxxx
Title: Vice President
SECURED PARTY:
Xxxxxxx LLC
By: /s/ Xxxxxx xx Xxxxxx /s/ Xxxxx Xxxx
Name: Navigator Management, Ltd.
Title: Director
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EXHIBIT "A"
Debtor Parties' principal places of business and principal executive offices.
Corzon, Inc.
0000 Xxxxx Xxxxxx, 0xx Xxxxx
Xxxxxxxxxx, Xxxxxxxxxxx 00000
Telecopy: 000-000-0000
Telephone: 000-000-0000
LecStar Communications Corporation
4501 Circle 00 Xxxxxxx
Xxxxxxxx X - 0000
Xxxxxxx, Xxxxxxx 00000-0000
Telecopy: 404-659-4900
Telephone: 000-000-0000
LecStar Telecom, Inc.
4501 Circle 00 Xxxxxxx
Xxxxxxxx X - 0000
Xxxxxxx, Xxxxxxx 00000-0000
Telecopy: 404-659-4900
Telephone: 000-000-0000
LecStar Datanet, Inc.
4501 Circle 00 Xxxxxxx
Xxxxxxxx X - 0000
Xxxxxxx, Xxxxxxx 00000-0000
Telecopy: 404-659-4900
Telephone: 000-000-0000
B4B Communications, Ltd.
15 - 17 Saint Cross Street, Suite 0X
Xxxxx Xxxxx, Xxxxxx, Xxxxxxx
XX0X 0XX
Telecopy: 011-44-207-242-6878
Telephone: 000-00-000-000-0000
