EXECUTIVE EMPLOYMENTAGREEMENT
This Executive Employment Agreement (this “Agreement”) is made effective asof February1, 2016 (“Effective Date”), by and between ASI Aviation Inc. a Nevadacorporation (“Company”), and James P. Flynn(“Executive”).
The parties agree asfollows:
1. Definitions. For the purposes of this Agreement, the following terms havethe meanings specified or referred to in this Section1.
“Board” — means the board of directors ofCompany.
“Cause”—meanstheoccurrenceofanyofthefollowingeventsduringExecutive’s employment under this Agreement: (a) Executive’s conviction of a felonyinvolvingfraud,misappropriation,embezzlementordishonestyinconjunctionwithExecutive’s duties to Company; or (b) Executive’s repeated and willful failure to performExecutive’s jobdutiesasdefinedbytheBoardormaterialbreachofthisAgreementorthePIIA, provided,ineachcase,thattheBoardnotifies theExecutive oftheactsdeemed to constitute such repeated and willful failure or material breach in writing and Executivefails to cure such failure or breach within sixty (60) days after written notice is given.
“Continuation Period” — means a period of time commencing upon theconsummation of a Liquidation Event and terminating upon the later to occur of (a) the firstanniversary of the Liquidation Event and (b) the fourth anniversary of the EffectiveDate.
“Disability”—meansif(a)theExecutiveisunabletoperformtheessentialdutiesoftheExecutive’semploymentduetophysicaloremotionalincapacityorillness,wheresuch inabilityisreasonablyexpectedtobeoflong--continuedandindefiniteduration(i.e.,foratleastthree(3)months);or(b)theExecutiveisentitled to(i)disabilityretirementbenefitsunder thefederalSocialSecurity Actor(ii) recoverbenefitsunder anylong-- termdisabilityplanorpolicy maintainedbyCompanyor theExecutive.
“Good Reason” — means the occurrence of any of the following eventsduringExecutive’s employment under this Agreement: (a) any material reduction in BaseSalaryor target Performance Bonus(es); (b) any reduction in Executive’s duties (includingtitle, responsibilities and/or authorities), provided, that that the Board may elect toseparatetheChairmanandChiefExecutiveOfficerrolesiftheydeemsuchseparationisinthe best interests of the stockholders without such separation constituting Good Reason;(c)requiring Executive to report to anyone other than the Board or employees ofCompany
or any subsidiary of Company that reported to Executive to report directly to theBoard;
(d) any requirement that the Executive relocate without appropriaterelocation compensation and consideration, including not requiring Executive to maintaintwo households, consideration of family circumstances, and providing a relocationpackageconsistent with Company’s industry, the Executive’s position and takingintoconsideration Executive’s specific housingsituation.
“IPO” – means (a) a firm commitment underwritten public offering ofCompany’s Common Stock pursuant to an effective registration statement under the SecuritiesAct of1933,asamended,immediatelyfollowingwhichCompany’sCommonStockislistedon a national securities exchange, or (b) another equity financing transactionbyCompany immediately following which Company’s Common Stock is either (i) listed ona nationalsecuritiesexchange,or(ii)otherwisepubliclytradedandlisted,withmaterial public float and trading volume, as determined in good faith by theBoard.
“Liquidation Event” – means a merger, acquisition, consolidation or othertransaction (other than an Equity Financing) following which the holders of Company’soutstandingvoting securities prior to such transaction hold less than 50% of the outstandingvoting securities of the acquiring or surviving corporation, or a sale, license or transfer of allorsubstantially all of Company’sassets.
“Section 409A” – means Section 409A of the Internal Revenue Code of 1986,as amended and the regulations promulgatedthereunder.
2. Employment. Company hereby employs Executive, and Executive hereby acceptssuchemployment, upon the terms and conditions set forthherein.
3.1 Position. Executive is employed as Company’s President and shall have the duties and responsibilities as are normally related tosuchposition,aswellassuchadditionaldutiesandresponsibilitiesasmaybereasonably assignedbyCompany’sBoardofDirectors(the“Board”)fromtimetotime.Executiveshall perform faithfully and diligently all such duties and responsibilities. ExecutiveshallreporttotheBoard.
