Settlement and Release Agreement
Exhibit 10.7
Settlement and Release Agreement
This Settlement and Release Agreement (this “Settlement Agreement”) is made effective
the 22nd day of December 2009 at 7:00 a.m. Central Time (the “Effective Time”) by and
between The Meridian Resource Corporation (“TMR”) (individually and on behalf of each other
Meridian Party (as defined below)), a Texas corporation with a mailing address at 0000 Xxxxxxx
Xxxxxxx, Xxxxx 000, Xxxxxxx, Xxxxx 00000, on the one hand and Texas Oil Distribution & Development,
Inc. (“XXXX”), a Texas corporation with a mailing address at 00000 Xxxxxxx Xxxx, Xxxxxxx,
Xxxxx 00000, JAR Resource Holdings, LLP (“JAR”), a Texas limited liability partnership with
a mailing address at 00000 Xxxxxxx Xxxx, Xxxxxxx, Xxxxx 00000, and Xxxxxx X. Xxxxxx, Xx.
(“Xxxxxx”), a person of full age of majority with a mailing address at 00000 Xxxxxxx Xxxx,
Xxxxxxx, Xxxxx 00000, on the one hand. TMR, XXXX, JAR and Xxxxxx are sometimes referred to below
collectively as “Parties” and each individually as a “Party.” XXXX, JAR, and
Xxxxxx are sometimes collectively referred to as “Xxxxxx Parties.”
Recitals
(a) TMR-subsidiary Texas Meridian Resources Exploration, Inc. (now known as The Meridian
Resource & Exploration LLC) (“TMRX”) and XXXX entered into that certain letter agreement
dated July 15, 1996 (the “Letter Agreement”), which superseded an earlier letter agreement
dated July 1, 1994, with a form of Master Participation Agreement attached as both Exhibit 1
thereto for various prospects (collectively referred to as “MPAs”). XXXX has assigned to
JAR certain interests in certain xxxxx subject to certain MPAs.
(b) Pursuant to the MPAs, various assignments (collectively, the “Prior MPA
Assignments”) were executed by TMR, TMRX, Louisiana Onshore Properties LLC (formerly known as
Louisiana Onshore Properties LLC) (“LOPI”) and/or Cairn Energy USA, Inc. (“Cairn”)
(each along with any other subsidiary of TMR, a “Meridian Party”; and collectively with all
other subsidiaries of TMR, “Meridian Parties”) in favor of XXXX (or, in certain instances
at TODD’s request, partially to XXXX and partially to JAR).
(c) TMR (then known as Texas Meridian Resources Corporation) and Xxxxxx entered into that
certain Agreement dated June 27, 1995 but effective as of January 1, 1994 (the “Original NPI
Agreement”) concerning net profits interests to be earned by Xxxxxx thereunder (the
“NPIs”).
(d) Pursuant to the Original NPI Agreement, TMR, TMRX, LOPI and/or Cairn executed various
assignments of net profits interests (collectively, the “Prior NPI Assignments”) in favor
of Xxxxxx.
(e) TMR and Xxxxxx entered into a Termination Agreement as of April 29, 2008 (the
“Termination Agreement”) relating to (among other things) the Original NPI Agreement, the
Prior NPI Assignments, the MPAs and the Prior MPA Assignments.
(f) Pursuant to the Termination Agreement, TMR and Xxxxxx entered into an “Amendment to
Agreement Dated June 27, 1995” (the “NPI Amendment”) amending the Original NPI Agreement
and Prior NPI Assignments.
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(g) Contemporaneously with the execution and delivery of this Settlement Agreement and as a
material inducement to the Parties’ execution of this Settlement Agreement, TMR (along with TMRX,
LOPI and Cairn) and XXXX are entering into an “Omnibus Agreement Relating to Assigned Interests”
relating to the Original NPI Agreement, the NPI Amendment, the Letter Agreement and the MPAs
(hereinafter referred to as the “Omnibus Agreement”). All capitalized terms used but not
defined in this Settlement Agreement shall have the same meaning as provided in the Omnibus
Agreement.
(h) For joint interest xxxxxxxx through October 31, 2009 and after credit of partial payments
made by XXXX, the Meridian Parties contend that XXXX still owes $1,482,488.85 to one or more
Meridian Parties under joint interest xxxxxxxx under one or more of the Third Party Operating
Agreements and Form XXXx.
