Timber Agreement — In re Panthera Enterprises, LLC

What This Document Is

This is docket entry 348-4, the 4-page Exhibit D to the trustee's memorandum supporting the § 363 sale motion (docket entry 348), filed May 21, 2021. It is the First Amendment to Timber Agreement, made as of a day in June 2018 ("notwithstanding its execution at a later date") between TenX Group, LLC and Theresa Morgoglione, amending their March 26, 2018 Timber Agreement covering the debtor's Hardy County parcels (Tax Map/Parcel IDs 3-203-5 and 2-203-8). The trustee's memorandum dates it June 11, 2018.

Factual Summary

The amendment recites that "by Timber Agreement dated March 26, 2018, . . . TenX granted Morgoglione the right to timber the Property" and that the parties have agreed to amend its terms. Its single operative provision states: "The six[]month period in which Morgoglione will not timber described in paragraph 2 of the Agreement is lifted," with all other terms remaining in full force. Two counterpart signature pages for TenX Group, LLC follow — one signed by James Punelli as authorized signatory (title noted as president), acknowledged before Virginia notary James A. Pearson, and one signed by Raymond Jones as authorized signatory with the title "CEO" and a handwritten date reading 6/(1)/18. The trustee offers the amendment, with the recorded memorandum at Exhibit C, to show the debtor itself twice documented the timber grant as running to Theresa Morgoglione — evidence against TR&L's claim that the timber rights were conveyed to SMI, and part of the record of prepetition transfers the trustee was separately attacking as fraudulent conveyances in adversary proceeding 21-ap-00002.

Key Facts

Docket entry: 348-4, filed May 21, 2021, 4 pages
Instrument: First Amendment to Timber Agreement, June 2018 (June 11, 2018 per the trustee's memorandum)
Parties: TenX Group, LLC (by Punelli and Jones) and Theresa Morgoglione
Effect: lifts the six-month no-timbering period in paragraph 2 of the March 26, 2018 agreement
Executed days before the June 15, 2018 Bill of Sale to SMI at issue in the same contested matter

Source Caveats

The source PDF is a scan with OCR artifacts; the amendment's day-of-June date is blank in the instrument's own text and the handwritten dates on the counterpart signature pages are partially legible — the June 11, 2018 date comes from the trustee's memorandum. The underlying March 26, 2018 Timber Agreement's full terms are not in this exhibit. The transfer was contested: the trustee's adversary proceeding sought to avoid it as a fraudulent conveyance, and this instrument records the parties' private amendment, not any adjudication.

Date: 2021-05-21

Full text

EXfflBIT D
No. 2:19-bk-00787    Doc 348-4    Filed 05/21/21    Entered 05/21/21 12:21:01    Page 1
of 4

Prepared by and after recording pleasc rcturn to:
Timothy I. Kelscy (VSB 47781)
Woods Rogers PLC
123 E. Main Street, S*"" Floor
Charlottcsvillc, VA 22902
Tax Map / Parcel ID Numbers:
3-203-5 (03 203000500000000) and
2-203-8 (03 203000800000000)
TIMBER AGREEMENT
First Amcndment
THIS FIRSÏ AMENDMENT TO TIMBER AGREEMENT is made and entered into the
day
of June. 2018 (notwilhstanding ils exécution al a ialer date) by and between TENX GROUP. LLC
a Delaware limited liability ("TenX" to be indexed as Grantor) and THERESA MORGOGLIONE
(and/or assigns. "Morgoglione" to be indexed as Grantee),
WHEREAS. by Timbcr Agreement dated March 26. 2018 (the "AgreemenD TenX granted
Morgoglione the right to timber the Property (as defined hereinbelow);
WHEREAS, TeiiX and Morgoglione have agreed to amend the terms and conditions of the
Agreement as set forth herein below:
WITNESSETH:
Now, therefore for and in considération of the foregoing receitals, the receipt and sufficiency of
which is hereby acknowledged. the parties iiereby agree as follows:
The sixth month period in which Morgoglione will not timber described in paragraph 2 of
the Agreement is lifted.
Except as amended hereby the terms of the Timber Agreement shall remain in full force and effect.
[remainder of page intentionally blank. counterpart signature pages followj
{Timber Agreement - amend 1-1}
No. 2:19-bk-00787    Doc 348-4    Filed 05/21/21    Entered 05/21/21 12:21:01    Page 2
of 4

[counterpait signature page 1 of 2]
In WITNESS WHEREOF, TenX Group. LLC bas caused this Agreement to be executed by an
authorizcd signatory:
OWNER: TenX Group, LLC
fiés Punelli. Authorized Signatory
(pr4>s,'9e4^ j-
Title
Date
STATE /COMMONWEALTH OF
CITY / COUNTY OF
The foregoing Deed was acknowledged before me this t ^ day of A
, 2018, by James
Punelli as
[tille] on behalfof TenX Group, LLC.
My Comm E.\p:
t:> /g>/
Notary Cert No:
3^
iyu^(
Nolar>' Public
James A. Pearson
Commonweaith of Virginia Notary Public
Commission No. 7030137
My Commission Expires 05/31/2022
{Timber Agreement - amendl-l {
No. 2:19-bk-00787    Doc 348-4    Filed 05/21/21    Entered 05/21/21 12:21:01    Page 3
of 4

[counterpart signature page 2 of 2]
In WITNESS WHEREOF, TenX Group, LLC has caused this Agreemcnt to be executed by an
authorized signatory:
OWNER; TenX Group, LLC
zed Signatory
Raymond
Ceo
Title
6/(1/1%
Date
STATE / COMMON WEALTH OF çyc-^
CITY/COUNTYOF
The foregoing Deed was acknowledged befbre me this V ^ day of
Punelli as Ç £
( titlej on behalf of TenX Group. LLC.
,
2018, by James
My Comm Exp:
^ i>i (
Notary Cert No:
37
Public
Mv,^SS"4res06/31/2022
{Timber Agreemenl - amend 1 -1}
No. 2:19-bk-00787    Doc 348-4    Filed 05/21/21    Entered 05/21/21 12:21:01    Page 4
of 4

File and source

File: gov.uscourts.wvnb.75953.348.4.pdf
Size: 150,509 bytes
SHA-256: 38abed7384201e591326e73313cc0d58e855abda24bb1fa254dd449fc459dc57
Our copy: gov.uscourts.wvnb.75953.348.4.pdf
Original: No public link identified.