3.2 Best Efforts/Full--time. Executive shall expend Executive’s best efforts on behalfofCompany,andwillabidebyallpoliciesanddecisionsmadebyCompany,aswellasall applicable federal, state and local laws, regulations or ordinances. Executive shall actinthebestinterestofCompanyatalltimes.ExecutiveshalldevoteExecutive’sfullbusiness
time and efforts to the performance of Executive’s assigned duties for Company,unlessotherwiseapprovedinadvancebytheBoard;provided,however,thattheExecutiveshall be permitted to serve as a member of the board of directors or managers of upto two corporations, limited liability companies or other entities other than Company, orto participate in other advisory or charitable activities, provided further that suchactivities do not conflict with Company’s core business and such service does notmaterially interfere with Executive’s duties atCompany.
4. At--WillEmployment.Executive’semploymentwithCompanyisat--willandnotforanyspecifiedperiodandmaybeterminatedatanytimewithorwithoutcauseoradvancenoticebyeitherExecutiveorCompany,subjecttotheconditionssetforthinSection7below.NorepresentativeofCompany,otherthantheBoard,hastheauthoritytoalter theat--willemploymentrelationship.NothinginthisAgreementisintended toorshould be construedtocontradict,modify or alter thisat--willrelationship.
5.1 Base Salary. As compensation for Executive’s performance of Executive’sdutieshereunder,CompanyshallpaytoExecutiveaninitialbasesalaryof$60,000peryear prior to the consummation of the IPO and $120,000.00 per year beginningimmediatelyfollowing the consummation the IPO; (the “Base Salary”). Subject to Company’scapital needs and compliance with Section 409A and applicable minimum wagerequirements, theExecutivemayelecttodeferthepaymentofsomeoralloftheBaseSalaryearned priortotheIPOuntiltheconsummationoftheIPO(butnolaterthanthenoneyear afterdeferral).TheBaseSalaryshallbepayableinaccordancewiththenormalpayrollpracticesofCompany,less required deductions forstateandfederal withholding tax, social securityand all otheremployment taxes and payroll deductions. In the event Executive’s employment under this Agreement is terminated by either party, for any reason, Executiveshall earn the Base Salaryproratedto the dateof termination. TheBase Salary shall be subject to periodic review and increase in the discretion of the Board. This position is an exempt position, which means Executive is paid for the job and not by the hour. Accordingly, Executive shall not receive overtime pay if Executive works more than 8 hours in a workday or 40 hours in a workweek.
5.2 Performance Bonuses. Executive shall be eligible to receive up to five(5)performance bonuses (the “Performance Bonuses” and each, a “PerformanceBonus”)per year in the amount of $20,000.00 each, up to $100,000.00 in the aggregate, four(4)of which Performance Bonuses shall be payable with respect to the completion ofeach fiscalquarterandone(1)ofwhichshallbepayablewithrespecttothecompletionofthe fiscal year. Each Performance Bonus shall be payable in accordance with thenormalpayroll practices of Company on the first payroll date following the completion ofeach fiscal quarter, less required deductions for state and federal withholding tax,socialsecurity and all other employment taxes and payroll deductions. The criteria forthe paymentofthePerformanceBonusesshallbe based upon theachievement of
objectives(the“Objectives”)asmutuallyagreedbetweentheExecutiveandtheBoard prior to the beginning of each fiscal year or as otherwise agreed in writing thereafter.In theeventExecutive’semploymentbyCompanyterminatesforanyreasonpriortothe completionofafiscalquarter,thePerformanceBonusforsuchfiscalquartershallbepro--rated based upon the number of days of such fiscal quarter serve andthe achievementorpartialachievementofanyObjectivesduringsuchfiscalquarter.No Performance Bonuses shall be earned or payable with respect to the periodofExecutive’s employment prior to the consummation of theIPO.
5.3Signing Bonus. The Executive shall receive one million (1,000,000) share of the company’s common stock upon execution of this agreement.
6. Benefits. Executive shall be eligible for all customary and usual fringebenefitsgenerallyavailabletoseniorexecutivesofCompany,includinggrouphealthinsurancecoverage, subject to the terms and conditions of Company’s benefit plandocuments.
