October 18, 2002 [LOGO] MERRILL LYNCH Sel-Leb Marketing, Inc. 495 River Street Paterson, NJ 07524 RE: AMENDMENT TO LOAN DOCUMENTS Ladies and Gentlemen: This Letter Agreement will serve to confirm certain agreements of Merrill Lynch Business Financial...Letter Agreement • November 15th, 2002 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries
THIS SECURITY AGREEMENT made this 26th day of September, Nineteen Hundred and Ninety-Seven (1997) BETWEEN SEL-LEB MARKETING, INC., a corporation of the State of New Jersey, having its principal place of business at 495 River Street, Paterson, New...Security Agreement • November 14th, 1997 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New Jersey
SEL-LEB MARKETING, INC. STOCK OPTION AGREEMENTStock Option Agreement • January 10th, 1997 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New Jersey
AMENDMENT TO STOCKHOLDERS AGREEMENT BY AND BETWEEN RBCJJ ASSOCIATES, LLC AND SEL-LEB MARKETING, INC. DATED OCTOBER 31, 1997 AS OF APRIL 12, 1999 AMENDMENT made this 12th day of April, 1999, by and between RBCJJ ASSOCIATES, LLC ("LLC"), a New York...Stockholders Agreement • August 13th, 1999 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries
October 18, 2002 [LOGO] MERRILL LYNCH Sel-Leb Marketing, Inc. 495 River Street Paterson, NJ 07524 RE: LOAN DOCUMENTS AMENDMENT AND EXTENSION Ladies and Gentlemen: This Letter Agreement will serve to confirm certain agreements of Merrill Lynch Business...Letter Agreement • November 15th, 2002 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries
RECITALSLicense Agreement • November 14th, 2000 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
ARTICLE I SALE OF THE PROGRAM, RACKS AND INVENTORYAgreement of Sale • April 5th, 2002 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
Exhibit 10.3B RENEWAL OF LEASE DATED FEBRUARY 5, 1997 BETWEEN BASCOM CORPORATION (LANDLORD) AND SEL-LEB MARKETING, INC. (TENANT). 1. THE RENEWAL IS FOR 50,570 SQ FT OF WAREHOUSE AND OFFICE SPACE IN THE BUILDING KNOWN AS 495 RIVER STREET, PATERSON, NJ,...Sel-Leb Marketing Inc • April 5th, 2002 • Wholesale-drugs, proprietaries & druggists' sundries
AGREEMENTAgreement • May 15th, 1997 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • Pennsylvania
RECITALSEnvironmental Indemnity Agreement • November 14th, 1997 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New Jersey
STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT, made the 31st day of March, 1998, by and between SEL-LEB MARKETING, INC., with its principal place of business at 495 River Street, Paterson, New Jersey 07524, (hereinafter, "Seller"), RBCJJ...Stock Purchase Agreement • May 15th, 1998 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
FOURTH AMENDMENT TO ------------------- LOAN AND SECURITY AGREEMENT --------------------------- This Fourth Amendment to Loan and Security Agreement (the "Amendment") dated September 30, 1998 by and between SUMMIT BANK, a state banking association...Loan and Security Agreement • November 12th, 1998 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New Jersey
ARTICLE I. DEFINITIONS ARTICLE II. EXECUTION OF THE AGREEMENT AND EARNEST MONEY DEPOSIT ARTICLE III. PURCHASE AND SALE OF ASSETS; ASSUMPTION OF LIABILITIESAsset Purchase Agreement • November 14th, 1997 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • Florida
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 14th, 1997 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New Jersey
THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT This Third Amendment to Loan and Security Agreement (the Third "Amendment") dated July 30, 1998 by and between SUMMIT BANK, a state banking association organized and existing under the laws of the State...Loan and Security Agreement • August 14th, 1998 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New Jersey
WITNESSETH:Shareholders Agreement • May 15th, 1997 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
SEL-LEB MARKETING, INC. AGREEMENT RELATING TO STOCK OPTIONS WHICH ARE NOT "INCENTIVE OPTIONS" PURSUANT TO THE 1995 NONEMPLOYEE DIRECTORS' STOCK OPTION PLANSel-Leb Marketing Inc • January 10th, 1997 • Wholesale-drugs, proprietaries & druggists' sundries
REAL ESTATE LEASEReal Estate Lease • April 15th, 1997 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New Jersey
RECITALSProduct Promotion Agreement • November 14th, 2000 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
LOGO] MERRILL LYNCH SECURITY AGREEMENT ======================================== ======================================== SECURITY AGREEMENT ("Agreement") dated as of October 18, 2002, between ALES SIGNATURE LTD., a corporation organized and existing...Merrill Lynch Security Agreement • November 15th, 2002 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • Illinois
July 11, 1995 Duke & Co., Inc. 909 Third Avenue New York, New York 10022 Re: Sel-Leb Marketing, Inc. ----------------------- Dear Sir or Madame: The undersigned, a beneficial owner of the common stock of Sel-Leb Marketing, Inc. (the "Company"), par...Sel-Leb Marketing Inc • January 10th, 1997 • Wholesale-drugs, proprietaries & druggists' sundries
The undersigned, a beneficial owner of the common stock of Sel-Leb Marketing, Inc. (the "Company"), par value $0.01 per share (the "Common Stock"), and/or warrants, options or rights to purchase, or securities convertible into, Common Stock, understands that the Company has filed with the Securities and Exchange Commission (the "SEC") a registration statement on Form SB-2 (No. 33-88134) for the registration of units (the "Units") consisting of Common Stock and redeemable warrants (the "Redeemable Warrants") of the Company (the "Registration Statement") in connection with a public offering of such Units. The undersigned further understands that upon the effectiveness of the Registration Statement, the Company and Duke & Co., Inc. (the "Underwriter") intend to enter into an underwriting agreement (the "Underwriting Agreement") in connection with such public offering.
