EXHIBIT B
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act
of 1934, as amended, the undersigned hereby agree to the joint filing on behalf
of each of them of a Statement on Schedule 13D, or any amendments thereto, with
respect to Common Stock, par value $5.00 per share, of XXXXXX XXXXXX, INC. and
that this Agreement be included as an Exhibit to such filing.
Each of the undersigned parties represents and warrants to the others
that the information contained in any amendment thereto about it will be true,
correct and complete in all material respects and in accordance with all
applicable laws. Each of the undersigned parties agrees to inform the others of
any changes in such information or of any additional information which would
require any amendment to the Schedule 13D and to promptly file such amendment.
Each of the undersigned parties agrees to indemnify the others for any
losses, claims, liabilities or expenses (including reasonable legal fees and
expenses) resulting from, or arising in connection with, the breach by such
party of any of representations, warranties or agreements in this Agreement.
This Agreement may be executed in any number of counterparts, each of
which shall be deemed to be an original and all of which together shall be
deemed to constitute one and the same Agreement.
IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as
of September 7, 2006.
AMERICAN INTERNATIONAL GROUP, INC.
By: /s/ Xxxxxxxx X. Xxxxxxx
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Name: Xxxxxxxx X. Xxxxxxx
Title: Senior Vice President and Secretary
AIG FINANCIAL PRODUCTS CORP.
By: /s/ Xxxxxxx X. Xxxxxx
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Name: Xxxxxxx X. Xxxxxx
Title: Executive Vice President,
Chief Administrative Officer,
General Counsel and Secretary
AIG KNIGHT LLC
By: /s/ Xxxxxxx X. Xxxxxx
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Name: Xxxxxxx X. Xxxxxx
Title: Executive Vice President,
Chief Administrative Officer,
General Counsel and Secretary