7. Business Expenses. Executive will be reimbursed for all reasonable,out--of--pocketbusiness expenses incurred in the performance of Executive’s duties on behalfofCompany (“Business Expenses”). To obtain reimbursement, expenses mustbesubmitted promptly with appropriate supporting documentation in accordancewith Company’spolicies.
| 8. | Termination of Employment. |
8.1 ByDeathorDisability.Executive’semploymentwillterminateautomaticallyonthedeathofExecutiveoruponExecutive’sDisability.Insuchevent,CompanywillpaytoExecutive’sbeneficiariesorestate,asappropriate,inalumpsumlessrequireddeductionsforstateandfederalwithholdingtax,socialsecurityandallotheremployment taxesandpayrolldeductions, withinthirty(30)daysofExecutive’sdeath,an amount equalto thesumof(a)one yearof additional BaseSalary at the ratein effectofsuch terminationdate,(b)five(5) Performance Bonuses, with eachsuch Performance Bonus equalto the averageof the PerformanceBonusespaid with respectto the two(2) fiscalquartersor thefiscalquarter andfiscal year end, as applicable,immediately precedingExecutive’sdeathorDisability(suchamountinthisSection8.2(b)together with thatinSection 8.2(a)being referred toin this Agreement as the“Severance Amount”), and(c) any BaseSalary asshallhave accruedbut remainunpaid and anyun--reimbursed BusinessExpenses asof thedateofExecutive’sdeathorDisability.
For purposesofthisAgreement,intheeventofa dispute,the determinationofaDisabilityshallbemadereasonablybytheBoardofDirectorsactingingoodfaithand shallbesupportedbyadviceofanindependentphysiciancompetentintheareato whichsuchDisabilityrelates.Executivemustsubmittoareasonablenumberofexaminationsbythephysician makingthedeterminationofdisability,andtheExecutivehereby authorizes thedisclosureand releaseto theCompanyofsuchdetermination and allsupporting medical records. IfExecutiveisnotlegally competent,Executive’slegalguardianordulyauthorized attorney--in--factwill actinExecutive’sstead,forthepurposesofsubmittingExecutive to the examinations, andproviding the authorizationofdisclosureasrequiredunder this Section8.2.
8.2 By Company for Cause. Executive’s employment with the Company maybeterminatedattheoptionofandbywrittennoticefromtheCompanyforCause(whichnoticeshallspecifytheapplicableCause,inreasonabledetail).Uponanysuchtermination, all rights, obligations and duties of the parties hereunder shallimmediatelycease(including,butnotlimitedto,thepaymentbytheCompanyofanyPerformance Bonuses or severance payments as set forth in this Section 8), except for theExecutive’s obligationsunderSection10andCompany’sobligation;provided,thatCompanyshallpay any accrued but unpaid Base Salary and reimburse any Business Expensesas provided in Section7.
8.3 By Company without Cause or by Employee for Good Reason. Companymay terminate Executive “at will” and without Cause at any time, and Executivemay terminate Executive’s employment for Good Reason. In the event Companyterminates Executive’s employment without Cause or Executive terminatesExecutive’s employmentwithGoodReasonduringExecutive’semploymenthereunder,allofthe followingwillapply:immediatelyupontermination,CompanywillpaytoExecutivetheSeveranceAmount.
8.4 By Executive without Good Reason. Executive may terminateExecutive’s Employment at will (without Good Reason) upon written notice to Company.Executive shallbeentitledtoallBaseSalaryattheratethenineffectuptoandthroughthe effective date of termination, as well as any unreimbursed BusinessExpenses.
8.5 Continuation of Benefits. Following the coverage termination date underCompany’s group medical, life and long--term disability insurance plans, Executive, his spouseand hisdependentsshallbeentitledtocontinuationofcoveragepursuanttoanystatutoryrightsExecutivemaythenhaveforsuchcontinuationcoverage(whetherunderpartVIofSubtitleBofTitleIoftheExecutiveRetirementIncomeSecurityActof1974,as amended, or Section 4980B of the Internal Revenue Code of 1986, asamended (together,“COBRA”),orotherwise).Suchcontinuationcoverageshallbeprovidedinaccordance with applicable law and the terms of the any Company benefit plans asthey maybeamendedfromtimetotimeandshallbeaffordednolonger thantheperiodprovided by law and only to the extent that Executive complies with all conditionsofsuchcontinuationcoverageonatimelybasis.IntheeventofterminationbyCompanywithout Cause, by Executive with Good Reason or upon Executive’s death or Disability,the Companywill continue to providecoverage or reimburse Executivefor the costs ofCOBRA for a period of one (1) year.
| 8.6 | Application of Section409A. |
(a) Notwithstanding anything set forth in this Agreement to the contrary, anypaymentsand benefits provided pursuant to this Agreement which constitute“deferredcompensation” within the meaning of the Treasury Regulations issued pursuantto Section409AoftheCodeandtheregulationsandotherguidancethereunderandany statelawofsimilareffect(“Section409A”)shallnotcommenceuntilExecutivehasincurred a “separation from service” (as such term is defined in the Treasury Regulation Section 1.409A-1(h) (“Separation From Service”), unless Companyreasonably determines that such amounts may be provided to Executive without causingExecutiveto incur the additional 20% tax under Section409A.