EXHIBIT 10.27 MERCHANDISING LICENSE AGREEMENT Dated as of October 16, 1996 1. PARTIES: VIACOM CONSUMER PRODUCTS, INC. ("VCP") 5555 Melrose Avenue Los Angeles, California 90038 SEL-LEB MARKETING, INC. ("Licensee") 1435 51st Street North Bergen, NJ...Merchandising License Agreement • April 15th, 1997 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • California
LOGO] Merrill Lynch WCMA(REGISTERED) AND TERM LOAN AND SECURITY AGREEMENT ----- --------------------------------------------------------------------------- WCMA and Term Loan and Security Agreement NO. 9811551601 ("Loan Agreement") dated as of...Loan Agreement • April 1st, 1999 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • Illinois
LOGO] MERRILL LYNCH UNCONDITIONAL GUARANTY ==================================== ============================================ FOR VALUE RECEIVED, and in order to induce MERRILL LYNCH BUSINESS FINANCIAL SERVICES INC. ("MLBFS") to advance moneys or...Sel-Leb Marketing Inc • November 15th, 2002 • Wholesale-drugs, proprietaries & druggists' sundries • Illinois
This Guaranty is absolute, unconditional and continuing and shall remain in effect until all of the Obligations shall have been fully and indefeasibly paid, performed and discharged. Upon the occurrence and during the continuance of any default or Event of Default under any of the Guaranteed Documents, any or all of the indebtedness hereby guaranteed then existing shall, at the option of MLBFS, become immediately due and payable from Guarantor (it being understood, however, that upon the occurrence of any "Bankruptcy Event", as defined in the Loan Agreement, all such indebtedness shall automatically become due and payable without action on the part of MLBFS). Notwithstanding the occurrence of any such event, this Guaranty shall continue and remain in full force and effect. To the extent MLBFS receives payment with respect to the Obligations, and all or any part of such payment is subsequently invalidated, declared to be fraudulent or preferential, set aside, required to be repaid by ML
RECITALSTrademark License Agreement • April 15th, 1997 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
November 12, 1999 Sel-Leb Marketing, Inc. 495 River Street Paterson, NJ 07524 Re: WCMA Line of Credit Increase Ladies & Gentlemen: This Letter Agreement will serve to confirm certain agreements of Merrill Lynch Business Financial Services Inc....Letter Agreement • March 30th, 2000 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • Illinois
LOGO] MERRILL LYNCH WCMA(R) REDUCING REVOLVER-LOAN AND SECURITY AGREEMENT ===== =========================================================================== WCMA REDUCING REVOLVER(SM) LOAN AND SECURITY AGREEMENT NO. 885-07895 ("Loan Agreement") dated...Loan Agreement • November 15th, 2002 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • Illinois
SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT This second Amendment to Loan and Security Agreement (the "Amendment") dated as of May 30, 1997 by and between SUMMIT BANK (f/k/a UNITED JERSEY BANK), a state banking association organized and existing...Loan and Security Agreement • August 14th, 1997 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New Jersey
RECITALSTrademark License and Product Promotion Agreement • April 5th, 2002 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
Exhibit 10.4 [MERRILL LYNCH LOGO] SECURITY AGREEMENT ========================== ====================================================== SECURITY AGREEMENT ("Agreement") dated as of June 6, 2002, between ALES SIGNATURE LTD., a corporation organized and...Security Agreement • August 14th, 2002 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • Illinois
FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT This Fourth Amendment to Loan and Security Agreement (the "Amendment") dated as of September 22, 1997 by and between SUMMIT BANK (f/k/a UNITED JERSEY BANK), a state banking association organized and...Loan and Security Agreement • November 14th, 1997 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New Jersey
Exhibit 10.1 [MERRILL LYNCH LOGO] TERM LOAN AND SECURITY AGREEMENT ============ ==================================================================== TERM LOAN AND SECURITY AGREEMENT dated as of June 6, 2002, between SEL-LEB MARKETING, INC., a...Loan and Security Agreement • August 14th, 2002 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • Illinois
LOGO] Merrill Lynch SECURITY AGREEMENT ------------------------------------------------------------------------------- Security Agreement ("Agreement") dated as of November 24, 1998, between ALES SIGNATURE LTD., a corporation organized and existing...Lynch Security Agreement • April 1st, 1999 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • Illinois
STOCKHOLDERS AGREEMENT BY AND BETWEEN RBCJJ ASSOCIATES, LLC AND SEL-LEB MARKETING, INC. AGREEMENT made this 31st day of October 1997, by and between RBCJJ ASSOCIATES, LLC ("LLC"), a New York limited liability company, with offices at 25 Seabro Avenue,...Stockholders Agreement by And • November 14th, 1997 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
August 3, 2000 Sel-Leb Marketing, Inc. 495 River Street Paterson, NJ 07524 Re: Amendment to Loan Documents Ladies & Gentlemen: This Letter Agreement will serve to confirm certain agreements of Merrill Lynch Business Financial Services Inc. ("MLBFS")...Letter Agreement • August 14th, 2000 • Sel-Leb Marketing Inc • Wholesale-drugs, proprietaries & druggists' sundries
