EXHIBIT 4.23 REGISTRATION RIGHTS AGREEMENT Registration Rights Agreement dated as of December ___, 2003 (this "Agreement") by and between Peabodys Coffee, Inc., a Nevada corporation, with principal executive offices located at 3845 Atherton Road,...Registration Rights Agreement • January 9th, 2004 • Peabodys Coffee Inc/Nv • Retail-eating places • California
CONSULTING AGREEMENT PEABODYS COFFEE, INC. a Nevada corporation ("Peabodys" or the "Company"), and KEVIN WARD, an individual ("Consultant"), effective as of November 1, 1999, agree as follows: 1. BACKGROUND AND PURPOSE. Peabodys is in business of...Consulting Agreement • June 29th, 2000 • Peabodys Coffee Inc/Nv • Retail-eating places • California
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF DECEMBER 20, 2002,...Warrant Agreement • January 9th, 2003 • Peabodys Coffee Inc/Nv • Retail-eating places • New York
EXHIBIT 4.26 THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF DECEMBER...Warrant Agreement • January 9th, 2004 • Peabodys Coffee Inc/Nv • Retail-eating places • New York
AMENDMENT NO. 2 TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 1st, 2001 • Peabodys Coffee Inc/Nv • Retail-eating places
REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT"), dated as of December 20, 2002, by and among Peabodys Coffee, Inc., a Nevada corporation (d/b/a Black Rhino Coffee), with its headquarters located at 3845 Atherton Road,...Registration Rights Agreement • January 9th, 2003 • Peabodys Coffee Inc/Nv • Retail-eating places • New York
SECURITIES PURCHASE AGREEMENT SECURITIES PURCHASE AGREEMENT (this "AGREEMENT"), dated as of December 20, 2002, by and among Peabodys Coffee, Inc., a Nevada corporation (d/b/a Black Rhino Coffee), with headquarters located at 3845 Atherton Road, Suite...Securities Purchase Agreement • March 27th, 2003 • Peabodys Coffee Inc/Nv • Retail-eating places • New York
EXHIBIT 4.20 SECURITIES PURCHASE AGREEMENT Securities Purchase Agreement dated as of December ___, 2003 (this "Agreement") by and between Peabodys Coffee, Inc., a Nevada corporation, with principal executive offices located at 3845 Atherton Road,...Securities Purchase Agreement • January 9th, 2004 • Peabodys Coffee Inc/Nv • Retail-eating places • California
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN OR IN A SECURITIES PURCHASE AGREEMENT DATED AS OF DECEMBER 20, 2002,...Warrant Agreement • March 27th, 2003 • Peabodys Coffee Inc/Nv • Retail-eating places • New York
SECURITY AGREEMENT SECURITY AGREEMENT (this "Agreement"), dated as of December 20, 2002, by and among Peabodys Coffee, Inc., a Nevada corporation (d/b/a Black Rhino Coffee) ("Company"), and the secured parties signatory hereto and their respective...Security Agreement • January 9th, 2003 • Peabodys Coffee Inc/Nv • Retail-eating places • New York
Exhibit 10.6 MARKETING AGREEMENT THIS AGREEMENT made and entered into this 5th day of January 2004, by and between The Cervelle Group, a Delaware LLC, hereinafter referred to as "Cervelle" and Peabodys Coffee, Inc. hereinafter referred to as...Marketing Agreement • January 9th, 2004 • Peabodys Coffee Inc/Nv • Retail-eating places • Florida
INTELLECTUAL PROPERTY SECURITY AGREEMENT Intellectual Property Security Agreement (this "Agreement" dated as of December 20, 2002, by and among Peabodys Coffee, Inc., a Nevada corporation (d/b/a Black Rhino Coffee) (the "Company"), and the secured...Intellectual Property Security Agreement • January 9th, 2003 • Peabodys Coffee Inc/Nv • Retail-eating places • New York
ASSET PURCHASE AGREEMENT PEABODYS COFFEE, INC., a Nevada corporation ("Peabodys"), and ARROSTO COFFEE COMPANY, LLC, a California limited liability Company ("Arrosto"), effective as of June 19, 2000, agree as follows: 1. BACKGROUND AND PURPOSE....Asset Purchase Agreement • June 29th, 2000 • Peabodys Coffee Inc/Nv • Retail-eating places • California
AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 1st, 2001 • Peabodys Coffee Inc/Nv • Retail-eating places
EXHIBIT 4.21 THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR THE SECURITIES LAWS OF ANY STATE, AND IS BEING OFFERED AND SOLD PURSUANT TO AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF...Convertible Debenture • January 9th, 2004 • Peabodys Coffee Inc/Nv • Retail-eating places • California
PROFESSIONAL SERVICE AGREEMENT between Peabodys Coffee Inc, (Refereed to as "PBDY") 3845 Atherton Road, Suite 9, Rocklin, CA 95765 and Elliott, Lane & Associates, Inc., (Referred to as "ELA") 31951 Sunset Ave, Laguna Beach, CA 92677 Whereas, PBDY...Professional Services • December 21st, 1999 • Peabodys Coffee Inc/Nv • California
EXHIBIT 4.22 WARRANT TO PURCHASE COMMON STOCK (CONVERSION WARRANTS) THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT FOR DISTRIBUTION, AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED...Warrant to Purchase Common Stock • January 9th, 2004 • Peabodys Coffee Inc/Nv • Retail-eating places • California
RECITALSPlan and Agreement of Reorganization • December 21st, 1999 • Peabodys Coffee Inc/Nv
Date]General Agreement • December 21st, 1999 • Peabodys Coffee Inc/Nv
EXECUTIVE SERVICES AGREEMENT This Executive Services Agreement (this "AGREEMENT") is entered into as of December 1, 1998 (the "EFFECTIVE DATE"), by and between Barry J. Gibbons doing business as Festina ("FESTINA") and Peabodys Coffee, Inc....Executive Services Agreement • December 21st, 1999 • Peabodys Coffee Inc/Nv • California
ADDENDUMAddendum • January 9th, 2004 • Peabodys Coffee Inc/Nv • Retail-eating places
ADDENDUM TO CONVERTIBLE DEBENTURE AND WARRANT TO PURCHASE COMMON STOCK This Addendum to Convertible Debenture and Warrant to Purchase Common Stock ("Addendum") is entered into as of the 27th day of April 2005 by and between Peabodys Coffee, Inc., a...Convertible Debenture and Warrant Addendum • May 6th, 2005 • Peabodys Coffee Inc/Nv • Retail-eating places
Exhibit 4.18 AMENDMENT TO STOCK PURCHASE WARRANTS ------------------------------------ This Amendment to Stock Purchase Warrants (this "Amendment"), dated April 25, 2003, is made by and among Peabodys Coffee, Inc., a Nevada corporation (d/b/a Black...Stock Purchase Warrant Amendment • April 25th, 2003 • Peabodys Coffee Inc/Nv • Retail-eating places
PEABODYS COFFEE, INC. --------------------------------------------------------- ----------------------- 3845 ATHERTON ROAD, SUITE 9 ROCKLIN, CA 95765 December 20, 1999 Cliff Young Grounds For Enjoyment Riverside, CA Dear Mr. Young: Peabodys Coffee,...Letter of Intent • December 21st, 1999 • Peabodys Coffee Inc/Nv
THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. EXCEPT AS OTHERWISE SET FORTH HEREIN, NEITHER THIS WARRANT NOR ANY OF SUCH SHARES MAY BE SOLD, TRANSFERRED OR...Stock Purchase Warrant • January 9th, 2004 • Peabodys Coffee Inc/Nv • Retail-eating places • New York
EXHIBIT 4.17 ------------ AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT ------------------------------------------------ This Amendment No. 1 to Securities Purchase Agreement (this "AMENDMENT"), dated April __, 2003, is made by and among Peabodys...Securities Purchase Agreement • April 25th, 2003 • Peabodys Coffee Inc/Nv • Retail-eating places
LETTER AGREEMENTLetter Agreement • November 27th, 2007 • Peabodys Coffee Inc/Nv • Retail-eating places • Nevada
MANUFACTURER'S REPRESENTATIVE AGREEMENT --------------------------------------- THIS AGREEMENT is made and entered by and between Peabodys Coffee, Inc., a Nevada corporation, with principal office located at 3845 Atherton Road, Suite 9, Rocklin,...Manufacturer's Representative Agreement • July 16th, 2002 • Peabodys Coffee Inc/Nv • Retail-eating places • Arkansas
