Exhibit 10.1


 


MULTIPLE ADVANCE TERM PROMISSORY NOTE


(With
Extended Maturity Date Option)


 


	
  $7,500,000.00

  	
  February           ,
  2008

  



 


I.              COVENANT TO PAY.


 


1.1           Promise to Pay. 
FOR VALUE RECEIVED, GLOBAL GEOPHYSICAL SERVICES, INC., a Delaware
corporation, d/b/a GGS Seismic, Inc.; GGS INTERNATIONAL HOLDINGS, INC., a
Texas corporation; and AUTOSEIS, INC., a Texas corporation (herein called “Maker”,
whether one or more), promises to pay to the order of CITIBANK, N.A., a
national banking association [herein, together with all subsequent holders of
this Promissory Note (“Note”), called “Payee”], on or before the
date in February, 2009 corresponding to the date hereof (“Maturity Date”),
unless extended pursuant to Section III hereof, as hereinafter provided,
the principal sum of SEVEN MILLION FIVE HUNDRED THOUSAND AND NO/100 DOLLARS
($7,500,000.00), or so much thereof as may actually be outstanding hereunder,
together with interest on the unpaid principal balance from time to time
outstanding at the rate herein specified and otherwise in strict accordance
with the terms and provisions hereof.


 


II.             INTEREST RATE COMPUTATION.


 


2.1           Interest Rate. 
Except as otherwise provided herein, interest on the principal balance
of this Note outstanding from time to time shall accrue at the lesser of (a) the
Applicable Rate (as defined herein) or (b) the Maximum Lawful Rate (as
defined herein).


 


2.2           Default Rate. 
Upon the occurrence of an Event of Default hereunder or under any of the
Loan Documents (as defined herein) which continues beyond any applicable grace
or cure period, at the option of the Payee, the principal balance of this Note
then outstanding shall bear interest for the period beginning with the date of
occurrence of such default at the Default Rate (as defined herein).


 


2.3           Definitions. 
As used in this Note and the Loan Documents, the following terms shall
have the respective meanings indicated below:


 


“Applicable Rate” shall mean, at any time, the
rate of interest per annum determined in accordance with Annex I of
the Loan Agreement.


 


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“Charges” shall mean all fees and charges, if
any, contracted for, charged, received, taken or reserved by Payee in
connection with the transactions relating to this Note and the indebtedness
evidenced hereby or by the Loan Documents which are treated as interest under
applicable law.


 


“Deed of Trust” shall mean that certain Deed of
Trust dated of even date herewith, executed by Maker in favor of Payee, as
security for this Note.


 


“Default Rate” shall mean the Applicable Rate
plus FIVE PERCENT (5%) per annum.


 


“Event of Default” shall have the meaning
ascribed to such term as provided in any of the Loan Documents.


 


“Extended Maturity Date” shall mean the date in
February, 2019 corresponding to the date hereof.


 


“Extended Maturity Date Option” shall mean the
option to extend the Maturity Date to the Extended Maturity Date pursuant to Section 3.10
of the Loan Agreement.


 


“Loan Agreement” shall mean the Construction
Loan Agreement of even date herewith by and between Maker, as borrower, and
Payee, as lender, governing the loan evidenced by this Note, as the same may be
modified and amended from time to time as therein provided.


 


“Loan Documents” shall mean, collectively, the
Loan Agreement, this Note, the Deed of Trust, any Guaranty, and all the other
documents evidencing, securing or pertaining to the transaction in which the
indebtedness evidenced hereby was incurred.


 


“Maturity Date” shall mean have the meaning set
forth on page one.


 


“Maximum Lawful Rate” shall have the meaning
ascribed to such term in Section 5.3 hereof.


 


2.4           Interest Limitation Recoupment. 
Notwithstanding anything in this Note to the contrary, if at any time (i) interest
at the Applicable Rate, (ii) interest at the Default Rate, if applicable,
and (iii) the Charges computed over the full term of this Note, exceed the
Maximum Lawful Rate, then the rate of interest payable hereunder, together with
all Charges, shall be limited to the Maximum Lawful Rate; provided, however,
that any subsequent reduction in the Applicable Rate shall not cause a
reduction of the rate of interest payable hereunder below 


 


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the Maximum Lawful Rate until the total amount of interest earned
hereunder, together with all Charges, equals the total amount of interest which
would have accrued at the Applicable Rate if such interest rate had at all
times been in effect.  Changes in the
Applicable Rate resulting from a change in the Prime Rate shall be subject to
the provisions of this paragraph.


