Full text
EXHIBIT C-2
Agreement of assignment, effective as of June 1,2018
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AGREEMENT
This Agreement is dated effective as of June 1,2018 by and between
Panthera Enteiprises, LLC, a Deiaware limited liability company ("Entetprises"),
Pantheta Tiaining Center. LLC, a Deiaware limited liability company ("PTC"), '
and Panthera Tiaining, LLC, a Virginia limited liabiUty company (Training").
RECITALS
Wheieas, Enteiprises owns certain real and personal property located in
Hardy County, West Virginia (coliectively the "Property");
Whereas, PTC operated a business on the Property purauant to a lease with
Enteiprises (the "PTC Lease");
Whereas, PTC was unable to opeiate its business activities on the Property
in a manner that allowed it to pay the rent required;
Whereas, PTC defeulted in its rent obUgarions and the PTC Lease has been
terminated by Enteiprises;
Whereas, Enteiprises and/or PTC are parties to certain contracta that have
geneiated, or may generate, revenues for third parties' use of portions of the
Property by way of training exercises or otherwise (the "Contracts");
Whereas. neither Enteiprises nor PTC is able to perfonn the obHgations
required under the Contracts that would resuit in the génération of revenues fiom
the Contracts given the termination of the PTC Lease and PTC's «v^sfation of
business; and
Whereas, Training is willing to lease the Property pursuant a lease
agreement of even date herewith (the "Training Lease") provided the rnnfnii-ts are
assigned to Training and other, fiirther actions are taken by Enteiprises and PTC as
set forth herein.
New therefore, for good and valuable considération, the adequacy of which
is hereby acknowledged, the parties agree as follows;
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Enterprises and PTC hereby assign and convey to Training their respective
nghts to aU contracts whether labeled as agreements, purchase oïders, or task
orders (the "Contracts") that involve in any manner the use of portions of the
Properly by third parties and/or the conduct of any activities, démonstrations,
training or teaching opérations on or about the Property. In ord» to ef&ctuate this
assigmnent of the Contracts, PTC and/or Enterprises will execute such fûither
documents and undertake such fiather actions as required.
2. Assignnieiit of righfs to use website.
Enterprises or PTC currently own a website identified as
Pantheratraining.com (the "Website"). Enterprises or PTC, as the case may be.
hereby grant Training the right to use the Website on a tempotary basis, for such
reasonable time as determined by Training in otder for Training to establish its
business opérations on the Property. Such use shall include the right to mairA
changes m the Website as determined by Training. Enterprises or PTC, as the case
may be, shall execute such further documents and undertake such further actions as
requued in order to pro vide Training with the requisite access to and use of the
Website.
3. Assignment of right to use phone numbers.
For a temporaiy period of time, Trainmg shall be allowed to continue to use
the phone numbers currently servicing opérations on the Property until such time
that Trainmg is able to establish new phone service and communicate its new
phone numbers to third parties. Training will reimburse Enteiprises or PTC for the
cost of maintaining the existing phone service to the Property until such time as it
is replaced.
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4.
(a) Headings. The section headings contained in this Agreement are
mseited for convenience only and shall not affect in any way the meaning or
inteipretfltion of this Agreement.
(b) Notices. Any notice, request,deinand, daim, or other
communication hereunder shall be deemed duly given upon receipt if it is sent by
Umted States maU, facsimile, or email to the intended recipient at the addresses on
file with the respective parties.
(c) Goveminp T ,aw. This Agreement shall be govemed by and construed
m accoidance with the domestic laws of the Commonwealth of Virginia.
Antendinents and Waivers. No amendment of any provision of this
Agreement shall be vaUd unless the same shall be in writing and signed by aU
parties hereto.
(e) Severability. Any term or provision of this Agreement that is invalid
or unenforceable in any situation in any jurisdiction shall not affect the validity or
enforceability of the remaining terms and provisions hereof.
(f)
Interprétation, This Agreement shall beinterpretedtogiveeffectto
its feir meaniiig and shall be construed as though it was prepared jointly by ail
parties.
(g) FFL License Issues. Training shall, at no cost to Enterprises or PTC,
provide FFL compilant secure storage at the on-site armory for their contract
requirements.
(h) Branding. Training shall continue to présent the Property and
opérations conducted thereon to ail third parties in a consistent branding image
with no material changes to any website, logo, or other images without the prior
consent of PTC and Enterprises.
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tne assignment of the lease.
Witness the following signatures;
Panthera Enteiprises, LLC
By;.
Pan&era Training Center, LLC
Bv
Pantfaera Training, LLC
ft---
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EXHIBIT C-3
Subcontract, effective June 1,2018
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SUBCONTRACT
Subcontractor:
Panthera Training LLC
2506 Fish Pond Road
Old Fields, WV 26845
Type:
Firm Fixed Price -
Indcfinite Delivery Indefinite
Quantity
Period of Performance:
Base Period: 1 June 2018 to 31 May 2023
OY1:
1 June 2024 to 31 May 2025
0Y2:
1 June 2025 to31 May 2026
Subcontract Number:
2018-PE-PT-001
This Subcontract ("Subcontract") is made betwcen Panthera Enterprises LLC and its subsidiaries
Panthera Worldwide LLC and Panthera Traning Center LLC, with its registered offices located at 215
Dépôt Court SE, Leesburg, VA 20175 USA (collectively "PANTHERA" or "Panthera") and Panthera
Training, LLC, with its registered offices locatcd at 2464 Plantation Creek Lane, Cape Charles, VA 23310
("Subcontractor") (each a "Party" and, collectively, the "Parties"), effective on the first day of the
Period of Performance as set forth above. The effort to be performed by Subcontractor under this
Subcontract ("Work") will be part of PANTHERA's contracts to provide training services at the
Panthera Training Center, Old Fields, WV (the "Faciiity") to its clients ("Clients").
This Subcontract consists of the following sections and a final Signature Page:
PARTI-Schedule
PART II -
Général Provisions
PART III -
Flowdowns
PART IV -
Statement of Work
PART V -
Price Schedule
PART VI -
Non-disclosure / Non-circumvent Agreemcnt
SEE LAST PAGE FOR SIGNATURES
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PART I-SCHEDULE
1.1 TERM OF SUBCONTRACT
The term of this Subcontract is from 1 June 2018 to 31 May 2023, unless this Subcontract is
terminated in advance of its expiration in accordance with Part 2.12. Individual task orders which
may be issued undcr this subcontract will bave their own, individual, periods of performance. The
contract bas two option years, each beginning on the date foliowing expiration of the prior period
and extending for 365 days (or 366 days in the case of a leap ycar). The final option period expires
on 31 May 2026. Panthera may, in its sole and absolute discrétion, exercise one or more option years
by providing Subcontractor written notice 30 days in advance of commencement of the option year.
Nothing in this Subcontract shall be read to impose any obligation on Panthera to exercise any option.
1.2 SCOPE OF DUTIES
In performance Task Orders issued, Subcontractor shall:
A.
Ensure ail personnel bave the requisite training, certification, and licenses needed to fulfill
Subcontractor's obligations under this Subcontract at its own expense unless otherwise
specified in the Task Order;
B.
Provide qualified personnel for the Work to be performed, provide ail or portions of the
Facility on which the Work will be performed, and provide ail required training assets and
Personal property, including but not limited to, vehicles, weapons and ammunition, in
connection with performing the Work;
C.
Provide appropriate office spacc at the Facility for Panthera's Subcontractor Administrator
(Part 1.8), Technical Représentative (Part 1.9), or their duly authorized désignées, to
facilitate communications with Client personnel regarding the Prime Contract, and/or to
monitor the training and Subcontractor's performance under tasks related to this
Subcontract.
D.
Comply with ail applicable laws, rules, and régulations; and
E.
Subcontractor represents that, in the performance of the Work, Subcontractor will rcgularly
and typically exercise sound discrétion and judgment. Subcontractor further agréés to work at those
locations as specified in individual Task Orders under this agreement.
1.3 STAFF QUALIFICATIONS
AH Subcontractor personnel proposed and/or assigned to this Subcontract if not U.S. Citizens, shall
be properly vetted and deemed to not pose a sccurity threat to the interests of the U.S. Government.
Subcontractor shall notify the PANTHERA Subcontract Administrator, as identified under Part 1.8,
immediately in writing if any staff or proposed staff do not meet this requirement.
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Upon request, Subcontractor agréés to remove any employée assignée! to any Task Order issued
under this Subcontract who is objectionable to the Client or PANTHERA for reasons of safety,
security, unsatisfactory performance, or any other good and justifiable cause.
1.4 SUBCONTRACT TYPE
This is an Indefinite Delivery, Indefinite Quantity Subcontract. Task Orders issued hereunder will
be Firm Fixed Price unless otherwise agreed to by the Parties. This Subcontract shall have no
guaranteed value except as provided for by each individual Task Order as issued. Nothing in this
Subcontract shall be construed to contain any obligation by PANTHERA to issue any subséquent
Task Orders under this agreement.
1.5 LIMITATION OF OBLIGATION
PANTHERA makes no guarantee of any minimum amount or level of effort to be procured under
this Subcontract.