(i) For joint interest xxxxxxxx through October 31, 2009 and after credit of partial payments
made by JAR, the Meridian Parties contend that JAR still owes $174,059.35 to one or more Meridian
Parties under joint interest xxxxxxxx under one or more of the Third Party Operating Agreements and
Form XXXx.
(j) The combined amount the Meridian Parties contend is owed by XXXX and JAR pursuant to
recitals (h) and (i) above is $1,656,548.20, which is hereafter referred to as the “MPA
Indebtedness.”
(k) The Xxxxxx Parties have asserted, and TMR disputes, that one or more Meridian Parties owe
various amounts to the Xxxxxx Parties under the Original NPI Agreement with respect to production
before the Effective Time and/or with respect to the amount, if any, of his net profits interests
in certain xxxxx and that XXXX and JAR have a claim against TMRX with respect to a certain well in
which they had an interest. The Xxxxxx Parties have also claimed certain defenses to and offsets
against the MPA Indebtedness.
(l) For purposes of this Settlement Agreement, the following terms have the following
meanings:
(1) The term “Claims” means any and all claims, suits, demands, disputes,
actual damages, punitive damages, fines, penalties, costs and expenses (including without
limitation for attorney fees, consultant fees and expert fees) and other loss or damage of
any kind (whether arising in contract, in tort, in equity, at law or otherwise; whether
known or unknown; whether suspected or unsuspected; and whether fixed, contingent,
conditional or otherwise).
(2) The term “Meridian-Related Parties” means and includes, subject to the next
sentence: (i) TMR, TMRX, LOPI and Cairn; (ii) any and all other current or former
subsidiaries of TMR; (iii) any legal representative, successor or assign of any of the
foregoing entities; and (iv) the current and former employees, shareholders, directors,
managers, partners, joint venturers, co-owners, insurers, attorneys, agents and
representatives of any or all of the foregoing. Nonetheless, Meridian-Related Parties shall
not include any Xxxxxx-Related Parties.
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(3) The term “Xxxxxx-Related Parties” means and includes (i) Xxxxxx and Xxxxxxx
Xxxxxx Xxxxxxx Xxxxxx; (ii) XXXX, JAR and JAR Resources Corporation; (iii) any legal
representative, successor or assign of any of the foregoing persons or entities; and (iv)
the current and former employees, shareholders, directors, managers, partners, insurers,
attorneys, agents and representatives of any or all of the foregoing.
(m) Recognizing the benefits in resolving various actual or potential disputes and after
weighing the risks of litigation against the benefits of settlement, TMR on behalf of the Meridian
Parties on the one hand and XXXX, JAR and Xxxxxx on the other hand each desire to settle and
compromise any existing and potential disputes between them on the terms and conditions set forth
below.
Agreement
NOW, THEREFORE, in consideration of the recitals above, the provisions below and other good
and valuable consideration, the receipt and sufficiency of which each Party hereby acknowledges,
the Parties agree as follows:
1. Credit to Xxxxxx, XXXX and JAR; payments to TMR. In complete and final settlement
and compromise of all outstanding Claims asserted by XXXX, JAR and Xxxxxx against one or more
Meridian Parties (whether under the agreements referenced above or otherwise) and as partial
consideration for the contemporaneous execution of the Omnibus Agreement, the Parties agree for
$600,000 to be credited against the MPA Indebtedness, to be paid as follows. Subject to paragraph
3 below, the outstanding balance owed under the MPAs by XXXX and JARR through October 31, 2009,
after application of the $600,000 credit, is $1,056,548.20. XXXX and JAR are entitled to credit
the $600,000 amongst the MPA Indebtedness in any manner they chose. As part of this Settlement
Agreement, however, XXXX and JAR shall pay, within five days of the execution of this Settlement
Agreement, an additional $400,000 to further reduce the MPA Indebtedness and will bring all joint
interest xxxxxxxx under the MPAs (including the remaining MPA Indebtedness plus any further joint
interest xxxxxxxx issued after October 31, 2009) current (within 30 to 45 days) no later than the
earlier of (i) May 1, 2010 or (ii) five business days before the date of a TMR shareholder meeting
to approve the Agreement and Plan of Merger between TMR and Xxxx Xxxx Holdings, LP.
2. General release and settlement of Released Claims. As further consideration for
this Settlement Agreement but subject to paragraph 3 below, the Parties also agree as follows:
(a) Release by Xxxxxx Parties: Each of XXXX, JAR and Xxxxxx hereby forever
releases, discharges, waives and forgoes any and all Claims of any kind or nature (whether
asserted or unasserted and whether known or unknown) that such Party ever had, have, claim
or may have or in future obtain against any or all of the Meridian-Related Parties where
such Claims arose and/or accrued at or prior to the Effective Time.