 


2.5           Computation Period. 
Interest on the indebtedness evidenced by this Note shall be computed on
the basis of the actual number of days in a given month and year and shall
accrue on the actual number of days any principal balance hereof is
outstanding.


 


III.           PAYMENTS.


 


3.1           Payment Schedule.  The principal
balance of this Note together with accrued but unpaid interest thereon shall be
payable in consecutive monthly installments as follows:


 


1.             The first ELEVEN (11) of such monthly installments
shall each be in an amount equal to the interest which has accrued to the date
of such installment, at a rate equal to the Applicable Rate with the first such
installment of interest only becoming due and payable one (1) month from
the date hereof, with subsequent installments of interest only becoming due and
payable on the same day of each succeeding month thereafter;


 


2.             If the Extended Maturity Date Option is available and
exercised, then the TWELFTH (12th) installment shall also be interest
only at the Applicable Rate, but if the Extended Maturity Date Option is not
available or exercised, then the TWELFTH (12th) installment shall be
in the amount of all the principal plus the then unpaid accrued interest then
owing hereon and shall be due and payable on the Maturity Date;


 


3.             If the Extended Maturity Date Option is available and
exercised, then the next ONE HUNDRED NINETEEN (119) installments shall be
comprised of principal including accrued interest, and shall be in an amount
equal to FIFTY-FOUR THOUSAND FIVE HUNDRED FOURTEEN AND 05/100 DOLLARS
($54,514.05), including the then unpaid accrued interest with the first such
installment to be due on the date in March, 2009 corresponding to the date
hereof, with a like installment of principal including 


 


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accrued interest to become due and payable on the same
day of each succeeding month thereafter; and


 


4.             If the Extended Maturity Date Option is exercised,
then the ONE HUNDRED THIRTY SECOND (132nd) and final installment
shall be the amount of the unpaid principal balance plus all accrued interest
then due and owing hereon and shall be due and payable on the Extended Maturity
Date.


 


THE
PRINCIPAL INCLUDING ACCRUED INTEREST PAYMENT SET FORTH IN SUBPARAGRAPH 3
ABOVE WAS CALCULATED ASSUMING THAT THE INTEREST RATE DETERMINED PURSUANT TO
ANNEX I OF THE LOAN AGREEMENT EQUALS 6.18%. 
BORROWER ACKNOWLEDGES THAT THE AMOUNT OF SAID PAYMENTS CAN ONLY BE
DETERMINED WHEN THE INTEREST RATE IS CALCULATED PURSUANT TO ANNEX I OF THE
LOAN AGREEMENT.  ACCORDINGLY, BORROWER
UNDERSTANDS THAT THE LENDER RESERVES THE RIGHT TO ADJUST UPWARD OR DOWNWARD THE
AMOUNT OF PRINCIPAL INCLUDING ACCRUED INTEREST PAYMENTS SET FORTH IN
SUBPARAGRAPH 3 ABOVE IN ACCORDANCE WITH THE TERMS OF ANNEX I TO THE
LOAN AGREEMENT.


 


In the event the Extended Maturity Date Option is
available and exercised and the then unpaid principal balance owing hereon is
less than the face amount hereof, the Payee shall, if requested by the Maker,
adjust downward the amount of the monthly principal payments due during the
Extended Maturity Date Option to the amount that results from using the same
calculation method used to determine the monthly principal payment described
above.  Any such downward adjustment
shall be calculated by the Payee and, absent manifest error, shall be final.


 


3.2           Application. 
All payments on this Note shall, at the sole option of Payee, be applied
at any time and from time to time and in any order, to the following: (i) the
payment of accrued but unpaid interest hereon, (ii) the payment or
reimbursement of any expenses, costs or obligations (other than the principal
hereof and interest hereon) for which Maker shall be obligated or Payee
entitled pursuant to the provisions hereof or of the other Loan Documents, and (iii) the
payment of all or any portion of the principal balance then outstanding
hereunder, in either the direct or inverse order of maturity.


