Javo Beverage – Coffee Holdings LLC C/O Falconhead Capital, LLC (January 24th, 2011)
Coffee Holdings LLC ("Holdings") is presenting this letter agreement (the "Letter Agreement") to Javo Beverage Company, Inc. ("Javo" or the "Company" and, together with Holdings, the "Plan Sponsors"), which sets forth, among other things, the Plan Sponsors' binding commitment (the "Commitments") to complete a restructuring transaction in accordance with a confirmed, prearranged plan of reorganization under chapter 11 of the Bankruptcy Code (as further described in the Term Sheets (defined below), the "Plan") in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court") pursuant to which Holdings' claims against the Company will receive as consideration pursuant to the Plan a controlling interest in the equity of the reorganized Company (the "Restructuring Transaction"), on the terms and subject to the conditions set forth in both the restructuring term sheet attached hereto as Exhibit A (the "Restructuring Term Sheet") and the DIP financing term shee t at
Javo Beverage – Secured Revolving Promissory Note (January 13th, 2011)
For value received and intending to be legally bound, Javo Beverage Company, Inc., a Delaware corporation ("Company"), hereby promises to pay to the order of Coffee Holdings LLC, a Delaware limited liability company ("Holder"), in lawful money of the United States and in immediately available funds, the aggregate principal sum of Five Hundred Thousand Dollars ($500,000.00) (the "Maximum Note Amount"), or such lesser amount as Company shall borrow from Holder from time to time as set forth in the column entitled "Unpaid Principal Balance of Note" on Schedule 1, together with interest thereon, all payable under the terms and subject to t he conditions set forth in this promissory note (this "Note").
Javo Beverage – Professional Services Agreement (April 10th, 2009)
THIS PROFESSIONAL SERVICES AGREEMENT (this "Agreement"), dated as of April 6, 2009, is entered into by and among Javo Beverage Company, Inc., a Delaware corporation (the "Company"), and Falconhead Capital, LLC, a Delaware limited liability company ("Falconhead").