1.6 TRAVEL AND OTHER DIRECT COSTS
Travel and per diem costs incurred by Subcontractor under this Subcontract shall not be reimbursable
without the prior written approval of PANTHERA's Technical Représentative. When authorized,
Subcontractor shall be reimbursed for travel and other direct costs at its actual cost, without profit,
in accordance with FAR 31.205-45, Travel Costs.
1.7 LIMITATION OF FUNDING
Funding for this Subcontract shall be limited to the cumulative value of any Task Orders issued
hereunder. PANTHERA shall not be obligated to compensate Subcontractor for any Work performed
or expenses incurred under this Subcontract in excess of the cumulative Task Order value.
1.8 SUBCONTRACT ADMINISTRATORS
In regard to administrative and contractual matters relating to this Subcontract, the Parties hereby
appoint the below-listed persons, or their duly authorized désignées, as the only persons empowered
to make commitments on behalf of their respective organizations :
For Subcontractor
For PANTHERA
Name:
William White
Name:
James Punelli
Title;
VP/General Manager
Title:
Président
Address:
2506 Fish Pond Rd.
Address: 215 Dépôt Court
OldField, WV 26845
2"'' Floor
Leesburg, VA 20175
Phone:
304-582-4941
Phone:
703-283-4637
Fax:
Fax:
571-223-5248
Email:
bill.whiie((4 pantheralraining.com
Email:
inunelli(2d.Dantheraworldwide.com
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AU documents processed under this Subcontract will be issued electronically by the PANTHERA
Subcontract Administrator.
PANTHERA's designated Subcontract Administrator is the only person authorized to award
Modifications hereunder or issue any other instructions relating to this Agreement.
1.9 TECHNICAL REPRESENTATIVES
In regard to technical matters relating to this Subcontract, the Parties hereby appoint the below-listed
représentatives, or their duly authorized désignées, as the only persons empowered to make
commitments on behalf of their respective organizations :
For Subcontractor
For PANTHERA
Name: William White
Title:
VP/General Manager
Address: 2506 Fish Pond Rd.
Old Field, WV 26845
Phone:
Fax:
304-583-4941
Name:
Title:
Address:
Phone:
Fax:
Raymond Jones
CEO
215 Dépôt Court
2"^ Floor
Leesburg, VA 20175
703-727-1233
571-223-5247
_ Email: bill.white@pantheratraining.com
Email : ray.jones@pantherawor!dwide.com
The PANTHERA Technical Représentative, or his/her duly authorized designee, is authorized to
issue technical direction to Subcontractor. Such direction may include instructions that provide
détails regarding, or otherwise clarify, the Work. This direction shall not constitute new assignments
of work, or changes, modifications, or amendments which justify any change to the Subcontract
terms and conditions, or price.
1.10 EXCLUSIVITY
Subcontractor understands and agréés that Subcontractor shall perform ail Work as described in the
Statement of Work and any Task Orders issued hereunder exclusively for PANTHERA under the
Prime Contract identified herein, and for the duration of this Subcontract and any option periods.
Subcontractor shall not participate in any efforts to perform said Work for the Client as either a prime
contracter or as a subcontractor to other entities or persons.
1.11 INVOICE AND PAYMENT
A.
Ail Invoices MUST BE SUBMITTED ELECTRONICALLY to the Subcontract
Administrator with an electronic copy provided to the Technical Représentative.
Subcontractor shall submit one invoice per month or per discreet project. Subcontractor
agréés and will certify on each invoice that invoices submitted to PANTHERA are accurate,
and that Subcontractor has in its possession substantiating documentation for ail amounts for
which pajonent is requested. Invoices shall clearly reference and include the following
information:
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(1) An invoice date and unique invoice number;
(2) Subcontract number;
(3) Date of Service for which invoice is submitted;
(4) Détails of Services and Products providcd.
B.
PANTHERA will pay Subcontractor under the terms of the Task Order.
1.12 MONTHLY CONTRACT STATUS REPORTS
During performance, monthly Contract Status Reports shall be submitted for each Task Order no
iater than the 5th day of the following month. The Status Report shall identify the work completed
by Subcontractor for the applicable period, the work that it anticipâtes completing between that time
and the submission of the next Status Report, and whether Subcontractor has identified any issues or
obstacles that will prevent it from completing the Work in a timely manner. The Status Reports may
be provided in any format reasonably developed by Subcontractor. Subcontractor shall deliver ail
Status Reports via email to the Technical Représentative, unless otherwise directed by the Technical
Représentative.
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PART II -
GENERAL PROVISIONS
2.1 NONDISCLOSURE
In carrying out the terms of this Subcontract, it may be necessary for the Parties to provide proprietary
and/or confidentiai information to one anothcr. In such cvcnt, the disclosure and use of ail proprietary
and/or confidentiai information shall be in accordance with the separate Non-Disclosure Agreement
bctwccn the Parties, a copy of which is included in this agreement as Part VI.
2.2 IN-PROCESS TECHNICAL REVIEW
Subcontractor's agréés to participate in in-process technical reviews by the PANTHERA Technical
Représentative or such other person(s) as may be designated in writing by PANTHERA.
2.3 INSPECTION AND ACCEPTANCE OF DELIVERABLES
Ail materials furnished and services performed hereto shall be subject to inspection and testing by
PANTHERA,
its agents and by the Client. Each awarded Task Order shall include the agreed upon
terms of Inspection and Acceptance for that Order.
2.4 RISK OF LOSS AND DAMAGE
Unless stated otherwise in the awarded Task Order, risk of loss and damage shall remain with
Subcontractor until Final Acceptance by PANTHERA, notwithstanding PANTHERA's physical
possession of the Work, provided that Final Acceptance occurs within 30 days of Panthera's
possession of the product or completion of services.
2.5 PASSAGE OF TITLE
Title to ail articles delivered hereunder shall pass to PANTHERA upon Final Acceptance, unless an
awaded Task Order specifically provides for earlier passage of title, regardless of when or where
PANTHERA takes physical possession.
2.6 WARRANTIES
Subcontractor represents, warrants, and understands that:
A.
It is an active and registered business listed on the System for Award Management ("SAM"),
and that it will update its information on such site when necessary, and without any prompting
from PANTHERA.
B.
Subcontractor wilI not accept a Task Order without vcrifying that there exists no actual or
potential organizational or personal conflict of interest, including, without limitation, a
relationship of any nature which may affect or which may rcasonably appear to affect its
objectivity or ability to perform the Work.
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C.
For any Task Order it enters into, Subcontractor will havc ail rights and authorizations
necessary to fulfill the requirements of the Task Order,
D.
Represents and warrants that it shall provide qualified personnel to perform the Work ordered
under this Subcontract. Subcontractor further warrants that the Work will be in accordance
with the ternis of this Subcontract and ail applicable requirements of any Task Orders issued.
Any deliverables which are non-conforming with these terms shall be corrected by re
performance of such work without charge to PANTHERA. The Parties agree that this is the
sole remedy for any and ail warranties under this Subcontract, unless otherwise specifîed in
any individual Task Order issued hcreunder.
E.
Ail personnel assigned to the performance of the Work are authorized to work in the country
or locale where the work is to be performed.
F.
The résumés for personnel provided by Subcontractor to provide service or provide
deliverables or other work hereunder shall be available upon request.
G.
That to the best of the Subcontractor's knowlcdge and belief, upon reasonable due diligence,
Subcontractor agréés it will not provide goods or services (including software and ail forms
of written materials) under this Subcontract that infringes or violâtes any patent, copyright,
tradcmark, service mark, trade secret, or other proprietary interest of any third party.
Subcontractor further warrants that it shall not misappropriate trade secrets or other rights of
third parties, nor incorporate any unlawflil or illégal materials into its work,
H.
That to the best of the Subcontractor's knowlcdge and belief, upon reasonable due diligence
information supplied by Subcontractor to PANTHERA during the performance of any Task
Order is complété, truthful, and accurate, and that Subcontractor shall not obtain on
PANTHERA's behalf or provide to PANTHERA any information which is procurement-
sensitive, proprietary, or classified where there is reason to believe that possession of such
information is unauthorized, illégal or unethical.
I.
In providing its services to PANTHERA, the Subcontractor, to the extent required by
applicable law, régulation, or administrative requirement, bas obtained any required licenses
from the Foreign Govemments and completed all registrations required by the Foreign
Governments as may be necessary or required to perform the Work,
J.
That to the best of the Subcontractor's knowlcdge and belief, neither this Subcontract nor
Subcontractor's performance hereunder has or will violate any consulting, employment, non-
competition, or non-disclosure agreements or other arrangements, understandings or
restrictions.
K, Subcontractor agréés to comply with 31 U,S,C, 1352 relating to limitations on the use of
appropriated fimds to influence certain Fédéral contracts; 18 U.S.C. 431 relating to officiais
not to benefit; 41 U.S.C. chapter 57, Kickbacks; 41 U.S.C. 4712 and 10 U.S.C. 2409
relating to whistleblower protections; and 41 U.S.C. chapter 21 relating to procurement
integrity.
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2.10 CONFLICT OF INTEREST
Subcontractor shall adhéré to any OCI Client rcquirements set out in Part III of this Subcontract or
any Task Order issued hereunder.
2.11 RESTRICTIVE COVENANTS
A.