(b) It is intended that each installment of the severance benefits payments providedforin this Agreement is a separate “payment” for purposes of Treasury RegulationSection1.409A-2(b)(2)(i). For the avoidance of doubt, it is intended that payments ofthe SeveranceBenefitssetforthinthisAgreementsatisfy,tothegreatestextentpossible,the exemptions from the application of Section 409A provided underTreasuryRegulation Sections 1.409A-1(b)(4), 1.409A-1(b)(5) and 1.409A-1(b)(9). However, ifthe Company (or, if applicable, the successor entity thereto) determines that theseverancebenefits constitute “deferred compensation” under Section 409A and Executive is,onthe termination of Executive’s service, a “specified employee” of Company orany successor entity thereto, as such term is defined in Section 409A(a)(2)(B)(i) of theCode,then, solely, to the extent necessary to avoid the incurrence of the adverse personaltax consequencesunderSection409A,thetimingoftheseverancebenefitpaymentsshallbe delayed until the earlier to occur of: (i) the date that is six months and one dayafter Executive’s Separation From Service or (ii) the date of Executive’s death (such applicable date, the“SpecifiedEmployee Initial Payment Date”), Company (or the successor entity thereto, as applicable) shall (A)payExecutivea lumpsum amount equal to the sum ofthe severance benefit payments that Executive would otherwise have receivedthrough
theSpecifiedEmployeeInitialPaymentDateifthecommencementofthepaymentofthe severance benefits had not been so delayed pursuant to this section and(B)commence paying the balance of the severance benefits in accordance withthe applicable payment schedules set forth in thisAgreement.
(c) Except to the minimum extent that payments must be delayed because Executiveisa “specified employee” (as described above) or until the effectiveness of the Release,all amountswillbepaidassoonaspracticableinaccordancewiththeCompany’snormalpayrollpractices.
9. Liquidation Event. Upon the occurrence of a Liquidation Event, in addition toany other benefits or acceleration of vesting as set forth herein, Executive’s employmentas afull--timeemployeeofCompanyshallterminate,andExecutiveandCompanyshallenterintoaconsultingagreementontermstobemutuallyagreed(the“Consulting Agreement”), which Consulting Agreement shall, in any event, provide for Executiveto provide consulting services to Company in an amount mutually agreed withthe acquiring entity in exchange for (a) Base Salary for the duration of the ConsultingPeriod at the rate in effect of as of the date such election is made by the Executive, (b) thefullamount of the Performance Bonuses (five Performance Bonuses per year), (c)suchother benefits and expense reimbursements as would otherwise be providedto Executive pursuant to Sections 6 and 7 hereof in the event Executiveremained employed hereunder,
10. No Conflict of Interest. During the term of Executive’s employment withCompany,Executive must not engage in any work, paid or unpaid, that creates a conflict ofinterestwith Company. Such work shall include, but is not limited to, directly orindirectlycompeting with Company in any way, or acting as an officer, director,Executive,consultant,stockholder,volunteer,lender,oragentofanybusinessenterpriseofthe same nature as, or which is in direct competition with, the business in which CompanyisnowengagedorinwhichCompanybecomesengagedduringthetermofExecutive’s employment with Company, as may be determined by the Board in its sole discretion.If theBoardbelievessuchaconflictexistsduringthetermofthisAgreement,theBoard mayaskExecutive tochoosetodiscontinue theother workor resignemployment with Company. Executive hereby representsand warrantsthat acceptance of employment with Company and execution and performance of this Agreement by Executive does notconflict with or violate any provisionof or constitute a default under any agreement, judgment, award or decree to which Executive is a party or by which Executive is bound,including, but not limited to, any implied or expressagreement withany of Executive’s prioremployers.
11. Proprietary Information and Inventions Assignment Agreement. Executive agreesto read, sign and abide by PIIA, which is incorporated herein byreference.
