Document p2R1dZO15DzbMKvN4MeYQepwB
MEM08AHDCM OF AGREEMEHT Did* this 8 th day of
July,
in the year One thousand nine hundred and sixty-
four, by and between C0MPAH1A de EXPLOKACION y MIHERIA LAIIKA-
AMEKXCAXA, S.A., a corporation organised and existing under and
by virtue of the lavs of the Republic of panaaa, party of the
first part, and NATXOHAL LEAD COHPAHY, a corporation organised
and existing under and by virtue of the lavs of the State of
Hew Jersey, party of the second part,
III Nil *111* WHEREAS, the party .of the second part is the owner
of stock in the party of the first part possessing one hundred
per canton (1001) of the voting power of all classes of stock
' , ..r_r.
" Chare arei ao other
-or.'la feha
'ivv.:r''rV" VHEIEA3, it' it &sirad toidlstrlbute and transfer ;-
within. ta calendar and taxable year 19d4 all of the property
of i^ta p?ty of the first
in] do^Ute cancellation and
redeaptioit bf all its stock}..,.
feeretto ^ ................
j.; -i
s?<{?3
By Che distribution to Che party of the second
pert of ell of the property of the perty of the first pert in
couplets cancellation or redemption of ell of the stock of the
perty of the first pert end (after payment of ell the known
debts, liabilities end obligations of the perty of the first
pert) the transfer to the perty of the second pert of ell of
the property of the perty of the first part within the calendar
end taxable year 1964, subject to any end all other debts,
. _ - 'i v i .
' "-
liabilities end obligations of the party of the first pert,
which shell be assumed end discharged by the party of the
second pert.
And the perty of the second pert does hereby agree.
upon receipt of said property, to surrender or cause to be
surrendered ` to the party of the first pert ell of the stock
of the perty of the firet pert Issued end outstanding In can-
> r v. COMPANIA de PXPLOtACION y KXNB&2A ? . J;;: ,.UIlRA-AMmCAKA,. S.A,
3 WC
STATE OF NEW YORK COUNTY OF NEW YORK
) SS.:
)
On the <7 7f
personally came
cay of /*
, 196^, before me
/ -<'''^0 me known, who, bein';
by me duly svdrn, did depose and say, that he resides in
>>, ^ ..
J/
- c'"7'
* 1 ^. , /. , t that hr is the
President
of COMPANIA de EXPLORACION y MINERIA I AT INA-AMERICANA, S.A., one of the corporations described in and which executed the foregoing instrument; that he knows the seal of said corpcratior. that the seal affixed to said instrument is such corporate seal
that it was so affixed by order of the Board of Directors of
said corporation; and that he signed- his name thereto by like
order.
n
Notary public
;
C0T.1Y UP 1ZV YOLK
On the, U
>/ / personally came/"
!c-r' -**''* or
' "
.i '
N- C?.7<-r n:
~rk
- u tV
C_.. ' .
....
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-:;nty
Cocvni^.-: .........................
ol
3 C/.
J,.ortn J-O. i- see
/ /" uda v ozu^'
, 1964, before me
to me known, who, being
by me duly ?v:cm, did depose ar.d say that he resides ir
7/b "
--/
//i,/''c
C < ' > ^
``
> that he is the
president
of NATIONAL LEAD' COMPANY, one of the corporations described in and which executed the foregoing instrument; that he knows the seal of said corporation; that the seal affixed to said instru
ment is such corporate seal; that it was so affixed by order of the Board of Directors of said corporation; and that he signed his name thereto by like order.
( - 3-
Notary fPnblic
JOHN !. LAV.TOTt
N:`3*y
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C..` - : .-V \ -h Gty CouimiaA;rn twr;re>= I-'c c -t !"
0000-NLI-000021227
THIS INDEHTUKE m4 this 8th day of July in the jreer On* thouMad nine hundred and sixty-four, between CGKPAMIA do EXFLOBACIOH y MIKKAIA LATXXA-AMBRXGAKA, S.A., a corporation organlssd and existing under and by virtue of the laws of the Republic of Panama, party of the first part, end KATXOMAL LEAS CCKPAHT, a corporation organised sad existing under and by virtue of the Is m of the State of Hew Jersey, party of the second part.