Non-Solicitation Covenant. During the term of this Subcontract and for twelve (12) months
after its expiration or termination, Subcontractor will not, either directly or indirectly, solicit
for employment or hire by itself (or any of its affiliâtes) any employée of PANTHERA (or
any of its affiliâtes) who was invoived in the performance of Subcontractor's obligations
under this Subcontract, unless Subcontractor obtains the written consent of PANTHERA.
Notwithstanding the foregoing, either Party shall havc the right to hire any individual
employed by the other who, without solicitation, responds to employment advertising in the
newspapers, tradc publications or other public commercial média or any unsolicited walk-in
candidates not related to this Agreement.
B.
Non-disclosure. Subcontractor shall not disclose the terms and conditions of this Subcontract
to any other individual or business or organization and shall treat the spécifie provisions of
this Subcontract as Confidcntial Information as defined in Part VI of this Subcontract.
2.12 TERMINATION
A.
PANTHERA may terminate this Subcontract, in wholc or in part, for default based upon any
of the following default conditions:
(1)
Subcontractor fails to flilfill any of its obligations hereunder;
(2)
Any act or omission by Subcontractor that, in the reasonable opinion of PANTHERA,
jeopardizes PANTHERA' ongoing relationship with the client or PANTHERA's
ability to satisfy the terms of the Prime Contract;
(3)
Subcontractor fails to make progress, so as to endanger performance of this
Subcontract;
(4)
Subcontractor fails to provide written assurances of performance after such
assurances are requested by PANTHERA;
(5)
Subcontractor or its officers or directors are debarred, suspended, or proposed for
debarment by the U.S. Govemment, in which case Subcontractor shall immediately
notify PANTHERA in writing of such suspension, debarment, or proposed
debarment;
(6)
The cessation of Subcontractor's opérations in the normal course of business;
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Insolvency of Subcontractor or the entering into or filing by or against Subcontractor
of a pétition, arrangement, or proceeding seeking an order for relief under the
bankruptcy iaws of the United States, a receivership for any of the assets of the
Subcontractor, a composition with or assignment for the benefit of creditors, a
readjustment of debt, or the dissolution or liquidation of Subcontractor;
(8)
The Training Center Facility Lease dated June 1, 2018 ("Facility Lease"), between
Panthera and Subcontractor, is terminated for any reason by the Subcontractor or
Panthera.
B.
PANTHERA shall notify Subcontractor in writing of the default condition and, to the extent
such condition is curable, shall allow Subcontractor thirty (30) calendar days (or less time to
the extent dictated under the circumstances) within which to effect a cure. If the condition is
cured within the allowed period, this Subcontract shall remain in fiill force and effect. If the
default condition remains uncured beyond the allowed period or is otherwisc deemed
incurable, PANTHERA may terminate this Subcontract, in whole or in part by written notice
of termination to Subcontractor.
C.
Additionally, PANTHERA may terminate this Subcontract, in whole or in part, for its
convenience, if the Client has terminated the Prime Contract, or the corresponding portion
thereof, for its convenience, where the Client has terminated ail or substantially al! of the
Work, or where the Parties have mutually agreed, in writing, to terminate this Subcontract.
D.
AU notices of termination shall, at a minimum, state the basis for termination, and the date
upon which such termination will become effective.
E.
Upon termination of this Subcontract for any reason other than default, and except as
otherwisc directed by PANTHERA, Subcontractor shall immediately stop work under this
Subcontract on the date and to the extent specified in the notice of termination, and promptly
transfer ail terminated work in progress to PANTHERA. Subcontractor will be paid the
reasonable costs of settlement of the work terminated, plus a reasonable profit, not to exceed
the value of the terminated Task Order.
F.
In addition to the right to terminate this Subcontract, PANTHERA shall have ail rights and
remédiés available at law and in equity.
2.13 STOP WORK ORDER
The PANTHERA Subcontract Administrator may, at any time, by written order to Subcontractor,
require Subcontractor to stop ail, or any part of the Work called for by this Subcontract. The order
shall be spccifically identified as a Stop Work Order issued pursuant to this clause. Upon receipt of
such Stop Work Order, Subcontractor shall comply with its tenus and take ail reasonable steps to
minimize the incurrence of costs allocablc to the Work covered by the Stop Work Order during the
period of Work stoppage. Within a period of ninety (90) days after a Stop Work Order is delivered
to Subcontractor, or within any extension of that period to which PANTHERA may extend, the
PANTHERA Subcontract Administrator shall either:
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1.
Cancel the Stop Work Ordcr, or
2.
Terminate the Work covered by the Stop Work Order as provided in the "Termination"
clauses of this Subcontract.
2.14 CHANGES
A.
PANTHERA may, by written notice to Subcontractor at any time before completion of the
Work, make changes within the générai scope of the Subcontract, including any Task Orders
issued hereunder, in any one of the foliowing areas:
1.
Description of services to be performed;
2.
Time of performance (e.g. hours of the day, days of the week, etc.);
3.
Place of performance of the services;
4.
Drawings, designs or spécifications;
5.
Quantity;
6.
Delivery;
7.
Method of shipmcnt or routing; and
8.
The amount of PANTHERA-furnished property.
B.
If any such change modifies Subcontractor's costs, Subcontractor may request an équitable
adjustment from PANTHERA to àccount for the modification. Thereafter, PANTHE^ may
make an équitable adjustment to this Subcontract, the Statement of Work, or the relevant
Task Order. The requirement that PANTHERA do so is subject to the Subcontractor's good
faith ability to demonstrate and substantiate the modification. Furthermore, Subcontractor
must have notified PANTHERA in writing of any request for such adjustment within twenty
(20) calendar days from the date of such notice from PANTHERA or from the date of any
act of PANTHERA which Subcontractor considers to constitute a change.
C.
Failurc to agrcc to any adjustment shall be a dispute under the Disputes clause of this
Subcontract. However, Subcontractor shall proceed with the Work as changed without
interruption and without awaiting scttlement of any such daim.
2.15 INDEMNITY
Each Party (the "Indemnifying Party") agréés to indemnify and hold harmless the other (the
"Indemnifîed Party"), its subsidiaries and affiliâtes, their officers, directors, agents, and employées
from and against any and ail third party daims (including Client daims and/or either Party's
employée daims), liability, loss, expenses, suits, damages, judgments, demands, crédits, fines.
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penalties and costs (including any rcasonable légal and professional fees and expenses incurred by
the Indemnified Party) arising out of:
A. The acts or omissions of the Indemnifying Party, its employées, officers, directors, agents or
its subcontractors;
B. Injury or death to persons, including officers, directors, employées, agents and
subcontractors, or loss of or damage to property, or fines and penalties which may resuit, in
whole or in part, by reason of the buying, selling, distribution, or use of any of the goods or
services purchased or provided under this Letter Contract except to the extent that such injury,
death or damage is due to the négligence of the Indemnified Party;
C. False daims submitted or caused to be submitted, or misrepresentation of fact or fraud, or
violation of law, by the Indemnifying Party, its employées, officers, directors, agents or its
subcontractors;
The Indemnifying Party shall dcfcnd and settle at its sole expense ail suits or proceedings arising out
of the foregoing, provided that the Indemnifying party has notice or is given prompt notice of such
daim or suit and, fiirther, that the Indemnifying Party shall be given necessary information,
reasonable assistance (at the Indemnifying Party's expense) and the authority to defend such daim
or suit. The Indemnifying Party shall not settle, compromise or discharge any pending or threatened
suit, daim or litigation, arising out of, based upon, or in any way related to this Letter Contract and
to which the Indemnified Party is or may reasonably be expected to be a party, unless and until the
Indemnifying Party has obtained a written agreement, approved by the Indemnified Party (which
shall not be unreasonably withheld) and executed by each party to such proposed settlement,
compromise or discharge, releasing the Indemnified Party ffom any and ail liability.
2.16 LIMITATION OF LIABILITY
PANTHERA agréés that the liability of Subcontractor and its présent, future and former partners,
principals and employées for any daim, except those daims for Indemnity covered under Paragraph
2.15 above, including but not limited to, Subontractor's négligence, shall not exceed the fees it
receives for the portion of the work giving rise to such liability. In addition, PANTHERA agréés that
Subontractor and its présent, future and former partners, principals and employées shall not under
any circumstances be liable for any spécial, consequential, incidental or exemplary damages or loss
(nor any lost profits, taxes, interest, tax penalties, savings or business opportunity), even if Contracter
was advised in advance of such potential damages. This paragraph shall apply to any type of daim
asserted, including contract, statute, tort, or strict liability, whether by PANTHERA, Contracter, or
others. In any event, Subcontractor's total liability to PANTHERA shall not exceed the professional
fees paid by PANTHERA to Subcontractor under this Agreement.
Subcontractor agréés that the liability of PANTHERA and its présent, future and former partners,
principals and employées for any daim, except those daims for Indemnity covered under Paragraph
2.15 above, including but not limited to, PANTHERA's négligence, shall not exceed the Initial
Ceiling Value listed in the table on page 1 of this Subcontract, less any amounts which have already
been paid to Subcontractor under the terms of this Agreement. In addition, Subcontractor agréés that
PANTHERA and its présent, future and former partners, principals and employées shall not under
any circumstances be liable for any spécial, consequential, incidental or exemplary damages or loss
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(nor any lost profits, taxes, interest, tax penalties, savings or business opportunity), even if
PANTHERA was advised in advance of such potential damages. This paragraph shall apply to any
type of daim asserted, including contract, statute, tort, or strict liability, whether by PANTHERA,
Subcontractor, or others.