12.1 If any payment or benefit Executive would receive from the Company pursuantto thisAgreementorotherwise(“Payment”)would(i)constitutea“parachutepayment”within the meaning of Section 280G of the Internal Revenue Code of 1986, asamended (the“Code”),and(ii)butforthissentence,besubjecttotheexcisetaximposedbySection4999oftheCode(the“ExciseTax”),thensuchPaymentwillbeequaltothe ReducedAmount. The“ReducedAmount”shallbeeither (x)thelargest portion ofthe Payment that would result in no portion of the Payment being subject to the Excise Tax,or (y) the largest portion, up to and including the total, of the Payment, whichever amount ((x) or (y)), after taking into account all applicable federal, state and localemployment taxes, income taxes, and the Excise Tax (all computed at the highestapplicable marginal rate), results in Executive’s receipt of the greatest economic benefitnotwithstandingthat all or some portion of the Paymentmay be subject to the ExciseTax.
12.2 The independent registered public accounting firm engaged by Companyforgeneral audit purposes as of the day prior to the effective date of the event describedinSection 280G(b)(2)(A)(i) of the Code shall perform the foregoing calculations. Ifthe independent registered public accounting firm so engaged by the Company is servingas accountant or auditor for the individual, entity or group effecting such event,Companyshallappointanationallyrecognizedindependentregisteredpublicaccountingfirmto makethedeterminationsrequiredhereunder.Companyshallbearallexpenseswith respectto the determinations by such independent registeredpublic accounting firmrequired to be made hereunder. The independent registered public accounting firmengaged to make the determinations hereunder shall provide its calculations, together with detailed supporting documentation, to Company and Executive within thirty (30)calendar days after the date on which Executive’s right to a Payment is triggered (ifrequested at that time by Company or Executive) or such other time as reasonably requested by Company or Executive. Any good faith determinations of the independentregistered public accounting firm made hereunder shall be final, binding and conclusive upon the Company and Executive.
12.3 Notwithstanding the above, prior to any reduction in payments and benefitsunderthis Section 6, at Executive’s request the Company agrees, if permissible underSection280G of the Code and applicable law (and subject to any applicablerequirements includinganyrequirementsthatmaybeapplicabletoExecutive),tosolicitavoteofall eligible shareholders of the Company for approval of such amounts such thatthe compensationwillnotbesubjecttotheExciseTaxasprovidedinQ&As6and7ofSection1.280G-1oftheTreasuryRegulationsoranysupersedingprovisionofsuchregulations.TheCompanyagreestotakeallreasonablesteps,ingoodfaith,tosolicitsuch vote if so request.
13.1 Successors and Assigns. The rights and obligations of Company underthis Agreementshallinuretothebenefitofandshallbebindinguponthesuccessorsand assigns of Company. Executive shall not be entitled to assign any of Executive’s rightsorobligations under thisAgreement.
13.2 Waiver. Either party’s failure to enforce any provision of this Agreement shall notinany way be construed as a waiver of any such provision, or prevent that partythereafter from enforcing each and every other provision of thisAgreement.
13.3 Attorneys’ Fees. Each side will bear its own attorneys’ fees in any dispute unlessa statutory section at issue, if any, authorizes the award of attorneys’ fees tothe prevailing party.
13.4 Severability.IntheeventanyprovisionofthisAgreementisfoundtobeunenforceablebyanarbitratororcourtofcompetentjurisdiction,suchprovisionshallbe deemed modified to the extent necessary to allow enforceability of the provisionas solimited,itbeingintendedthatthepartiesshallreceivethebenefitcontemplated herein to the fullest extent permitted by law. If a deemed modification isnotsatisfactoryinthejudgmentofsucharbitratororcourt,theunenforceableprovisionshall be deemed deleted, and the validity and enforceability of the remainingprovisionsshall not be affectedthereby.
13.5 Interpretation; Construction. The headings set forth in this Agreement areforconvenience only and shall not be used in interpreting this Agreement. ThisAgreement hasbeendraftedbylegalcounselrepresentingtheExecutiveandCompanyandhasparticipated in the negotiation of its terms. Furthermore, Company acknowledgesthat Company has had an opportunity to review and revise the Agreement and haveitreviewed by legal counsel, if desired, and, therefore, the normal rule of constructionto the effect that any ambiguities are to be resolved against the drafting party shall notbeemployed in the interpretation of thisAgreement.