 


3.3           Other Payments. 
In the event that as a matter of grace, any partial payment is accepted
hereon, the same shall not operate to defer or reduce the 


 


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amount of any of the scheduled required monthly installment payments of
interest and/or principal required to be made pursuant to the terms hereof; and
each and every such scheduled monthly installment payment shall be paid in full
when due until this Note has been paid in full. 
In the event that pursuant to the provisions of the Deed of Trust (in
connection with the application of proceeds of insurance or condemnation awards
to the indebtedness evidenced by this Note) any partial payment is received
hereon, the principal payments due during the Extended Maturity Date Option
will be recalculated so that, taking into account the amount prepaid, the
initial amortization schedule is maintained.


 


3.4           Place.  All payments
hereunder shall be made to Payee at its offices located in Houston, Texas, at
the address of Payee as specified herein or as Payee may from time to time
designate in writing to Maker.


 


3.5           Business Days. 
If any payment of principal or interest on this Note shall become due
and payable on a Saturday, Sunday or any other day on which Payee is not open
for normal business, such payment shall be made on the next succeeding business
day of Payee.  Any such extension of time
for payment shall be included in computing interest which has accrued and shall
be payable in connection with such payment.


 


3.6           Manner of Payment. 
All amounts payable hereunder are payable in lawful money or legal
tender of the United States of America. 
All payments hereunder shall be made by transferring immediately
available federal funds by bank wire or interbank transfer for the account of
Payee provided, however, that any payment of principal or interest received
after 2:00 p.m. Central time shall be deemed to have been received by
Payee on the next business day and shall bear interest accordingly.  If and so long as Payee directs Maker to make
payments to a servicing agent, then payments may be made by check.  Payments made by check will not be deemed
made until good funds for such check are received by Payee or the servicing
agent.


 


3.7           Prepayment.  The Maker
may, so long as no Event of Default then exists, prepay all or any portion of
the indebtedness evidenced hereby during the Extended Maturity Date Option so
long as such prepayment is accompanied by a prepayment penalty calculated as
follows:  (i) if the prepayment
occurs anytime prior to February 28, 2011 such prepaid amount must be
accompanied by a prepayment penalty equal to three (3%) percent of the amount
prepaid; (ii) if the prepayment occurs between March 1, 2011 and February 28,
2015 such prepaid amount must be accompanied by a prepayment penalty equal to
two (2%) percent of the amount prepaid; and (iii) if the prepayment occurs
anytime between March 1, 2015 and February 28, 2018 such prepaid
amount must be accompanied 


 


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by a prepayment penalty equal to one (1%) percent of the amount
prepaid.  Prepayments occurring prior to
the Extended Maturity Date Option shall only be subject to a prepayment
penalty, if any, provided for in Annex 1 of the Loan Agreement.


 


3.8           Escrow Payment. 
In addition to the payment of principal and interest as otherwise
specified herein, Payee may require Maker to make payments to establish an
escrow account for the payment of ad valorem taxes and insurance premiums, all
as specified in the Deed of Trust.


 


3.9           Late Charge. 
In addition to the payments otherwise specified herein, subject to the
provisions of Section 5.3 hereof and Section 7.1 of the
Loan Agreement, if Maker fails, refuses or neglects to pay, in full, any
installment or portion of the indebtedness evidenced hereby, as and when same
shall be due and payable, then Maker shall be obligated to pay to Payee a late
charge equal to five percent (5%) of the amount of such delinquent payment or
$250.00, whichever is less, to compensate Payee for Maker’s default and the
additional costs and administrative efforts required by reason of such default.


 


IV.           DEFAULT AND REMEDIES.


 


4.1           Default.  An “Event
of Default” shall occur hereunder if (i) Maker shall fail, refuse or
neglect to pay, in full, any installment or portion of the indebtedness
evidenced hereby, (A) when due or within two (2) days of when due, or
(B) upon acceleration or when the indebtedness evidenced hereby shall
otherwise become due and payable, or (ii) an Event of Default (as defined
and used in any of the other Loan Documents) shall occur and continue beyond
any applicable grace or cure period under any of the other Loan Documents.


 


4.2           Remedies.  If an Event
of Default shall occur under this Note or any of the Loan Documents (as herein
defined), then Payee may, at its option, without notice or demand (except as
otherwise provided herein or in the other Loan Documents), declare the unpaid
principal balance of, and the accrued but unpaid interest on, this Note
immediately due and payable, foreclose all liens and security interests
securing payment hereof, pursue any and all other rights, remedies and
recourses available to Payee or pursue any combination of the foregoing.  All remedies hereunder, under the Loan
Documents and at law or in equity shall be cumulative.