2.17 INSURANCE
A. Subcontractor will procure and maintain the foliowing insurance coverage with insurers carrying
a current A.M. Best Rating of AX or better. Insurance carriers with lower ratings are subject to review
and acceptance by PANTHERA, which will not be unreasonably withheld. Subcontractor shall
include ail of its lower-tier Subcontractors or Consultants as insureds under its policies and/or require
any Subcontractors or Consultants to meet the requirements cited below:
1.
Commercial Général Liability Insurance
i.
Limit: No less than $2 Million combined single limit for bodily injury and/or
property damage per occurrence; $2 Million in the aggregate.
ii.
Extensions: Contractual Liability, Premises/Operations, Products/Completed
Opérations, Broad Form Property Damage. PANTHERA,
its officers and
employées, and any other appropriate désignées as identifîed by
PANTHERA,
shall be named as an additional insured. A Waiver of
Subrogation shall be obtained from the Général Liability insurance carrier in
favor of PANTHERA.
2.
Automobile Liability Insurance
i.
Limit: No less than $2 Million combined single limit for bodily injury and/or
property damage per occurrence.
ii.
Extensions: Policy shall apply to ail vehicles including owned, leased, hired
and non-owned used in connection with the Work. PANTHERA,
its officers
and employées, and any other appropriate désignées as identifîed by
PANTHERA,
shall be named as an additional insured.
3.
Statutory Workers' Compensation and Employers' Liability (EL)
i.
Limit: No less than $l Million (EL) per occurrence. Waiver of Subrogation
shall be obtained from the Workers' Compensation insurance carrier in favor
of PANTHERA.
4.
All-Risk Property
i.
Limit: Value of Personal Property
ii.
Extensions: Replacement Cost, Valuable Papers Coverage. Subcontractor is
responsible for insuring ail of its own property and/or Property/equipment
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owned by PANTHERA, the Client, or a third party, in its care, custody and
control. When applicable, PANTHERA, the client and/or the third party are
to be named as a Loss Payee (s) on Subcontractor's All-Risk Property
insurance policy.
B.
The insurance required by this clause shall not be canceled, materially changed, reduced in
coverage or in limits except after 30 days written notice has been given to PANTHERA. Any
déductibles or self-insured retentions are the responsibility of Subcontractor.
G.
If any of the aforementioned insurance policies are written on a claims-made basis, the
Subcontractor warrants that continuons coverage will be maintained or an extended discovery
period will be exercised for a period of two (2) years bcginning from the time this Work is
completed.
D.
Prior to the commencement of Work, and thereafter upon policy expiration, Subcontractor
shall provide certificates of insurance to PANTHERA evidencing the insurance required
under this clause specifying additional insured status and waiver of subrogation where
applicable.
E.
The approval of the insurance by PANTHERA shall not relieve or decrease the liability of
the Subcontractor. It is understood that PANTHERA does not in any way represent that the
insurance or the limits of insurance specified herein are sufficient or adéquate to protect the
Subcontractor's interest or liabilities.
2.18 CLAIMS RELATED TO PRIME CONTRACTS
If a décision is made by the contracting officiai of Client, and such décision pertains to the subject
matter of this Subcontract and is binding on PANTHERA, then such décision also shall bc binding
upon Subcontractor with respect to such matter. If, as a resuit of any such décision, PANTHERA is
unable to obtain payment or rcimburscmcnt from Client, then Subcontractor shall not seek payment
or reimbursement from PANTHERA. PANTHERA's maximum liability for any matter connected
with or related to this Subcontract which was properly the subject of a daim is the amount of
PANTHERA's recovery from the Client for that daim.
2.19 NOTICE TO PANTHERA OF DELAYS
If Subcontractor encounters difficulty in meeting performance requirements, anticipâtes difficulty in
complying with this Subcontract's delivery schedule or dates, or has knowledge that any actual or
potential situation is delaying, or threatens to delay the timely performance of this Subcontract,
Subcontractor shall immediately notify PANTHERA in writing, giving pertinent détails. This
notification shall be informational only, and compliance with this provision shall not be construed
as a waiver by PANTHERA of any delivery schedule, date, or any rights or remédiés.
2.20 FORCE MAJEURE
A.
Neither Party shall be responsible or liable for damages or loss for any failure to comply with,
or for any delay in performance of, the terms of this Subcontract to the extent such failure or
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delay has not been contractually assumed and arises from causes beyond the control and
without the fault or négligence of the performing Party. Examples of these causes may
include:
1.
Acts of God, or of the public enemy;
2.
Acts of the Govcmment in its sovereign (and not contractual) capacity;
3.
Pires;
4.
Floods;
5.
Epidémies;
6.
Quarantine restrictions;
7.
Strikes;
8.
Freight embargoes;
9.
Unusually severe weather;
10.
Shortages of supplies or materials where such supplies or materials were unobtainable
from an alternate source;
11.
Acts of war or terrorism; or
12.
Domestic unrest.
In any such instance, however, the failure to perform must be beyond the control and without the
fault or négligence of the Party or its agents, subcontractors or suppliers. In ail such events where
performance is delayed or prevented, the affected Party shall nonetheless exert reasonable and
diligent efforts to remove said causes and résumé performance hereunder.
B.
If failure or delay of performance resulting from a condition of force majeure has or is
expected to impact PANTHERA's performance or delivery under the Prime Contract, then
PANTHERA may terminate the Subcontract for convenience pursuant to this clause.
However, if:
1. The subcontracted supplies or services were obtainablc from another source;
2. PANTHERA ordered Subcontractor to purchase these supplies or services from
another source; and
3. Subcontractor failed to comply reasonably with this order, then PANTHERA may
terminate the Subcontract for default.
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PANTtiLRA En n.KI'RlSL n L. i.C
215 Dlpoi CociM SE. SP( i)\D Floo?.
Lfesbarg. Virginia 2U 175
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2.21 PUBLIC RELEASES
No news release, public announcement, or advertising material, regardless of médium, pertaining to
this Subcontract, the Work, or the relationship between the Parties hereto in any manncr whatsoever
shall be issued by Subcontractor without the prior review and written consent of PANTHERA.
2.22 INDEPENDENT CONTRACTOR RELATIONSHIP AND SUBCONTRACTOR
PERSONNEL
Subcontractor's relationship to PANTHERA shall be that of an indépendant contracter and this
Subcontract does not creatc an agency, partnership, or joint venture relationship between
PANTHERA and Subcontractor or PANTHERA and Subcontractor personnel. Personnel supplied
by Subcontractor hereunder shall be deemed employées or agents of Subcontractor and shall not for
any purposes be considcred employées or agents of PANTHERA. Subcontractor assumes flill
responsibility for the actions and supervision of such personnel while performing services under this
Subcontract. PANTHERA assumes no liability for Subcontractor personnel.
2.23 COMMUNICATIONS WITH CLIENT
Subcontractor is expressly prohibited from communicating with the Client's personnel with respect
to the Prime Contract and/or Subcontract management issues, pricing, payments, spécifie tasking or
Subcontractor's performance under tasks related to this Subcontract, without the prior consent of
PANTHERA, or as otherwise agreed by the Parties. Howevcr, nothing in this Part 2.23, shall be
construed to restrict the discussion of day-to-day operational issues. Any authorized
communications, other than those expressly provided for herein, between Subcontractor's personnel
and the Client's personnel shall be conducted in the presence of PANTHERA's Technical
Représentative or other authorized représentative unless otherwise agreed by the Parties.
2.24 DISPUTES AND CHOICE OF LAW
A.
Both Parties shall attempt in good faith to résolve disputes arising hereunder. Pending
resolution of any dispute, Subcontractor agréés to proceed diligently with the performance
of this Subcontract, as directed by PANTHERA in writing.
B.
This Subcontract shall be governed by the laws of the Commonwealth of Virginia, with the
exception of its conflict of laws provisions, and ail controversies or disputes arising out of
this Subcontract shall be heard in either the Circuit Court of Loudoun County, Virginia, or
the U.S. District Court for the Eastern District of Virginia, Alexandria Division.
C.
Bach Party hereby waives any objections or right as to lack of jurisdiction or venue, or
inconvénient forum.
D.
If, in PANTHERA' opinion, a dispute relates to direction by the Client covered by FAR
52.233-1, Disputes, under the Prime Contract, PANTHERA may proceed to process the
dispute pursuant to the Disputes Clause of the Prime Contract and any litigation under this
Agreement shall be stayed pending final resolution pursuant to said Disputes Clause.
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2.25 NOTICES
Ail notices must be in writing and sent to the address for the récipient set forth in this Agreement or
at such other address as the récipient may specify in writing. AU notices must be given (a) by personal
delivery, with receipt acknowledged; or (b) by prepaid certified or registered mail, return receipt
requested; or (c) by prepaid recognized express delivery service; or (d) by electronic mail (email).
Notices will be effective upon receipt or at a later date stated in the notice.
