Exhibit 10.15
GRAND HAVANA ENTERPRISES, INC.
0000 XXXXXXXX XXXXXXXXX, XXXXXXXXX
XXX XXXXXXX, XX 00000
September 26, 2004
0000 Xxxxxxxx Xxxxxxxxx, Inc.
0000 Xxxxxxxx Xxxxxxxxx, Xxxxx Xxxxx
Xxx Xxxxxxx, Xxxxxxxxxx 00000
Attention.: Xxxxx Xxxxxxx
Dear Xx. Xxxxxxx:
When countersigned by you below, this letter will set forth our
understanding and constitute our agreement as to the following:
As of September 26, 2004, Grand Havana Enterprises, Inc. (the "Company")
is indebted to 0000 Xxxxxxxx Xxxxxxxxx, Inc., a California corporation ("1990")
in the total amount of $170,865.58, which represents $166,055.00 in principal
and $4,810.58 in unpaid interest accrued as of the date hereof, as a result of
that certain Promissory Note, dated March 1, 2004, in the principal amount of
$181,720 (the "Outstanding Promissory Note"). 1990 hereby acknowledges and
agrees that the Outstanding Promissory Note is hereby cancelled and terminated
effective as of the date hereof, without any further liability or obligations by
the Company thereunder and, in consideration for such cancellation and
termination, the Company will issue to 1990 a new, unsecured promissory note in
the principal amount of $170,865.58.
This letter agreement may be executed in two or more counterparts by
original or facsimile signature, each of which when so executed will be deemed
to be an original, and all of which together will be deemed to constitute one
and the same agreement.
If the foregoing is in accordance with your understanding, please so
indicate by signing where provided below and returning one fully-signed copy
hereof to us, whereupon this letter will constitute an agreement fully binding
on the parties hereto in accordance with its terms under the laws of the State
of California.
Very truly yours,
GRAND HAVANA ENTERPRISES, INC.,
a Delaware corporation
By: /s/ Xxxxxxx Xxxxxxx
------------------------------------
Name: Xxxxxxx Xxxxxxx
Title: President
AGREED AND ACCEPTED:
0000 XXXXXXXX XXXXXXXXX, INC.
a California corporation
By: /s/ Xxxxx Xxxxxxx
------------------------------------
Name: Xxxxx Xxxxxxx
Title: President
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