 


4.3           Waiver.  Except as
specifically provided in the Loan Documents, Maker and any endorsers or
guarantors hereof severally waive presentment and demand for payment, notice of
intent to accelerate maturity, notice of acceleration 


 


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of maturity, protest and notice of protest and non-payment, bringing of
suit and diligence in taking any action to collect any sums owing hereunder or
in proceeding against any of the rights and collateral securing payment
hereof.  Maker and any endorsers or
guarantors hereof agree (i) that the time for any payments hereunder may
be extended from time to time without notice and consent, (ii) to the
acceptance of further collateral, and/or (iii) the release of any existing
collateral for the payment of this Note, all without in any manner affecting
their liability under or with respect to this Note.  No extension of time for the payment of this
Note or any installment hereof shall affect the liability of Maker under this
Note or any endorser or guarantor hereof even though the Maker or such endorser
or guarantor is not a party to such agreement.


 


4.4           No Waiver.  Failure of
Payee to exercise any of the options granted herein to Payee upon the happening
of one or more of the events giving rise to such options shall not constitute a
waiver of the right to exercise the same or any other option at any subsequent
time in respect to the same or any other event. 
The acceptance by Payee of any payment hereunder that is less than
payment in full of all amounts due and payable at the time of such payment
shall not constitute a waiver of the right to exercise any of the options
granted herein to Payee at that time or at any subsequent time or nullify any
prior exercise of any such option without the express written acknowledgment of
the Payee.


 


4.5           Collection Costs. 
Maker agrees to pay all costs of collection hereof when incurred,
including reasonable attorneys’ fees, whether or not any legal action shall be
instituted to enforce this Note.


 


V.            MISCELLANEOUS.


 


5.1           Notices.  All notices
or other communications required or permitted to be given pursuant hereto shall
be in writing and shall be deemed properly given if (i) mailed by first
class United States mail, postage prepaid, registered or certified with return
receipt requested, (ii) by delivering same in person to the intended
addressee, or (iii) by delivery to an independent, nationally or locally
recognized, third party commercial delivery service for same day or next day
delivery and providing for evidence of receipt at the office of the intended
addressee.  Notice so mailed shall be
effective upon its deposit with the United States Postal Service or any
successor thereto; notice sent by such a commercial delivery service shall be
effective upon delivery to such commercial delivery service; notice given by
personal delivery shall be effective only if and when received by the
addressee; and notice given by other means shall be effective only if and when
received at the designated address of the intended addressee.  Either party shall have the right to change
its address for notice 


 


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hereunder to any other location within the continental United States by
the giving of thirty (30) days’ notice to the other party in the manner set
forth herein.  For purposes of such
notices, the addresses of the parties shall be as follows:


 


	
  Maker:

  	
   

  	
  Global Geophysical Services, Inc.

  
	
   

  	
   

  	
  3535 Briarpark Drive, Suite 200

  
	
   

  	
   

  	
  Houston, Texas 77042

  
	
   

  	
   

  	
  Attn: Secretary

  
	
   

  	
   

  	
   

  
	
  With copy to:

  	
   

  	
  Global Geophysical Services, Inc.

  
	
   

  	
   

  	
  3535 Briarpark Drive, Suite 200

  
	
   

  	
   

  	
  Houston, Texas 77042

  
	
   

  	
   

  	
  Attn: Chief Financial Officer

  
	
   

  	
   

  	
   

  
	
  Payee:

  	
   

  	
  Citibank, N.A.

  
	
   

  	
   

  	
  2000 West Sam Houston Parkway South

  
	
   

  	
   

  	
  Suite 600

  
	
   

  	
   

  	
  Houston, Texas 77042

  
	
   

  	
   

  	
  Attn: Joey Powell

  



 


5.2           Governing Law.  THIS NOTE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE
LAWS OF THE STATE OF TEXAS AND THE APPLICABLE LAWS OF THE UNITED STATES OF
AMERICA.  THIS NOTE IS PERFORMABLE IN
HARRIS COUNTY, TEXAS.  Any
action or proceeding under or in connection with this Note against Maker or any
other party ever liable for payment of any sums of money payable on this Note
may be brought in any state or federal court in Harris County, Texas.  Maker and each such other party hereby
irrevocably (i) submits to the nonexclusive jurisdiction of such courts,
and (ii) waives any objection it may now or hereafter have as to the venue
of any such action or proceeding brought in such court or that such court is an
inconvenient forum.