2.26 SEVERABILITY
Severability; Reformation. Each provision in this Subcontract is independent and severable from
the others, and no provision will be rendered unenforceable because any other provision is found
by a proper authority to be invalid or unenforceable in whole or in part. If any provision of this
Subcontract is found by such an authority to be invalid or unenforceable in whole or in part, such
provision will be changed and interpreted so as to best accomplish the objectives of such
unenforceable or invalid provision and the intent of the parties, within the limits of applicable law.
2.27 ORDER OF PRECEDENCE
In the event of an inconsistency in this Subcontract, unless otherwise provided herein, the
inconsistency shall be resolved by giving precedence in the following order:
1.
This Subcontract;
2.
The Task Order, including the Statement of Work and/or Spécifications; and
3.
The Attachments to this Subcontract.
2.28 SURVIVABILITY
The terms of Part VI (Nondisclosure), Part 2.11 (Restrictive Covenants), Part 2.12 E and F
(Termination), 2.15 (Indemnity), 2.16 (Limitation of Liability), Part 2.18 (Claims Related to Prime
Contract), Part 2.21 (Public Releases), Part 2.22 (Independent Contracter Relationship and
Subcontractor Relationship), Part 2.24 (Disputes and Choice of Law), and 2.27 (Order of
Precedcncc), shall survive the expiration or earlier termination of this Subcontract, as well as such
other provisions of this Subcontract, which, by the nature of their terms, shall survive.
2.29 WAIVER
Neither Party shall be deemed to have waived any right or remedy unless such waiver is made
expressly and in writing.
2.30 MODIFICATIONS
Neither this Subcontract nor any term, condition, or provision hereof, may be altered, changed, or
modifîed in any manner whatsoever except upon the mutual agreement of both Parties evidenced by
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P.W I in i^ ,\
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a modification to the Subcontract that is signed by both Parties, with thc exception of a unilatéral
modification by PANTHERA. Such unilatéral modifications are authorized to increase Ceiling
Values, to issue incrémental funding and/or Award Fee if applicable, to make changes in accordance
with the Changes or other clauses in the Prime Contract or this Subcontract, to issue line item
corrections, and to exercise option periods, terminations and changes of a purely administrative
nature.
2.31 SUBCONTRACT AND ASSIGNMENT
A.
Subcontractor shall disclose any proposed subcontractors when responding to request for task
order proposais.
B.
Neither Party may assign, delegate or transfer its obligations under this Subcontract, in whole
or in part, without the prior written consent of the other Party, and any attempted assignment,
délégation or transfer by either Party without such consent will be void.
2.32 COMPLETE AGREEMENT
This Subcontract is the complété and exclusive statement of thc understandings between the Parties
with regard to the subject matter hereof, and supersedes in its entirety any previous understandings
between the Parties, whether oral or written.
2.33 HEADINGS
Headings and captions in this Subcontract are to facilitate reference only, do not form a part of this
Subcontract, and shall not in any way affect the interprétation hereof.
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PART III -
FLOWDOWNS
The clauses in FAR Subpart 52.2 referenced below are incorporated herein and made a part of this
Subcontract. To the extent that an earlier version of any such clause is included herein other than
the published current version of the clause or régulation, the date of the clause as it appears below
shall be controlling and said version shall be incorporated herein. The full text of these clauses
may be found at httD://farsite.hill.af.mil.
(i) 52.203-13, Contractor Code of Business Bthics and Conduct (Oct 2015) (41 U.S.C.
3509), if the subcontract exceeds $5.5 million and has a performance period of more than
120 days. In altering this clause to identify the appropriate parties, ail disclosures of
violation of the civil False Claims Act or of Fédéral criminal law shall be directed to the
agency Office of the Inspector Général, with a copy to the Contracting Officer.
(ii) 52.203-19, Prohibition on Requiring Certain Internai Confidentiality Agreements or
Statements (Jan 2017).
(iii) 52.204-23, Prohibition on Contracting for Hardware, Software, and Services
Developed or Provided by Kaspersky Lab and Other Covered Entities (Jul 2018) (Section
1634 ofPub. L. 115-91).
(iv) 52.204-21, Basic Safeguarding of Covered Contractor Information Systems (Jun 2016),
other than subcontracts for commercially available off-the-shelf items, if flow down is
required in accordance with paragraph (c) of FAR clause 52.204-21.
(v) 52.219-8, Utilization of Small Business Concerns (Nov 2016) (15 U.S.C. 637(d)(2) and
(3)), if the subeontract offers flirther subcontracting opportunities. If the subeontract (exeept
subcontraets to small business concerns) exceeds $700,000 ($1.5 million for construetion of
any public facility), the subcontractor must include 52,219-8 in lower tier subcontracts that
offer subcontracting opportunities.
(vi) 52.222-21, Prohibition of Segregated Faeilities (Apr 2015).
(vii) 52.222-26, Equal Opportunity (Sep 2016) (E.O. 11246).
(viii) 52.222-35, Equal Opportunity for Vétérans (Cet 2015) (38 U.S.C. 4212(a));
(ix) 52.222-36, Equal Opportunity for Workers with Disabilities (Jul 2014) (29 U.S.C. 793).
(x) 52.222-37, Employments Reports on Vétérans (Feb 2016) (38 U.S.C. 4212).
(xi) Combating Trafficking in Persons
(A) 52.222-50, Combating Traffieking in Persons (Mar 2015) (22 U.S.C. chapter 78 and
E.O. 13627).
(B) Alternate I (Mar 2015) of 52.222-50 (22 U.S.C. chapter 78 and E.O. 13627).
(xii) 52.225-26, Contraetors Performing Private Security Functions Outside the United
States (Oct 2016)
(Section 862, as amended, of the National Defense Authorization Aet for
Fiscal Year 2008; 10 U.S.C. 2302 Note).
(xiii) 52.232-40, Providing Accelerated Payments to Small Business Subcontraetors (Dee
2013), if flow down is required in aecordanee with paragraph (c) of FAR clause 52.232-40.
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Panthera Enter prises LLC
215 DEPOT Court SE, Second Floor
Leesburo, Virginia 20175
www.Pantiiera-Enterprises.com
(xiv) 52.247-64, Preference for Privately Owned U.S.-Flag Commercial Vessels (Feb 2006)
(46 U.S.C. App. 1241 and 10 U.S.C. 2631), if flow down is required in accordance with
paragraph (d) of FAR clause 52.247-64.
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P\N i l l'. l-' A l:\ n-Kf'RISi-.s L.L(
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PART IV -
STATEMENT OF WORK
(SOW)
Panthera has certain contracts existing and envisioned for the future. Panthera is entering into this
Subcontract with the Subcontractor to provide Tactical Training Services in accordance with the
terms of this Subcontract and subséquent Task Orders entered into between Panthera and the
Subcontractor.
Work contemplated under this Subcontract is specifically for tactical training at the Facility.
Panthera may have other clients and contracts that may require CONUS training at another CONUS
location, or OCONUS training, goods, and services, which do not fall within the scope of this
Subcontract.
For cach Task Order issued under this Subcontract, Panthera will provide a Statement of Work
(SOW)
to Subcontractor, serving as the basis for the Work to be performed.
Subcontractor will provide qualifîed personnel for the Work to be performed, provide ail or portions
of the Facility on which the Work will be performed, and provide ail required training assets and
Personal property, including but not limited to, vehiclcs, weapons and ammunition, in connection
with performing the Work.
PART V -
PRICE SCHEDULE
AU prices and reimburseable costs will be specifically addressed in each Task Order issued under
this Subcontract.
The intention of the subcontract is to govem the pricing of the Task Orders in two général catégories
of Task Order pricing:
1. Under certain existing and future contracts the training services will be provided in total by
Subcontractor. For these Task Orders the price for each CLIN or Call Order delivered by the
Subcontractor will be the total price specified in the contract for the CLIN or Call Order.
This pricing structure will be indicated in the Task Order.
Panthera will issue a Purchase Order to the Subcontractor prior to each training CLIN or Call
Order. Payments will be routed directiy to the subcontractor when possible. In all other cases,
the payment will be wired to the subcontractor by Panthera immediately upon receipt.
In order for Panthera to cover fees and expenses for these contracts, subcontractor will pay
Panthera TWENTY THOUSAND DOLLARS AND ZERO CENTS ($20,000.00) per month,
on the first of each month. These payments will be deducted from future Additional Lease
payments to Panthera made under the terms of the Facility Lease.
2. For Task Orders issued under other future contracts, Panthera may be required to conduct the
CONUS training for certain classified or foreign customers at the Facility. For these Task
Orders Panthera and the Subcontractor will negotiate in advance on the amount to be paid to
Subcontractor on such Task Orders.
Panthera will issue a Purchase Order to the
Subcontractor prior to each training CLIN or Call Order.
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PaNTI II KA i;\Tl Ri'RISE:S LLC
215 Decm Eicii'RT SE. Second F;.oor
L[-[-sbi,R(;. Virginia 20175
V. \V\V P \\ ll il KA-ENTERPRI.SLS.CLiX!
PART VI -
MUTUAL NON-DISCLOSURE AND NON-CIRCUMVENT
PANTHERA, including subsidiaries, and Subcontractor, including subsidiaries, affiliâtes,
successors, or assigns, (together "Thc Parties"), are entering into discussions regarding a Subcontract
to provide Tactical Training Services at the Panthera Training Center, Old Fields, WV ("The
Opportunity"). Thc Parties agree that the foilowing ternis and conditions apply when one of the
Parties (Discloser) discloses confidential information (Information) to the other (Récipient) under
this Subcontract. The Parties agree that the mutual objective under this Subcontract is to provide
appropriate protection for Information while maintaining our ability to conduct our respective
business activities.