(b) Release by the Meridian Parties: TMR on behalf of each Meridian Party
forever releases, discharges, waives and forgoes any and all Claims of any kind or nature
(whether asserted or unasserted and whether known or unknown) that any Meridian Party ever
had, have, claim or may have or in future obtain against any or all of the Xxxxxx-
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Related Parties where such Claims arose at or prior to the Effective Time. This
release and compromise shall include, without limitation, any claim any Meridian Party now
has or may have or acquire in the future against any Xxxxxx Party, arising out of or based
upon any claim asserted against any Meridian Party by Shell Oil Company, Shell Western E&P
Inc., or any of these companies’ predecessors, successors, parent or holding companies,
subsidiaries, or related or affiliated companies or entities (hereafter “Shell
Entity” or “Shell Entities”), in which one or more Shell Entities seeks
indemnity or contribution relating to any claim asserted against any Shell Entity for
environmental or property damage occurring at or prior to the Effective Time. Thus, and by
way of illustration, if a Shell Entity seeks payment, reimbursement, contribution, or
indemnity from any Meridian Party for a cleanup, settlement, or judgment performed or paid
by a Shell Entity as a result of an environmental claim arising before the Effective Time,
this compromise and release includes any present or future claim by any Meridian Party
seeking contribution from a Xxxxxx Party with respect to any payment, settlement, or
judgment paid by a Meridian Party to the said Shell Entity for such environmental claim.
(c) Miscellaneous: The Claims released pursuant to this Settlement Agreement
may be referred to hereafter as “Released Claims.” Notwithstanding any other
provision in this Settlement Agreement, Released Claims do not include claims arising out of
or relating to a breach by any of the Parties of any covenant, obligation, representation or
warranty provided for under this Settlement Agreement and/or the Omnibus Agreement. Nothing
in this Settlement Agreement shall be construed as an admission of liability, fault or
breach by any Party or of any claim or defense of any Party. Each Party knowingly waives
(i) any Claim that this Settlement Agreement was induced by any misrepresentation,
nondisclosure, coercion or duress and (ii) any right to rescind or avoid this Settlement
Agreement based upon the currently existing facts, whether known or unknown.
3. Effective Time. The Parties recognize that as the result of normal production
accounting, and payment lag, payments are currently owed to the Xxxxxx Parties with regard to
production on which the Xxxxxx Parties have not previously been paid as of the Effective Time of
this Settlement Agreement. Nothing in this Settlement Agreement releases the Xxxxxx Parties
entitlement to receive such payments. With respect to calculating such payments, any payments made
to the Xxxxxx Parties subsequent to the Effective Time with regard to production for which the
Xxxxxx Parties have not previously been paid by the Meridian Parties, shall be paid in compliance
with the Omnibus Agreement (including without limitation the decimal interests set forth in the
exhibits attached thereto, and further including, without limitation, Exhibits 4, 7, and 8) without
regard to whether the underlying production occurred prior to the Effective Time, but in all events
subject to the provisions on paragraph 4(c) below.
4. Audit rights. Notwithstanding anything in paragraphs 1-3 above to the contrary but
subject to paragraphs 4(a)-(c) below, (i) XXXX and all applicable Meridian Parties retain and do
not release any or all audit rights for time periods after October 31, 2009 (and corresponding
rights to issue additional invoices together with the right to contest the amounts claimed in such
invoices, including for expenses incurred (or third-party invoice received by a Meridian Party)
after October 31, 2009 but before the Effective Time) under, subject to and in accordance all
applicable Third Party Operating Agreements and Form XXXx with respect to any Active MPA
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Prospect, (ii) JAR and all applicable Meridian Parties retain and do not release any or all
audit rights for time periods after October 31, 2009 (and corresponding rights to issue additional
invoices together with the right to contest the amounts claimed in such invoices, including for
expenses incurred (or third-party invoice received by a Meridian Party) after October 31, 2009 but
before the Effective Time) under, subject to and in accordance all applicable Third Party Operating
Agreements and Form XXXx with respect to any Active MPA Prospect in which JAR holds an interest and
(iii) Xxxxxx and all applicable Meridian Parties retain and do not release any or all audit rights
for time periods after October 31, 2009 (and corresponding rights to deduct from future revenues
CHARGEABLE EXPENSES incurred (including for third-party invoice received by a Meridian Party) after
October 31, 2009 but before the Effective Time, together with the right to contest any such
deductions) under, subject to and in accordance the Original NPI Agreement as amended by the NPI
Amendment with respect to any Active NPI Prospect or Suspended NPI Prospect. Furthermore, the
Xxxxxx Parties do not release their audit rights for purposes of insuring that payments were made
by the Meridian Parties in compliance with paragraph 3 above. For avoidance of doubt, claims
arising under this paragraph 4 are not Released Claims.