 


5.3           Interest Provisions.


 


(a)           Savings Clause. 
It is expressly stipulated and agreed to be the intent of Maker and
Payee at all times to comply strictly with the applicable Texas law governing
the maximum rate or amount of interest payable on this Note or the Related
Indebtedness (or applicable United States federal law to the extent that it
permits Payee to contract for, charge, take, reserve or receive a greater
amount of interest than under Texas law). 
If the applicable law is ever judicially interpreted so as to render
usurious any amount (i) contracted for, charged, taken, reserved or 


 


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received pursuant
to this Note, any of the other Loan Documents or any other communication or
writing by or between Maker and Payee related to the transaction or
transactions that are the subject matter of the Loan Documents, (ii) contracted
for, charged or received by reason of Payee’s exercise of the option to
accelerate the maturity of this Note and/or the Related Indebtedness, or (iii) Maker
will have paid or Payee will have received by reason of any voluntary
prepayment by Maker of this Note and/or the Related Indebtedness, then it is
Maker’s and Payee’s express intent that all amounts charged in excess of the
Maximum Lawful Rate shall be automatically cancelled, ab initio, and all
amounts in excess of the Maximum Lawful Rate theretofore collected by Payee
shall be credited on the principal balance of this Note and/or the Related
Indebtedness (or, if this Note and all Related Indebtedness have been or would
thereby be paid in full, refunded to Maker), and the provisions of this Note
and the other Loan Documents immediately be deemed reformed and the amounts
thereafter collectible hereunder and thereunder reduced, without the necessity
of the execution of any new document, so as to comply with the applicable law,
but so as to permit the recovery of the fullest amount otherwise called for
hereunder and thereunder; provided, however, if this Note has been paid in full
before the end of the stated term of this Note, then Maker and Payee agree that
Payee shall, with reasonable promptness after Payee discovers or is advised by
Maker that interest was received in an amount in excess of the Maximum Lawful
Rate, either refund such excess interest to Maker and/or credit such excess
interest against this Note and/or any Related Indebtedness then owing by Maker
to Payee.  Maker hereby agrees that as a
condition precedent to any claim seeking usury penalties against Payee, Maker
will provide written notice to Payee, advising Payee in reasonable detail of
the nature and amount of the violation, and Payee shall have sixty (60) days
after receipt of such notice in which to correct such usury violation, if any,
by either refunding such excess interest to Maker or crediting such excess
interest against this Note and/or the Related Indebtedness then owing by Maker
to Payee.  All sums contracted for,
charged or received by Payee for the use, forbearance or detention of any debt
evidenced by this Note and/or the Related Indebtedness shall, to the extent
permitted by applicable law, be amortized or spread, using the actuarial
method, throughout the stated term of this Note and/or the Related Indebtedness
(including any and all renewal and extension periods) until payment in full so
that the rate or amount of interest on account of this Note and/or the Related
Indebtedness does not exceed the Maximum Lawful Rate from time to time in effect
and applicable to this Note and/or the Related Indebtedness for so long as debt



 


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is
outstanding.  In no event shall the
provisions of Chapter 346 of the Texas Finance Code (which regulates
certain revolving credit loan accounts and revolving triparty accounts) apply
to this Note and/or the Related Indebtedness. 
Notwithstanding anything to the contrary contained herein or in any of
the other Loan Documents, it is not the intention of Payee to accelerate the
maturity of any interest that has not accrued at the time of such acceleration
or to collect unearned interest at the time of such acceleration.


 


(b)           Definitions. 
As used herein, the term “Maximum Lawful Rate” shall mean the
maximum lawful rate of interest which may be contracted for, charged, taken,
received or reserved by Payee in accordance with the applicable laws of the
State of Texas (or applicable United States federal law to the extent that it
permits Payee to contract for, charge, take, receive or reserve a greater
amount of interest than under Texas law), taking into account all Charges (as
herein defined) made in connection with the transaction evidenced by this Note
and the other Loan Documents.  As used
herein, the term “Related Indebtedness” shall mean any and all debt paid
or payable by Maker to Payee pursuant to the Loan Documents or any other
written agreement by or between Maker and Payee related to the transaction or
transactions that are the subject matter of the Loan Documents, except such
debt which has been paid or is payable by Maker to Payee under the Note.