HilliiillS'
That the party of the first pert, for good and valuable considerations, the receipt whereof is hereby acknowl edged, has granted, bargained, sold, assigned, aliened, remised, released, conveyed, confirmed, transferred, end set over end by these presents does grant, bargain, sell, assign, alien, remise, release, convey, confirm, transfer, and set over unto the party
of the second part, its successors and assigns forever4
The business conducted by the party of the first part and the good will of such business and all contracts, and rights pertaining thereto, end including eny end all patents, processes, trade marks, trade nsnes, fixtures, appliances, tools, equipment, merchandise, material, supplies, stock manufactured or in process of manufactura, cash in hand and in bank, bills and accounts receivable, and any and all ether persons! property of description wheresoever situated pggfea&a&gg te m ssed
0000-NLI-000021228
^vitb said business or any pert thereof, end also
property end rights in real property of every
*r situated, together with all and singular
hereditaments, and appurtenances thereto belonging ` '--V
appertaining and the reversion end reversions,
, events, issues and profits thereof)
also ~ell the estate, right, title and lntereat,
A t ' "
-
pigs, claim, and demand whatsoever, aa veil In
'vC'^JT "
-
la* of the party of the first part of, in and to
the aleveuntloned personal and real property and every pert
and parcelthereof)
vi
TO HAVE ASD TO HOLD the sane unto the party of
the second part, its successors end assigns forever;
And the party of the first part does hereby
covenant, promise, end agree to and with the party of the second
part, its successors end assigns, that the party of the first
part, its successors and assigns, end ell and every other person
or persons lawfully or equitably deriving any estate, right,
title, or Interest of, in or to the above-saentiened personal and
real property by* from, under, or la trust for It or. them, shall
And will at any time or times hereafter Upon the reasonable
request:And;'atall proipow costs and cbarg** ofthepartyofthe ;
conveyance*, and assurances in law for the better and more effectual vetting and confirming of. the personal and real propert; hereby granted end treat ferred or Intended so to be In and to th< party of the second part. Its successors and assigns forever, as by the party of the second part, its successors or assigns, shall be reasonably required.
IN VITKRSS WHEREOF, each of the parties hereto has caused these presents to ba .signed in its naae and behalf by Its President or Vice President, thereunto duly authorised, and its corporate seal to be hereunto affixed, attested by its Secretary or Assistant Secretary, the 8th day of July, 1964.
COMPASIA de EXPLORACION y MIHE1XA LATINA-AMIRICANA, S.A.
July, 1964, before h to aa known, IAo, being by ae *ily.''^r';' did ddpose d My, that ho ruidu in
of COKFAKZA 4e IinjWlACIO* > WWEIXA lATIS4-A>jEllCAH4, S.A. of tha ht^^axl^ described ih ani which executed the fore going iastruaeat; that ho knows the seal of sold corporation { that the teal affixed to sold instrument la such corporate seal; that It was so affixed by order of the Board of Directors of said corporation; cad that ha signed his none thereto by like order..
STATE OF NEW YORK COUNTY OF NEW YORK
)
t SS.: )_
Oa ths </pPlay of
CCuu-...Setj-Mi, -,WronxooCNcuenwtoyork CoB^i^ "*5*"?" mMa*rchCoSO",ItKrS
July, 1964, before ae
personally
to ae known, ho, being
by as duly sworn, did depose and ssy that ha resides In
-y that ha is the
Fraildanc
............................... ............... of NATIONAL, LEAD COMPANY, one of the corporations ddserlbed in
; *ad\wl&&`$a&atf^
' thne Iter loeiM.;..tfee: u,
seal/of. aaldr i^arMoratloat- thattha`'*ei affixed to 'ahld'^akfktf-^
V*
'
0000-NLI-000021231 ig
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