(a) Except as provided in paragraph 4(c) below, nothing in this Settlement Agreement
shall reserve or grant to any Party the right to contest or dispute (i) that any gross
working interest or net revenue interest of XXXX is other than as provided for under the
Omnibus Agreement (or any amendments thereto), (ii) that any gross working interest or net
revenue interest of JAR is other than as provided for under the Omnibus Agreement (or any
amendments thereto) and (iii) that any net profits interest of Xxxxxx is other than as
provided for in the Omnibus Agreement (or any amendments thereto).
(b) Nothing in this Settlement Agreement shall reserve to XXXX, JAR or Xxxxxx any claim
referenced in recitals (h)—(k) above. Without limiting the scope of the release in
paragraph 2(a) above, XXXX, JAR and Xxxxxx expressly and forever release, discharge, waive
and forgo any and all such claims.
(c) Notwithstanding Exhibit 4 to the Omnibus Agreement, the Parties agree that, in
compromise of their disputes, the net profits interests of Xxxxxx for those xxxxx listed on
Exhibit 1 hereto shall be treated as 1.5% of 8/8ths for all production at or before October
31, 2009.
5. Representations by XXXX, JAR and Xxxxxx. Each of XXXX, JAR and Xxxxxx represents
and warrants as follows:
(a) Such Party is duly authorized to execute and deliver this Settlement Agreement.
All consents, authorizations and court approvals required for such Party to execute and
deliver this Settlement Agreement have already been obtained and are in full force and
effect.
(b) Before such Party signed this Settlement Agreement, such Party read the entirety of
this Settlement Agreement and counsel for such Party reviewed this Settlement Agreement with
such Party and explained to such Party the import and effect of each provision of this
Settlement Agreement.
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(c) In entering into this Settlement Agreement, such Party is doing so voluntarily and
has relied solely on its/his own knowledge and judgment and the advice of its/his counsel
and has not relied on any representation, promise, advice or action by any other person or
entity (except as expressly provided in this Settlement Agreement).
(d) No portion of (i) any Claims ever asserted by or on behalf of such Party against
any Meridian-Related Party, (ii) the Claims being released by such Party under paragraph
2(a) above or (iii) any right, title and interest of such Party in or to any of the
agreements referenced in the recitals above has been sold, assigned, conveyed, exchanged,
donated, encumbered, transferred or otherwise alienated to any other person or entity (other
than to another Party).
(e) Xxxxxx (directly or indirectly) wholly owns and controls both XXXX and JAR.
6. Representations by TMR. TMR represents and warrants as follows:
(a) TMR is duly authorized to execute and deliver this Settlement Agreement on behalf
of itself and all Meridian Parties. All consents, authorizations and court approvals
required for TMR to execute and deliver this Settlement Agreement have already been obtained
and are in full force and effect.
(b) Before TMR signed this Settlement Agreement, TMR read the entirety of this
Settlement Agreement and counsel for TMR reviewed this Settlement Agreement with TMR and
explained to TMR the import and effect of each provision of this Settlement Agreement.
(c) In entering into this Settlement Agreement, TMR is doing so voluntarily and has
relied solely on its own knowledge and judgment and the advice of its counsel and has not
relied on any representation, promise, advice or action by any other person or entity
(except as expressly provided in this Settlement Agreement).
(d) No portion of (i) any Claims ever asserted by or on behalf of such Party against
any Xxxxxx-Related Party or (ii) the Claims being released by TMR under paragraph 2(b) above
has been sold, assigned, conveyed, exchanged, donated, encumbered, transferred or otherwise
alienated to any other person or entity.