1. DISCLOSURE
Information to be disclosed relates to a potential business relationship under The Opportunity and
will be disclosed either:
a) in writing;
b) by delivery of items;
c) by initiation of access to Information, such as may be contained in a data base; or
d) by oral and/or visual présentation.
Information should be marked with a restrictive legend of the Discloser. If Information is not marked
with such legend or is disclosed orally, 1) the Information will be identified as confidential at the
time, and 2) the Discloser will promptly provide the Récipient with written confirmation.
2. OBLIGATION OF CONFIDENTIALITY
The Récipient will use the same care and discrétion to avoid disclosure, publication or dissémination
of Information as it uses with its own similar information that it does not wish to disclose, publish or
disseminate. The Récipient may use Information solely for the purpose of this Subcontract. Thc
Récipient may disclose Information only to:
a) Its employées and employées of its parent and subsidiary companies who have a need to know;
and
b) any other party with the Discloser's prior written consent.
Before disclosure to any of the above parties, the Récipient will have a written agreement with such
party sufïîcient to require that party to treat Information in accordance with this Subcontract. The
Récipient may disclose Information to the extent required by law. However, the Récipient must give
the Discloser prompt notice and make a reasonable effort to obtain a protective order.
3. CONFIDENTIALITY PERIOD
Disclosed Information continues to be subject to this Subcontract for two years foilowing the
disclosure date or two years foilowing the conclusion of any contract or subcontract resulting from
the disclosure.
2018-PTLLC-TRAINING-OO1
Page 21 of 23
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 27
of 51
l'A\ i ! li iM i: N 1 1 l<n< ISi.S Ll.r
-1 Dlp'M Coi r: Si-.SiA (»\!) I l ook
1.1 1 SI', . ■!<>• I, V:k(r'MA 201 7â
A
v\ l'A \ 01 1
!L RI'ROi S ÎAA'
4. EXCEPTIONS
No obligation of confîdentiality applies to any Information that the Récipient:
a) already possesses without obligation of confidentiality;
b) develops independently; or
c) rightfully reçoives without obligations of confidentiality from a third party.
No obligation of confidentiality applies to any Information that is, or becomes, publicly available
without breach of this Subcontract. Neither this Subcontract nor any disclosure of Information grants
the Récipient any license under any patents, copyrights or other intellectual property rights.
5. NON-CIRCUMVENTION
At any time prior to the expiration of two years from the date of this Subcontract, it is expressly
agreed that the identities of any individual or entity and any other third parties (including, without
limitation, suppliers, customers, financial sources, manufacturers and consultants) discussed and
made available by the Discloser shall constitute Confidential Information and the Récipient shall
not (without the prior written consent of, or having entered into a commission agreement with, the
Discloser):
a) directly or indirectly initiate, solicit, negotiate, contract or enter into any business
transactions, agreements or undertakings with any such third party identifîed or introduced
by the Discloser; or
b) seek to by-pass, compete, avoid or circumvent the Discloser from any business opportunity
or by otherwise exploiting or deriving any benefit from the Confidential Information.
6. DISCLAIMERS
The Discloser provides information on an "as is" basis. The Discloser will not be liable for any
damages arising out of use of Information. Disclosure of Information containing business plans is
for planning purposes only. The Discloser may change or cancel its plans at any time. Therefore, use
of such Information is at the Recipient's own risk.
7. GENERAL
This Subcontract does not require either party to disclose or to receive Information.
2018-PTLLC-TRAINING-001
Page 22 of 23
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 28
of 51
SIGNATURE AND AUTHORIZATION
EACH PARTY REPRESENTS THAT IT HAS READ THIS ENTIRE SUBCONTRACT (PARTS
I-VI) AND AGREES TO PERFORM IN ACCORDANCE WITH THE TERMS AND
CONDITIONS CONTAINED HEREIN.
EACH SIGNATORY TO THIS DOCUMENT WARRANTS BY AFFIXING HIS OR HER
DIGITAL SIGNATURE BELOW THAT HE OR SHE IS DULY AUTHORIZED TO BIND THE
PARTY WHOM SUCH SIGNATORY REPRESENTS.
e-COMMERCE TRANSACTIONS - The parties acknowledge that PANTHERA bas automated
certain documents by transmitting and receiving documents electronically in substitution for
conventional paper-based documents. The following are examples of documents which may be
transmitted: Non-disclosure Agreements, Teaming Agreements, Subcontracts, Subcontract
Modifications. The parties further acknowledge that such automated transactions are not rendered
legally invalid or unenforceable solely by virtue of such transmission or réception.
FOR SUBCONTRACTOR:
FOR PANTHERA ENTERPRISES LLC:
Signed:
Signed:
Name:
William A. White
Nanf^
James V. Punelli
Title:
VP/General Manager
Title:
Président
Date:
12 December 2018
Date:
Dec. 12, 2018
2018-PTLLC-TRAINING-OOl
Page 23 of23
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 29
of 51
EXHIBIT C-4
Wire Mémos to the accounts of Raymond Jones
and Punelli Partner Limited Company
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 30
of 51
Panthera Training l.LC
TRANSACTION REPOKT
June 2018-June 2019
DATE
TRANSACTiom
SUtri
MAIKE
TYPE
Ativ.-»ieo6 aigalnù (utuie profit eheitng
C6'2Sf20ia
Journal Envy
2
06129/2018
Journal Entry
2
07/03.20t8
Expensa
Jim Puneii
orm^ois
Expansé
RayJonos
C8S3/20I6
Ctieck
130
RayJtxies
oaoaaoto
CIlMtr
131
PunefS Partner Umltsd Company
03/1412018
Ctiecfc
Ray Jones
OOrI 412018
Ciwtfc
PuneSi Partner Limitcd Company
0S117J2O1B
Ctiedi
TSS
1010512018
Ctiack
Ray Jones
ie<03<2018
CtiecH
Puiiefil Pstuisr Limocd Cotnpa.ny
IQ<09>'2018
Ctietk
PuneSi Partner linâed Company
iomazota
Check
RayJonos
11/8712018
Cfieck
Ray Jonas
114)7.2018
Ctiecfc
PunoSi Partner LiniitM Company
iziofiaoïa
Chccfc
Ray Jonas
1211212018
Ctiecfc
PuneSi Pannei Lfmftod Company
01/1812019
Ctiock
RsyJoim
0172612019
Cneck
Rsy Jones
0112312019
Ciieck
Ray Jones
oi/oasoto
Ciiock
PuncBI Partner Lbniiod Company
02Q5120I9
Ctieck
PuneSi Partner Lfmfied Company
824)512019
Ctisck
Ruy Jonxs
03riQi20t9
Ctwck
Ray Jones
044)412019
Citiacfc
Punalh Partner Lfmited Company
044)4.'20I9
Ctiecfc
RayJonos
04R0120I9
Ctiecfc
PunolD Partner Loniied Company
C4R0120t9
Chsefc
Roy Jones
054)212019
Ctiedi
RayJonos
05.1)2.2019
Chsefc
PunaS Partner Limilsd Company
MtMCMIESCfUPIION
Bayvisw padJim Punet Juno s 10.000
advanoe on praOt ttianno
Boyviaw pild Ray Jonas Juns MO.OOO
tutvonco on pn>ni sliaring
Juno Jiffl Punotti
Juna payinuti Ray
TSS paymenl
Ray Jonss
RsyJonos
RoyJbdos
RayJoiKs
RayJoncs
Ray Jonas
Ray Jones
Hay Jonas
RsyJoncs
RayJonos
ACCOURT
AOvancos against tutuie pioM snaring
aovsrcss assinst (uturs ptoui stianng
Advancas igainsi futurs piolà «haring
Atfvancss aganst future pcoft sliaring
Advsncss agatrut (ulute proilt stisrtng
Adutnces agairut future profit shsring
Advtncas against future prota stiaring
Arivanccs against finuta proâ snoring
Advances «goiitst future ptaSi shtuing
Advances againsi futurs ptoflt aftariiig
Advaitces agsitut futura profit sttving
Advanccs ttgafftst (uiuta profit stiaiing
Adwances agafnst futuio profil atiaiing
Advances against futurs profit sttaring
Advaiices agafnst future profil sttaring
Aduances ogoinsl lutwo profil timing
Advantxs ogalnu futurs proA siwing
Advances against futurs profit stiartng
Advances agslnsi future profil tlwing
Advsneos ogainsl futurs pteSl shvâg
Advances ogains: future profil tlBJfng
Advances agslnsi futurs proUl sharing
Advances againsi futurs ptoGl stwing
Advances against future profil sharfng
Advances sgofnst future profit startng
Advancos against f utiae profit sttailng
Advancos agamtl future profil tliaring
Arlvances agaùBt future profil itisitng
Advaitces agsiiui (ututa profil ciartng
Advances against futurs profit stisrtng
SPUr
•Split-
•SpfO-
EssasBaiiM
Esisxeanli
EsaexBanir
EssexBaiik
EssosOsnk
EasaxBsnk
Cssosfianlr
EsaaxBank
Etsax Barrir
CssoxBanli
EssesBank
EsaaxBank
EsaexBantt
EasoxBaok i
EasexBank 1
EssosBanJr
EsaaxBank
EasexBank
EssexBank
EasoxBank
EsaaxBank
EssexBank
EtsoxSaiik
EssexBank
EssexBank
EssexBank
EasexBank
tasoxBank
TOTAL
to.ooojia^ 10.00000
10.00000
20.00000
lOJtOOOO tr^so00000
taoao.oo u^ao ooo oo
iojioaoa ✓^50,000.00
to.oeaoa
60.ooc oo
10.000.00
70.00000
10.000.00
BOOOOJIO
7J2a.00V^ B7J2000
6337.00*^ 93.66300
6J37J>0-^ 100.000 00
i03BG3j)o
3.663J)0-^ t07J2&aO
lOJJOOXO'*^ t1/J2&00
10.000.00
i27j2aoo
10jt00.00 I<'l37.32a00
lojjcaoo*'^ U7.326.00
2jna00«'^ 149 326.00
OAOaOO-^ 151JI26C0
6JMO.oa ^
ts7j2e.ao
10000.00
16/32600
IOOOO.OO
17732600
10000.00^ 18732600
IJD00.00
laa a2s.30
I *^2
tOOOO.OO^218026 09
ip,OOOOa
228328.00
l'oOOOOO ^'^^326.00
1 aOfiOOO *''''348326.00
S248328O0
$24832800
t OOOOOO
9832&00
tOOOOOn ✓''728e32&00
ScuutI Saxe; luxtosy OcWtMr IS. aois 10.3' AM OMT.'
