Perrys Majestic Beer Inc Sample Contracts

Phlo Corp – PROMISSORY NOTE (April 7th, 2000)

PROMISSORY NOTE $100,000 December 1, 1998 FOR VALUE RECEIVED, Perry's Majestic Beer, Inc., a Delaware corporation having an address at 38 West 32nd Street, Suite 801, New York, New York 10001 (the "Maker"), promises to pay to the order of X-Treem Products Corporation, a Delaware corporation having an address of 100 Plaza Drive, Second Floor, Secaucus, New Jersey 07094 (the "Holder"), in lawful money of the United States of America, the principal sum of ONE HUNDRED THOUSAND DOLLARS ($100,000) together with simple interest thereon at the rate of ten percent (10%) per annum, to be applied first against accrued interest at the aforesaid rate on the outstanding principal balance due and then in reduction of principal, with such principal and interest to be payable in full on December 31, 1999, unless the maturity date is extended by the written agreement of the Maker and the Holder. This

Phlo Corp – SECURITY AGREEMENT (April 7th, 2000)

SECURITY AGREEMENT THIS SECURITY AGREEMENT is made this 1st day of December, 1998, by and between X-TREEM PRODUCTS CORPORATION, a Delaware corporation, whose principal offices are located at 100 Plaza Drive, Second Floor, Secaucus, New Jersey 07094 ("X-Treem"), and PERRY'S MAJESTIC BEER, INC. a Delaware corporation whose principal offices are located at 38 West 32nd Street, Suite 801, New York, New York 10001 (the "Secured Party"). I. Grant of Security Interest by X-Treem. X-Treem, for value received, hereby grants to the Secured Party a continuing security interest, which is subordinate only to the security interest in all of the assets of X-Treem held by Quantum Corporate Funding, Ltd., in and to the following described property and any and all accessions and substitutions thereto and therefor: (a) X-Treem's general intangibles of any kind or nature whatsoever related to the mark "McCoy's" and the formulae, label and bott

Phlo Corp – PROMISSORY NOTE (April 7th, 2000)

PROMISSORY NOTE $300,000 December 23, 1998 FOR VALUE RECEIVED, Perry's Majestic Beer, Inc., a Delaware corporation having an address of 100 Plaza Drive, Second Floor, Secaucus, New Jersey 07094 (the "Maker"), promises to pay to the order of X-Treem Products Corporation, a Delaware corporation having an address of 100 Plaza Drive, Second Floor, Secaucus, New Jersey 07094 (the "Holder"), in lawful money of the United States of America, the principal sum of THREE HUNDRED THOUSAND DOLLARS ($300,000) together with simple interest thereon at the rate of ten percent (10%) per annum, to be applied first against accrued interest at the aforesaid rate on the outstanding principal balance due and then in reduction of principal, with such principal and interest to be payable as follows: beginning on January 1, 2001, quarterly installments of principal and interest, each in the amount of $25,000, shall

Phlo Corp – BILL OF SALE (April 7th, 2000)

BILL OF SALE Know all men by these presents that X-TREEM PRODUCTS CORPORATION, a Delaware corporation ("Seller"), for and in consideration of the Option Price, as defined in the License Agreement dated December 1, 1998, by and between Seller and PERRY'S MAJESTIC BEER, INC., a Delaware corporation having its primary place of business at 100 Plaza Drive, Second Floor, Secaucus, New Jersey 07094 ("Purchaser"), the receipt and sufficiency of which is hereby acknowledged, does hereby grant, bargain, sell, transfer, assign and deliver unto Purchaser, its successors and assigns, all right, title and interest of Seller in and to certain general intangibles, as follows: Seller's general intangibles of any kind or nature whatsoever related to the mark "McCoy's", and the formulae, label and bottle designs and other packaging, and research and development related thereto, including but not limited to all names, insignias, labels, logos, commercial s

Phlo Corp – LICENSE AGREEMENT (April 7th, 2000)

LICENSE AGREEMENT THIS LICENSE AGREEMENT made and entered this 1st day of December, 1998, by and between X-TREEM PRODUCTS CORPORATION, a Delaware corporation whose address is 100 Plaza Drive, Second Floor, Secaucus, New Jersey 07094 (hereinafter, the "Company") and PERRY'S MAJESTIC BEER, INC., a Delaware corporation whose address is 38 West 32nd Street, Suite 801, New York, New York 10001 (hereinafter, the "Licensee"). R E C I T A L S A. The Company desires to grant to the Licensee the exclusive right and license to use the Names and Marks (as defined below), including but not limited to the right and license to manufacture and sell those beverages described on Schedule "A" attached hereto (the "Products"), and to grant an option to purchase the Names and Marks; and B. The Company has the right to grant to the Licensee the right and license to use the Names and Marks, including but not limited to th

Phlo Corp – BILL OF SALE (March 23rd, 2000)

BILL OF SALE Know all men by these presents that X-TREEM PRODUCTS CORPORATION, a Delaware corporation ("Seller"), for and in consideration of the Option Price, as defined in the License Agreement dated December 1, 1998, by and between Seller and PERRY'S MAJESTIC BEER, INC., a Delaware corporation having its primary place of business at 100 Plaza Drive, Second Floor, Secaucus, New Jersey 07094 ("Purchaser"), the receipt and sufficiency of which is hereby acknowledged, does hereby grant, bargain, sell, transfer, assign and deliver unto Purchaser, its successors and assigns, all right, title and interest of Seller in and to certain general intangibles, as follows: Seller's general intangibles of any kind or nature whatsoever related to the mark "McCoy's", and the formulae, label and bottle designs and other packaging, and research and development related thereto, including but not limited to all names, insignias, labels, logos, commercial s