7. Indemnity.
(a) Each of XXXX, JAR and Xxxxxx shall protect and indemnify (and, at TMR’s
request, defend) each of the Meridian-Related Parties from and against (and also pay
any and all attorney’s fees, costs and expenses incurred by any or all of the
Meridian-Related Parties arising out of or relating to) any (i) Released Claims that
are asserted by, through or under any or all of the Xxxxxx-Related Parties or (ii)
any Claims that constitute a breach by any of the Xxxxxx Parties of any covenant,
representation or warranty of XXXX, JAR or Xxxxxx under this Settlement Agreement
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(b) TMR shall protect and indemnify (and, at Xxxxxx’x request, defend) each of
the Xxxxxx-Related Parties from and against (and also pay any and all attorney’s
fees, costs and expenses incurred by any or all of the Xxxxxx-Related Parties
arising out of or relating to) any (i) Released Claims that are asserted by, through
or under any or all of the Meridian-Related Parties or (ii) any Claims that
constitute a breach by any of the Meridian Parties of any covenant, representation
or warranty of TMR under this Settlement Agreement.
8. Costs and fees. Each Party shall be responsible for any and all attorneys fees and
other fees, costs and expenses incurred by such Party in connection with the with the negotiation,
execution, delivery and/or performance of this Settlement Agreement (except as provided in
paragraph 6 above).
9. Construction of this Settlement Agreement. This Settlement Agreement constitutes
the entire agreement between the Parties with respect to the Claims compromised herein. There are
no oral agreements between the Parties. This Settlement Agreement along with the Letter Agreement,
MPAs, Form XXXx, Third Party Operating Agreements, Original NPI Agreement as amended by the NPI
Amendment, Termination Agreement, the Omnibus Agreement (which is, together with its exhibits,
incorporated in its entirety herein) and the prior assignments executed under the Letter Agreement
or Original NPI Agreement as amended by the NPI Amendment supersede and replace any and all other
prior or contemporaneous agreements, representations or understandings (written, oral or otherwise)
with respect to the NPIs and MPAs or the subject matter hereof. Each Party confirms that it is not
relying on any representations or warranties of any other Party except as specifically set forth in
this Settlement Agreement. This Settlement Agreement shall be considered the joint work product of
all Parties; thus, no provision shall be construed against a Party on the grounds that it proposed,
drafted or modified such (or any other proposed or final) provision. The headings in this
Settlement Agreement are for convenience only and shall not limit or otherwise affect the
interpretation of any provision in this Settlement Agreement. No amendment or modification hereof
shall be binding unless in writing and duly executed by all Parties or their respective heirs,
legal representative, successors or assigns. Every provision of this Settlement Agreement is
intended to be severable such that the invalidity or unenforceability of any provision of this
Settlement Agreement shall not affect the validity or enforceability of any other provision of this
Settlement Agreement, unless and except if the provision(s) that is/are struck for invalidity are
so material that the party in whose favor said provision(s) run would not have entered into this
Settlement Agreement had said party known that the provision(s) was invalid..
10. Choice of law; venue. This Settlement Agreement shall be governed by and
construed in accordance with the laws of the State of Texas, without regard to any conflict-of-laws
provisions that would apply the laws of another jurisdiction. Further, the Parties agree that any
legal proceeding to enforce the provisions of this Settlement Agreement shall be brought solely in
Houston, Xxxxxx County, Texas. This provision is specifically limited to claims arising directly
out of this Settlement Agreement and is not meant to modify the choice of law or venue provisions
set forth in any of the underlying agreements including the Original NPI Agreement, the NPI
Amendment, the Letter Agreement, the MPAs and/or the Omnibus Agreement.
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11. Joinder by Xxxxxx’ wife. Xxxxxx’ wife joins this Settlement Agreement solely for
purposes of (a) binding any community property interest she may have in any or all of (i) the
Claims released by Xxxxxx in this Settlement Agreement and/or (ii) the agreements referenced in the
recitals above and (b) consenting to and ratifying this Settlement Agreement.
12. Successors and assigns. This Settlement Agreement shall be binding on and inure
to the benefit of each Party and its/his heirs, legal representatives, successors and assigns.
13. Counterparts. This Settlement Agreement may be executed in counterparts, each of
which shall be deemed an original and all of which shall constitute a single agreement.