 


(c)           Ceiling Election. 
To the extent that Payee is relying on Chapter 303 of the Texas
Finance Code to determine the Maximum Lawful Rate payable on this Note and/or
the Related Indebtedness, Payee will utilize the weekly ceiling from time to
time in effect as provided in such Chapter 303, as amended.  To the extent United States federal law
permits Payee to contract for, charge, take, receive or reserve a greater
amount of interest than under Texas law, Payee will rely on United States
federal law instead of such Chapter 303 for the purpose of determining the
Maximum Lawful Rate.  Additionally, to
the extent permitted by applicable law now or hereafter in effect, Payee may,
at its option and from time to time, utilize any other method of establishing
the Maximum Lawful Rate under such Chapter 303 or under other applicable
law by giving notice, if required, to Maker as provided by applicable law now
or hereafter in effect.


 


5.4           Captions.  The article
and section headings used in this Note are for convenience of reference only
and shall not affect, alter or define the meaning or interpretation of the text
of any article or section contained in this Note.


 


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5.5           Joint and Several Liability. 
If this Note is executed by more than one party, each such party shall
be jointly and severally liable for the obligations of Maker under this
Note.  If Maker is a partnership, to the
extent provided for by applicable law, the general partners of Maker shall be
jointly and severally liable hereunder, and each such general partner hereby
waives any requirement of law that in the event of a default hereunder Payee
exhaust any assets of Maker before proceedings against such general partner’s
assets.


 


5.6           NO ORAL AGREEMENTS. 
THIS NOTE AND ALL THE OTHER LOAN DOCUMENTS EMBODY THE FINAL, ENTIRE
AGREEMENT OF MAKER AND PAYEE AND SUPERSEDE ANY AND ALL PRIOR COMMITMENTS,
AGREEMENTS, REPRESENTATIONS AND UNDERSTANDINGS, WHETHER WRITTEN OR ORAL,
RELATING TO THE SUBJECT MATTER HEREOF AND THEREOF AND MAY NOT BE
CONTRADICTED OR VARIED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL
AGREEMENTS OR DISCUSSIONS OF MAKER AND PAYEE. 
THERE ARE NO ORAL AGREEMENTS BETWEEN MAKER AND PAYEE. 
The provisions of this Note and the Loan Documents may be amended or
revised only by an instrument in writing signed by the Maker and Payee.


 


5.7           Replacement Note. 
Upon receipt of evidence reasonably satisfactory to Maker of the loss
theft, destruction or mutilation of this Note, Maker will execute and deliver
to Payee in lieu thereof, a replacement note in identical form to this Note and
dated as of the date of this Note.  Upon
delivery to Payee of such replacement note, all references in the Deed of Trust
and any other Loan Documents to this Note shall be deemed to be references to
such replacement Note.  In the event that
Maker executes and delivers to Payee a Replacement Note as required herein,
Payee agrees to indemnify and hold Maker harmless from any claims, demands, or
causes of action asserted against Maker, under this original Note.


 


5.8           Records.  The records
of the holder of this Note shall constitute prima  facie evidence
of the amount owing on this Note.


 


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EXECUTED as of the date
and year first above written.


 


	
   

  	
  MAKER:

  
	
   

  	
   

  	
   

  
	
   

  	
  GLOBAL
  GEOPHYSICAL SERVICES,

  
	
   

  	
  INC., a Delaware corporation, d/b/a GGS 

  Seismic, Inc.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
   

  
	
   

  	
   

  	
  Craig
  Lindberg

  
	
   

  	
   

  	
  Senior Vice President, CFO

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  GGS
  INTERNATIONAL HOLDINGS, INC., a Texas
  corporation

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
   

  
	
   

  	
   

  	
  Craig
  Lindberg

  
	
   

  	
   

  	
  Senior Vice President, CFO

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  AUTOSEIS,
  INC.,

  
	
   

  	
  a Texas
  corporation

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
   

  
	
   

  	
   

  	
  Craig
  Lindberg

  
	
   

  	
   

  	
  Senior Vice President, CFO

  



 


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