0001193125-05-130968 Sample Contracts

INVENTORY SECURITY AGREEMENT
Inventory Security Agreement • June 24th, 2005 • Tullys Coffee Corp • Retail-eating places • Washington

Client, for consideration of funding by NFS/BANK, hereby grants to the NFS/ BANK a security interest in the following property, and any and all property of a like type now owned or hereafter acquired by CLIENT, together with all additions, substitutions, proceeds, and products there from, and all increases, parts, fittings, accessories, equipment, special tools, renewals, and replacements of all or any part thereof (hereinafter called the ‘Collateral’):

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CONTRACT OF SALE & SECURITY AGREEMENT
Contract of Sale & Security Agreement • June 24th, 2005 • Tullys Coffee Corp • Retail-eating places • Washington

This Contract of Sale and Security Agreement dated for purposes of reference May 4, 2005, is between the undersigned, Tully’s Coffee Corporation, hereinafter called “CLIENT”, and “Northrim Funding Services, a division of Northrim Bank, hereinafter called “NFS/BANK”, agree as follows:

FIRST AMENDMENT TO AGREEMENT BETWEEN TULLY’S COFFEE AND GUARANTORS RE KENT CENTRAL FINANCING
Agreement • June 24th, 2005 • Tullys Coffee Corp • Retail-eating places

THIS FIRST AMENDMENT TO AGREEMENT is entered into this 13th day of May, 2005, between TULLY’S COFFEE CORPORATION, a Washington corporation (the “Company”) and MARC EVANGER (“Evanger”); RON NEUBAUER (“Neubauer”); KEVIN FORTUN (“Fortun”); TOM T. O’KEEFE (“O’Keefe”); RICHARD PADDEN (“Padden”); GEORGE HUBMAN (“Hubman”) and LARRY HOOD (“Hood”) (individually, a “Guarantor,” and collectively, the “Guarantors”).

AMENDMENT NO. 3 TO GENERAL SECURITY AGREEMENT
General Security Agreement • June 24th, 2005 • Tullys Coffee Corp • Retail-eating places

THIS AMENDMENT NO. 3 TO GENERAL SECURITY AGREEMENT (this “Amendment No. 3”) is dated for reference purposes June 1, 2005, and is made and entered into by and between TULLY’S COFFEE CORPORATION, a Washington corporation (“Debtor”) and KENT CENTRAL, L.L.C., a Washington limited liability company (“Lender”).

AMENDMENT NO. 4 TO PROMISSORY NOTE
Promissory Note • June 24th, 2005 • Tullys Coffee Corp • Retail-eating places

This Amendment No. 4 to Promissory Note (this “Amendment No. 4”) is dated for reference purposes June 1, 2005, and is by and between TULLY’S COFFEE CORPORATION, a Washington corporation (“Maker”), and KENT CENTRAL, L.L.C., a Washington limited liability company (“Holder”).

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