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 31
of 51
10/15/2019
Bank of Amsrtea |
Online Benkii^ |
Accounts |
Acoount Détails |
Account Aciivity
Savview Operatêng Acct: Accounlt Acl^fivi^ ITransactlon DetalBs
(Pose cfiate: 06/11/2018
Amouotit: -10,000.00
Type: WithdrawaI
Dasco-SpftioBTis
WIRE TYPE:WIRE OUI DATE: 180611
TIME:0833 ETTRN:2018061100236904
SERVICE REF: 004009 BNFiPUNELLI
PARTNERS LIMITED G ID'.HBMBi BNF
BK:PNC BANK, NATIONAL ASSO
ID:MMMiPMT DET:233701598
Meirclhaffiift Ptaort©:
PUNELU PARTNERS LIMITED G
TiraBDsadtion
Business Expenses: Business Misceilaneous
catogoDy:
nt^://Beou/B.b8nto)am8i1ca.coin/myaocounts/d8laila/deposIl/naxt-page.9o?skip=true&adx=8617d30407b5852286bd410fa218337431467bf9aSrc8c3a42e2(Hia125c91fl)a
1/1
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 32
of 51
10/1S/2019
3an\: Oà America
Bank of America |
Online Banklng |
Acoounts |
Acoount Dataila |
Aooount Activity
BayiHsw OpQratiing Acct: Account ActM^ Transaction DetaiOs
06/11/2018
-10,000.00
Withdrawai
WIRE TYPE:WIRE OUT DATE: 180611
TIME:0840 ET TRN:2018061100238894
SERVICE REF:004073 BNFiRAYMOND JONES
ÎDiWÊÊÊÊÊB BNP BK:U S A A FEDER AL
SAVINGS IDrMtMHtt PMT DET:233701976
MercfitiasDlt osâmes RAYMOND JONES
TtrsDDDsactEoot
Uncategorized : Uncategorized
hOps:ff88cuiB.banl(oliBni8fteaxoin/Hîyacoount8/<laïalJ8W8posIVnexl-page.go?ddp=tm8&ad)p=8817d30407b5aS2268bd410fa2l8337431467bf9®5fc6c3a42e20ba126c91flïa
1/1
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 33
of 51
PANTHERA TRAINING. LLC
2464 PLANTATION CREEK LANE
CAPE CHARLES VA 23310
Date 7/31/18
Account Number
enclosures
CHECKING ACCOUNTS
BUSINESS CHECKING
Account Number
Previous Balance
Number of Enclosures
3
Statement^Dates
7/02/18,thru 7/31/18
Total For
This Period
Total
Year-to-Dat€
Total Overdraft Fees
$.00
$.00
Total
Return Item Fees
1
$.00
$.00
==z==^=s==========~~Activity in Date Order=
Date Description
Check #
Débit
7/03 DEPOSIT
.00
7/03 wire Transfer Fee
25.00
7/03 wire Transfer Fee
25.00
7/03 wire Transfer Débit
10,000.00
punelli Partners Limited Compa
11654 Piaza Amenca onve
Suite 320
Reston, VA 20190
PNC Bank
crédit
Balari'"?
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 34
of 51
Date 7/31/18
Page
Account Number
^
Enclosures
BUSINESS CHECKING
(Continued)
sActivity in Date order=«
Date Description
Check #
Débit
crédit
7/03 wire Ti^sfer Débit
10,000.00
.00
Rawnon^^ones
20180703FED ADV 000012
Balance
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 35
of 51
Date 8/31/18
pai
Account Number
Enclosures
BUSINESS CHECKING
(continued)
— A*»»-? w-i 4-w f n oare order=
8/23 wire'Transfelr-Debit
10,000.00
.00
Raymond 3ones
-, _jnt Creek Terrace
Leesburg, va 20176
USAA Fédéral savin
ySM Fédéral savings eank
10750 McDermott Fwy
San Antonio, TX 78288
„
. 20180823FED AOV 000004
8/23 wire Transrer Débit
10,000.00
.00
-• -jartners Limited Compa
aza America Drive
-.-.ww .,..0
Reston, VA 20190
PNC Bank
44080 Pipeline Plaza
Ashburn. va 20147
20180823FED ADV 000005
8/27 DEPOSIT
.00
8/31 WIRE TRANSFER SERVICES ONLINE
15.00
8/31 Wire Transfer Fee
10.00
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 36
of 51
Date 9/28/18
Pai
Account Number
Enclosures
BUSINESS CHECKING
(continued)
===:Activity in Date order
Date
^
oebit " Crédit
iâTin^
s'/Ti "î"- ••oHiier hee
10.00
9/14 Wire Transfer Fee
10.00
9/14 wire Transfer Débit
10,000.00
Raymond Jones
Rayngn^c
iënt creek Terrace
Leesburg, va 20176
USAA Fédéral Savin
ySM Fédéral Savings Bank
10750 MCD(>rfflOtt Fwy
San Antonio, TX 78288
.
20180914FED ADV 000006
9/14 Wire Transfer Débit
10,000.00
.00
Puneln Partners Limited compa
■nmn
,
lâza Araerica Drive
suite 320
Reston, VA 20190
PNC Bank.