Phlo Corp – SECURITY AGREEMENT (March 23rd, 2000)

SECURITY AGREEMENT THIS SECURITY AGREEMENT is made this 1st day of December, 1998, by and between X-TREEM PRODUCTS CORPORATION, a Delaware corporation, whose principal offices are located at 100 Plaza Drive, Second Floor, Secaucus, New Jersey 07094 ("X-Treem"), and PERRY'S MAJESTIC BEER, INC. a Delaware corporation whose principal offices are located at 38 West 32nd Street, Suite 801, New York, New York 10001 (the "Secured Party"). I. Grant of Security Interest by X-Treem. X-Treem, for value received, hereby grants to the Secured Party a continuing security interest, which is subordinate only to the security interest in all of the assets of X-Treem held by Quantum Corporate Funding, Ltd., in and to the following described property and any and all accessions and substitutions thereto and therefor: (a) X-Treem's general intangibles of any kind or nature whatsoever related to the mark "McCoy's" and the formulae, label and bott

Phlo Corp – PROMISSORY NOTE (March 23rd, 2000)

PROMISSORY NOTE $100,000 December 1, 1998 FOR VALUE RECEIVED, Perry's Majestic Beer, Inc., a Delaware corporation having an address at 38 West 32nd Street, Suite 801, New York, New York 10001 (the "Maker"), promises to pay to the order of X-Treem Products Corporation, a Delaware corporation having an address of 100 Plaza Drive, Second Floor, Secaucus, New Jersey 07094 (the "Holder"), in lawful money of the United States of America, the principal sum of ONE HUNDRED THOUSAND DOLLARS ($100,000) together with simple interest thereon at the rate of ten percent (10%) per annum, to be applied first against accrued interest at the aforesaid rate on the outstanding principal balance due and then in reduction of principal, with such principal and interest to be payable in full on December 31, 1999, unless the maturity date is extended by the written agreement of the Maker and the Holder. This

Phlo Corp – PROMISSORY NOTE (March 23rd, 2000)

PROMISSORY NOTE $300,000 December 23, 1998 FOR VALUE RECEIVED, Perry's Majestic Beer, Inc., a Delaware corporation having an address of 100 Plaza Drive, Second Floor, Secaucus, New Jersey 07094 (the "Maker"), promises to pay to the order of X-Treem Products Corporation, a Delaware corporation having an address of 100 Plaza Drive, Second Floor, Secaucus, New Jersey 07094 (the "Holder"), in lawful money of the United States of America, the principal sum of THREE HUNDRED THOUSAND DOLLARS ($300,000) together with simple interest thereon at the rate of ten percent (10%) per annum, to be applied first against accrued interest at the aforesaid rate on the outstanding principal balance due and then in reduction of principal, with such principal and interest to be payable as follows: beginning on January 1, 2001, quarterly installments of principal and interest, each in the amount of $25,000, shall

Phlo Corp – LICENSE AGREEMENT (March 23rd, 2000)

LICENSE AGREEMENT THIS LICENSE AGREEMENT made and entered this 1st day of December, 1998, by and between X-TREEM PRODUCTS CORPORATION, a Delaware corporation whose address is 100 Plaza Drive, Second Floor, Secaucus, New Jersey 07094 (hereinafter, the "Company") and PERRY'S MAJESTIC BEER, INC., a Delaware corporation whose address is 38 West 32nd Street, Suite 801, New York, New York 10001 (hereinafter, the "Licensee"). R E C I T A L S A. The Company desires to grant to the Licensee the exclusive right and license to use the Names and Marks (as defined below), including but not limited to the right and license to manufacture and sell those beverages described on Schedule "A" attached hereto (the "Products"), and to grant an option to purchase the Names and Marks; and B. The Company has the right to grant to the Licensee the right and license to use the Names and Marks, including but not limited to th

Perrys Majestic Beer Inc – ASSET PURCHASE AGREEMENT (July 13th, 1998)

EXHIBIT 10.21 ASSET PURCHASE AGREEMENT ASSET PURCHASE AGREEMENT dated as of May 18, 1998 by and between PERRY'S MAJESTIC BEER, INC., a Delaware corporation ("Seller"), and THE BROOKLYN BREWERY CORPORATION, a New York corporation ("Buyer"). W I T N E S S E T H WHEREAS, Seller is engaged in the business, among other things, of manufacturing, marketing and distributing beer; and WHEREAS, Seller wishes to sell, and Buyer wishes to purchase, all of the assets of Seller directly relating to the manufacturing, marketing, distribution and sale of the products set forth on Schedule 1.1 (a) annexed hereto (the "Products"). NOW, THEREFORE, in consideration of the mutual terms, conditions and other agreements set forth herein, Seller and Buyer hereby agree as follows: ARTICLE I PURCHASE AND SALE OF THE ASS

Perrys Majestic Beer Inc – AGREEMENT TO PURCHASE AND MARKET BRAND NAME AND RECIPES (July 13th, 1998)

EXHIBIT 10.22 AGREEMENT TO PURCHASE AND MARKET BRAND NAME AND RECIPES THIS AGREEMENT, dated June 30, 1998 by and between Leroux Creek Food Corporation, a Colorado corporation (the "Seller"), and Perry's Majestic Beer, Inc., a Delaware corporation (the "Buyer") WITNESSETH: WHEREAS, Seller is engaged in the business among other things, of manufacturing, marketing and distributing applesauce, apple sauce blends and apple butter made from associated proprietary recipes; and WHEREAS, the Seller wishes to sell, and the Buyer wishes to purchase the brand name, Leroux Creek Foods, and the related products and associated recipes of Seller as well as the exclusive right to market, distribute and sell the Products produced under the "Leroux Creek" label, including all applesauce, applesauce blends, and apple butter. NOW THERE