EXHIBIT 10.10
CHENIERE ENERGY, INC.
Two Xxxxx Center
0000 Xxxxx Xxxxxx, Xxxxx 0000
Xxxxxxx, Xxxxx 00000
July 3, 1996
Xx. Xxxxx Xxxxx
00000 Xxxxxxx Xxxxxxxxx, Xxxxx 000
Xxxxxx, Xxxxxxxxxx 00000
Dear Buddy:
Reference is made to that certain Agreement and Plan of Reorganization
dated as of April 16, 1996 (the "Agreement") among Cheniere Energy, Inc. (f/k/a
BEXY Energy, Inc.) and you, and Cheniere Energy Operating Co., Inc. and the
Stockholders of Cheniere. Capitalized terms used herein without definition
shall have the same meanings as ascribed to them in the Agreement.
Reference is further made to Section 3.6 of the Agreement pursuant to
which we have agreed to enter into this letter agreement confirming our
understanding and agreement with respect to the reverse split of the common
stock of Cheniere Energy, Inc. (f/k/a BEXY Communications, Inc.) (the
"Company").
Accordingly, in consideration of the benefits accruing to us under the
Agreement, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, for a period of eighteen months
from the date hereof, we agree not to engage in any reverse stock split or any
transaction that has the effect of a reverse stock split, resulting in the
combination of shares of outstanding common stock of the Company, other than the
Reverse Split as described in the Agreement, without your prior written consent.
Please sign and return the enclosed copy of this letter to indicate
your acknowledgement of and consent to the foregoing. This letter may be signed
in counterparts and facsimile signatures shall be treated as originals.
Very truly yours,
CHENIERE ENERGY, INC.
By: /s/ Xxxxxxx X. Xxxxxxx
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Xxxxxxx X. Xxxxxxx
President
ACCEPTED AND ACKNOWLEDGED
this 2nd day of July, 1996
/s/ Xxxxx Xxxxx
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Xxxxx Xxxxx, individually
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