44080 pipeline Plaza
Ashburn» va 20147
20180914FED A0V 000007
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 37
of 51
Date 9/28/18
pai
Account Number
Enclosures
BUSINESS CHECKIN6
(Continued)
===5ï=Activity in Date order
. -....Check #
^ Débit
crédit
ealanre
nn
,
tfUJ.ou:#xHi-tu Auv uuOUUi
9/17 wire Transfer Fee
10.00
.00
9/17 wire Transfer Fee
10.00
.00
9/17 Wire Transfer Débit
7,326.00
.00
Raymond lones
Raymonç^c
fî/B^ent
. Jënt Creek Terrace
Leesburg, va 20176
USAA Fédéral savin
Fédéral Savings eank
107S0 McDermott Fwy
San Antonio, TX 78288
20180917FED ADV 000004
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 38
of 51
l'ANlHLilA ^R,\l^;!lNG, UC
2464 l'LAIJTA'IOiV CHEEK l/C;E
CAPE CHARLES, l'A 233)Û'2C2'1
Accouni
XXXXXXXX9202
Statement Date
10/31/18
Page
2 of 5
Transactions (Continuedl
Date Descfinlion
Check #r
Wire Transfer Fee
Wire Transfer Fee
Wirc Transfer Débit Raymond Jones 314074269
^m43787
Bent Creek Tarrace Lscsburg, VA
20176 US/\A Feaeral Savin USAA Feceral Savmgs Bank
10750 McDermott Fv/y San Antonio, TX 7S288
20181005FED ADV 000003
Wire Transfer Débit Punaili Partners L mited Cor-oa
11654 P:aza Arrenca □"ve
Suite 320 Reston. VA 2019C PNC BanK 44C80 Pipeline
Plaza Ashburr, VA 2Û147 20181005FED ADV 000004
Wire Transfer Fee
Wire Transfer Fee
Wire Transfer Fee
Wire Transfer Fee
510.00
$0,337,00
56,337.00
510.00
$10.00
$10.00
SIO.OO
10/09 Wire Transfer Débit Raymond Jones 314074269
4378/ BenI Creek ~srrace Leest^urg. VA
20176 USAA Fédéral Savin USAA Fédérai Savings Bank
10750 McDermotl Fv;>' San Antonio, TX 78268
20181009FED ADV 000001
10/09 Wro Transfer Débit Punelli Partners Limited Compa
11654 Plaza America Drive
Suite 320 Reston. VA 20190 PNC Bank 44080 Pipeline
Plaza Ashburn, VA 20147 2O181009FEO ADV 000004
53,663.00
$3,663.00
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 39
of 51
§§©iirk
• ')
PA^sTHi^Rft TRA:.'vN;i 1 T
il/
24:M PlAl'Aîi'JN 1;R£:K Lrtfjj
lJ\l
CAFc CHARi.ES, uA 233;C r02-l
Account
XXXXXXXX9202
Statemenl Date
05/31/19
Page
2of10
Transactions (Conlinued)
Qaîe QescjjDiion
Ciicck ti
Crédit
Balance
Wire Transfe: Oebi; Rayn-ond Jcnes
^^m437B7
Benl Creek Terraca .eesbuig, VA
ZC/e jSAA Fedsral Sav:n USAA Fe-seral Sav:rgs Bank
10750 McDottnoU rwy San Anionic, TX 782B8
20190502FF-D ADV 00CC05
Wire Tiansfer Débit Punelli Partners LimitecI Compa
11654 Piaza Amenca Drive
Suite 320 Reston. VA2018U PNC Dank 44080 Pipsline
Plaza AsnlDurn. VA 20)47 2U190502FED ADV OÛ0005
SiO.OOQ.CO
$10,000.00
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 40
of 51
Date 11/30/18
Page
4
Account Nxamber
0XXXXXXXXXXed2O2
Enclosures
16
BUSINESS CEIECKING
0XXXXXXXXXX@92O2 (Continued)
11/07 Wire Transfer Débit
10,000.00
Raymond Jones
Crédit
Balance
STffSênt Creek Terrace
Leesburg, VA 20176
USAA Fédéral Savin
USAA Fédéral Savings Bank
10750 McDermott Fwy
San Antonio, TX 78288
20181107FED ADV 000001
^ ^
„
11/07 Wire Transfer Débit
10,000.00
.00
Punelli Partners Limited Corapa
11654 Plaza America Drive
Suite 320
Reston, VA 20190
PNC Bank
44080 Pipeline Plaza
Ashburn, VA 20147
20181107FED ADV 000001
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 41
of 51
Date 12/31/18
paoe
-
8XXXXXXxIxXS9202
25
SINESS CHECKING
_
@xxxxxxxxxxe9202 (Continued)
/06 Wire Transfer Débit
,
n nn^nn
Crédit
Balance
^^^^Jones
10,000.00 ^
,00
J^aaMce
20181206FED ADV 000004
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 42
of 51
Date 12/31/18
.
0XXXXXXXXXX892O2
25
iUSiNESS CHECKING
@XXXXXXXXXX@9202 (Continued)
/12 Wire Transfer Débit
tn f\i\n nn ^
Junen^artners Limited Conî)a '
V u
00
siite 32"^ smerica Drive
Reston, VA 20190
PNC Bank
44080 Pipeline Plaza
Ashburn, VA 20147
20181212FED ADV 000004
on
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 43
of 51
Date 1/31/19
Page
5
Account Nuinbex
@J£XXXXXXXXX@9202
Enclosures
7
BUSINESS CHECKING
@XXXXXXXXXXe9202 (Continued)
=======s=î=ï===«=i=====i=====j^ctivity in Date Order=========
Date Description
Check #
Débit
Crédit
Balance
^
^
^
r\ r- M ^
^
X/ J.U rvxxo xxciiioxcx i.
1/18 Wire Transfer Débit
2,*711)0.00^
.00
Kaymond Jones
43787 Bent Creek Terrace
Leesburg., VA 20176
USAA Fédéral Savin
USAA Fédéral Savings Bank
10750 McDermott Fwy
San Antonio, TX 78288
20190118FED ADV 000008
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 44
of 51
Date 1/31/19
p.
,
EnclMSrer^®"^
0XXXXXXXXJQC092O2
BUS^SS cœCKING
SXXX)CXXXXXX@9202 (Continued)
S
""iggoSS"
2,000.00
.00
WlWent Creek Terrace
Leesburg, VA 20176
USAA Fédéral Savin
Savinga Bank
10750 McDermott Pwy
San Antonio, TX 78288
20190128PED ADV OQOOOl
Balance
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 45
of 51
Date 1/31/19
paoe
B
EnSosure^®^ 0XXXXXXXXXX092O2
BTOINESS CHECKING
@XXXXXXXXXXe9202 (Continued)
Dfts Description
Date Order°====«='=or,m.'i
1/29 Wire Transfer Débit
10 000 00--
Balance
£jjûâ^^^^^tners Limited Compa
'
Suite 32?^® ■^®""
Reston, VA 20190
PNC Bank
44080 Pipeline Plaza
Ashburn/ VA 20147
1/9Q ta-
20190129FED ADV 000008
1/29 Wire Transfer Débit
les
6,000.00 —^
.00
ne? Bent Creek Terrace
Leesburg, VA 20176
USAA Fédéral Savin
Savings Bank
10750 McDermott Fwy
San^tonio, TX 78288
20190129FED ADV 000006
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 46
of 51
eaLrd^
"ANiHeR;!
i.l
I-lW'=LâiJU-,C.V:«:E< j.:jl
CAPf C-APLE3 VA;3;'!0.20?':
Account
XXXXXXXX9202
Statement Date
02/28/19
Page
2 of 7
! Trat^sactions (Conlinucd}
Dat 8 Desçr
i yj
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Partners Limiteci Ccr-.pa
31654
Suite 320 Reston, VA 20190 PNC DarK 4408G Pipeline
Plazs Ashburn, VA 20147 20190205FED ADV 000012
Desi: Ray-o-J joi es ?140^42Ô9
|^^^|43737 Bent CreeK Terrace ^easc-urg, VA
20176 USAA Facle-a! Sav-n USAA Feoers. Savr.gs Dank
■0750iV1cDerno;t Fwy San Antumc, TM 782S3
201902Û5FED ADV 000012
10,000 00
SlO.OOO'.OO
rCgi.îîJiUiDIE&i
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of 51
PAN'-iEfîA 'KilfJING. Ll.:
2464 PlAîJIATlOiV CntLK LA.'J:
CAPE CHARLES, VA 23310 2l2a
Accounl
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Statement Date
03/29/19
Page
3of7
Transactions fContinuedl
Débit Raymor C
43707 Bei; Creek Terrace Lco5Lh::'c VA
20176 U3AA Feaerai Savin USAA Foaerai Savirgs Bank
10750 WcDerTioti fvjy San Anlcmo, TX 73286
20190318FEDADV 000001
$1.000.00
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 48
of 51
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Statemenl Date
04/30/19
Page
4of10
Transactions <Continued)
I P.atc Desci'iution
Clicck a
vvire i isnsrer ueoii Kay-T.ono Joi'^ês
<13787 Ben: C-esk Ter-a.-o
VA
2G'7c iJSAA -ederal Savir USAA Fecara. Sôvmgs bank
1G7di.) McDorrnou Fwy San Aruot-iO, Ik 73208
2019C410FED ADV 000001
Wire Transfe'" Débit Puneil Panners Lmilod Conipa
1
Pisza Amcncâ Cri.e
Salie 320 Resicn, VA 20 i90 PNC BanK 4408C =;oei-.ric
Piaza Ashoarn. VA 20147 20190410FED ADV OC0002
Sic.noo.oG
£10.000.00
[(^[nâÈiiîi^iEÉiyHsS
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 49
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Siatement Date
04/30/19
Page
2of10
Balance
Check 1t
Wire Trans'er Dcbit Kaymond Jonos
^^^H43/'87 Benl Creek l'errace Leesburg. VA
20176 USAA Fecera. Sav:i i oSAA Aece's! Savinçjs BanK
1C750 l'.lcDerrTior. F'A-y San Antc" o, 'X "3250
20ig0F04FEDADV 000003
Wire Transfe: Debii Punelu Partners Lirn.tec Compa
IIIIIIIIII 11S54 Plazâ America Orivc
Sune320 Resion, va 20190 PNC Bank 44080 Pipeline
Plaza Ashburn, VA 20147 2019C404FED AOV 030005
$10.000.00
$10,000.00
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 50
of 51
IMûT
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CAPE CHAPLES, VA 2331!)-i!0/'l
Accûl nt
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Statement Date
05/31/19
Page
2of10
Transactiof^s (ConUnued^
Date Dssci iptioii
Check«
Balanrp
vV.re "I rensfsr DeSit «a/iiiLniC ^u'ies
^^^43787
Ber.i Creek Tecrace L&<îsouig. vA
20176 U5AA Fedora! Savin JSAA Fédéral Savings 3a:'.K
10750 McDeifiioît Fwy San Antonio, TX 70288
2019C502FEnAUV 0OG005
Wire Trarsfar Deoit PoneAi ^aniers Lin-iteo Coniya
'
1654 Plaea America Dnve
S^ite 320 Reston. VA 20190 FNC Bann 44080 P:pe..ne
Plaifl Asnburn. VA 20147 2Giyù502FL:D ADV 000006
SIO.OCO.OÛ
510,000.00
No. 2:19-bk-00787 Doc 52-7 Filed 11/02/19 Entered 11/02/19 10:03:07 Page 51
of 51