[remainder of page intentionally blank; signature pages follow]
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IN WITNESS WHEREOF, XXXX, JAR and Xxxxxx have executed this Settlement Agreement in the
presence of the undersigned competent witnesses on the date set forth in the notarial
acknowledgment below but effective as of the Effective Time.
| WITNESSES to all signatures | Texas Oil Distribution & Development, Inc. | |||||
| By: | /s/ Xxxxxx X. Xxxxxx, Xx. | |||||
| Xxxxxx X. Xxxxxx, Xx., President | ||||||
Signature:
|
/s/ Xxxxx XxXxxx | |||||
| Name printed: Xxxxx XxXxxx | JAR Resource Holdings, LLC | |||||
| By JAR Resource Corporation, its general partner | ||||||
| By: | /s/ Xxxxxx X. Xxxxxx, Xx. | |||||
| Xxxxxx X. Xxxxxx, Xx., President | ||||||
Signature:
|
/s/ Xxxxx Xxxxxxxxx | |||||
| Name printed: Xxxxx Xxxxxxxxx | Xxxxxx X. Xxxxxx, Xx. | |||||
| /s/ Xxxxxx X. Xxxxxx, Xx. | ||||||
| Xxxxxx X. Xxxxxx, Xx. | ||||||
Notarial acknowledgment
State of Texas
County of Xxxxxx
County of Xxxxxx
Before me, the undersigned Notary Public in and for the aforesaid State and County, personally
appeared Xxxxxx X. Xxxxxx, Xx., who is personally known to me and who upon being duly sworn by me
did state that he executed the foregoing instrument this day (i) as the duly authorized President
of Texas Oil Distribution & Development, Inc., a Texas corporation, by the authority of its board
of directors as the free act and deed of said corporation, (ii) as the duly authorized President of
JAR Resource Corporation, a Texas corporation and the general partner of JAR Resource Holdings,
LLC, a Texas limited liability company, by the authority of said corporation’s board of directors
and said partnership’s partner as the free act and deed of said corporation and partnership and
(iii) as his free and deed in his individual capacity.
WITNESS MY HAND AND SEAL this 22nd day of December 2009.
| /s/ Xxxxxxx Xxxx | ||||
| Notary Public for the State of Texas | ||||
| My commission expires 11-5-10 | ||||
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IN WITNESS WHEREOF, TMR has executed this Settlement Agreement in the presence of the
undersigned competent witnesses on the date set forth in the notarial acknowledgment below but
effective as of the Effective Time.
| WITNESSES: | The Meridian Resource Corporation | |||||
Signature:
|
/s/ Xxxxxxx Xxxxxxx Xxxxx | By: | /s/ Xxxx Xxxxx | |||
| Name printed: Xxxxxxx Xxxxxxx Xxxxx | Xxxx Xxxxx, Chief Executive Officer | |||||
Signature:
|
/s/ Xxxxx Xxxxxxxxx | |||||
| Name printed: Xxxxx Xxxxxxxxx | ||||||
Notarial acknowledgment
State of Texas
County of Xxxxxx
County of Xxxxxx
Before me, the undersigned Notary Public in and for the aforesaid State and County, personally
appeared Xxxx Xxxxx, who is personally known to me and who upon being duly sworn by me did state
that he executed the foregoing instrument this day as the duly authorized Chief Executive Officer
of The Meridian Resource Corporation, a Texas corporation, by the authority of its board of
directors as the free act and deed of said corporation.
WITNESS MY HAND AND SEAL this 22nd day of December 2009.
| /s/ Xxxxxxx Xxxx | ||||
| Notary Public for the State of Texas | ||||
| My commission expires 11-5-10 | ||||
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IN WITNESS WHEREOF, Xxxxxxx Xxxxxx Xxxxxxx Xxxxxx has executed and delivered this Settlement
Agreement (solely for the purposes as provided in paragraph 11 above) in the presence of the
undersigned competent witnesses on the date set forth in the notarial acknowledgment below but
effective as of the Effective Time.
WITNESSES:
Signature:
|
/s/ Xxxxx XxXxxx | /s/ Xxxxxxx Xxxxxx Xxxxxxx Xxxxxx | ||
| Name printed: Xxxxx XxXxxx | Xxxxxxx Xxxxxx Xxxxxxx Xxxxxx | |||
Signature:
|
/s/ Xxxxx Xxxxxxxxx | |||
| Name printed: Xxxxx Xxxxxxxxx | ||||
Notarial acknowledgment
State of Texas
County of Xxxxxx
County of Xxxxxx
Before me, the undersigned Notary Public in and for the aforesaid State and County, personally
appeared Xxxxxxx Xxxxxx Xxxxxxx Xxxxxx, who is personally known to me and who upon being duly sworn
by me did state that she executed the foregoing instrument this day as her free act and deed.
WITNESS MY HAND AND SEAL this 22nd day of December 2009.
| /s/ Xxxxxxx Xxxx | ||||
| Notary Public for the State of Texas | ||||
| My commission expires 11-5-10 | ||||
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