13.6 GoverningLaw;VenueandJurisdiction.ThisAgreementshallbegovernedbyand construed under Nevada law, without regard to conflict of laws principles. Anydisputebetween the parties arising from this Agreement, including any disputes concerningthe negotiation, interpretation, validity, performance, breach or enforcement ofthis Agreement and the scope or applicability of this agreement to arbitrate, shallbedetermined by arbitration before one arbitrator, whoshallbe a retired judge.Thearbitration shall be administered by JAMS pursuant to its Streamlined ArbitrationRules and Procedures. Judgment on the arbitration award may be entered in any courthaving
jurisdiction. This clause shall not preclude parties from seeking provisional remediesinaid of arbitration from a court of appropriate jurisdiction. Any party who is deemedthe prevailing party by the arbitrator shall be entitled to his or its reasonable attorneys’feesandcosts.TheCompanyshallbearthecostsofthearbitrator,forumandfilingfeesinconnection with any sucharbitration.
13.7 Survival. Sections 8, 9, 10, 11, 12 and 13 of this Agreement shall surviveany termination of Executive’s employment byCompany.
13.8 ConfidentialityofTerms.ExecutiveagreestofollowCompany’sstrictpolicythat Executives must not disclose, either directly or indirectly, any information, includingany ofthetermsofthisAgreement,regardingsalary,bonuses,orstockpurchaseoroptionallocations to any person, including other Executives of Company; provided,that Executive may discuss such terms with members of his immediate family and anylegal,tax or accounting specialists who provide Executive with individual legal, taxoraccounting advice provided, further, that such family members or specialists areboundby similar obligations of confidentiality.
13.9 Notice. Any notices hereunder will be given to the appropriate party at theaddress, faxnumberoremailaddresssetforthonthesignaturepagehereto,oratsuchotheraddress as the party will specify in writing. Notice will be deemed given: upon delivery,ifsent by email or personal delivery; if sent by fax, upon confirmation of receipt; or ifsentby certified mail, postage prepaid, 3 days after the date ofmailing.
14. Entire Agreement; Amendments. This Agreement, including theIndemnification Agreement,constitutesthe entire agreement between the parties relating to this subject matter and supersedesall prior or simultaneous representations, discussions, negotiations, andagreements, whetherwrittenororal.ThisAgreementmaybeamendedormodifiedonlywitha signed writing by Company and Executive. No oral waiver, amendment ormodification will be effective under any circumstanceswhatsoever.
[Signature PageFollows]
THE PARTIES TO THIS AGREEMENT HAVE READ THE FOREGOING AGREEMENTAND FULLYUNDERSTANDEACHANDEVERYPROVISIONCONTAINEDHEREIN.THEPARTIES HAVE EXECUTED THIS AGREEMENT AS OF THE EFFECTIVEDATE.
EXECUTIVE | COMPANY: |
| |
/s/James P. Flynn | /s/Brajnandan Sahay |
James P. Flynn | ASI Aviation, Inc. |
Address: 5833 Brandon Hill Loop | By: Brajnandan Sahay |
Haymarket, VA 20169 | Its: Chairman of the Board |
| |
Date: 03-23-2016 | Date: 03-23-2016 |
AFFIDAVIT of UNDERSTANDING - EMPLOYMENT AGREEMENT
This Affidavit is intended to make clear my understanding of the Employment Agreement with ASI Aviation, Inc. (COMPANY) which I signed on March 23, 2016.
I hereby declare I understand that payments described inPart 5. Compensation of the Employment Agreement which includes Base Salary and Performance Bonuses in Compensation Parts 5.1 and 5.2, respectively, are intended to be payableonly upon the consummation of the IPO. Further, I do not expect any payment of such Compensation will be received until after that time. Additionally, I understand such Compensation will not be earned nor receivedat any time pre-IPO funding for either my Base Salary or any Performance Bonus for which I would be eligible per the Employment Agreement.
ACKNOWLEDGEMENT OF AFFIDAVIT:
/s/ James P. Flynn
Signature
James P. Flynn
Printed Name
06/01/2016
Date
Certificate of Aforementioned Affidavit:
County of Fairfax
Commonwealth of Virginia
The foregoing affidavit was acknowledged before me this 1st day of June, 2016 by
James Peyton Flynn
(Name of person acknowledging affidavit)
Notary Public’s signature: /s/ Simrata K. Sabharwal
Notary Public’s printed name: Simrata K. Sabharwal
My commission expires: August 31, 2019