ADDENDUM TO AGREEMENT BETWEEN AMERICAN KIOSK
AND TOPPERS BRICK OVEN PIZZA
THIS AGREEMENT made this 15th day of April, 1999, by and between AMERICAN
KIOSK CORPORATION (AKC) AND TOPPERS BRICK OVEN PIZZA, INC. (TOPPERS) IS AN
ADDENDUM TO THE AGREEMENT BETWEEN AMERICAN KIOSK AND TOPPERS BRICK OVEN PIZZA,
INC. (AGREEMENT) dated August 1, 1997.
1. In consideration of the payment of licensing fee in accordance with the
payment schedule contained herein, Toppers Brick Oven Pizza, Inc., agrees to
waive the quota requirements and all pre-purchase requirements as described in
EXHIBIT 3 of THE AGREEMENT BETWEEN AMERICAN KIOSK AND TOPPERS BRICK OVEN PIZZA
dated the 1st day of August, 1997.
2. In consideration of the payment of licensing fee in accordance with the
payment schedule contained herein TOPPERS BRICK OVEN PIZZA, INC. AND AMERICAN
KIOSK CORPORATION agree to price adjustment on food products and ovens as
contained herein.
3. If any payment is not made by AMERICAN KIOSK in accordance with the
payment schedule in this addendum, TOPPERS at its sole discretion, may declare
this agreement and the AGREEMENT BETWEEN AMERICAN KIOSK AND TOPPERS BRICK OVEN
PIZZA, INC. dated August 1st, 1997 in immediate default. AKC, after receipt of
notice from TOPPERS, shall have fourteen (14) business days to cure the default
to keep its good standing under the terms and conditions of this addendum.
4. If Toppers Brick Oven Pizza, Inc. or assigns should be unable, for any
reason to meet the pizza and oven requirements of AKC, then Toppers shall make
arrangements for AKC to obtain products directly from Toppers manufacturers
until such time as Toppers or Toppers assigns can meet the requirements. This
addendum and original agreement shall remain in force except that 8% markup will
not be due to Toppers until such time as Toppers or assigns can meet the
requirements.
PAYMENT SCHEDULE OF LICENSING FEE
1999 ($220,000)
April 15, 1999 $70,000
May 15, 1999 40,000
June 15, 1999 30,000
July 15, 1999 30,000
August 15, 1999 30,000
September 15, 1999 20,000
2000 ($250,000)
January 15, 2000 50,000
February 15, 2000 25,000
March 15, 2000 25,000
April 15, 2000 25,000
May 15, 2000 25,000
June 15, 2000 25,000
July 15, 2000 25,000
August 15, 2000 25,000
September 15, 2000 25,000
2001 ($300,000)
2002 ($300,000)
2003 ($300,000)
Payment schedule for years 2001, 2002, 2003
January 15, 2001,02,03 $75,000
April 15, 2001,02,03 75,000
July 15, 2001,02,03 75,000
October 15, 2001,02,03 75,000
2004 and each year thereafter for remaining term of the AGREEMENT BETWEEN
AMERICAN KIOSK AND TOPPERS BRICK OVEN PIZZA payment shall be $350,000.
Payment schedule for 2004 and each year thereafter
January 15, $87,500
April 15, 87,500
July 15, 87,500
Oct. 15, 87,500
The cost of food products for American Kiosk Corporation shall not exceed cost
(as defined herein) plus 8% markup.
Cost is defined cost of goods from manufacturer plus all costs associated with
delivery of product to an American Kiosk controlled drive through outlet. Cost
will include freight charges from manufacturer to Toppers warehouse facility,
border and inspection fees, storage, freight to distributor or remote Toppers
warehouse facility, delivery to American Kiosk location. Cost will vary,
dependent upon location of American Kiosk outlet, charges associated with the
distributor being used, variable freight costs, etc. Cost will not include food
broker fees where such services are not necessary for the delivery of food
products and ovens. In those cases where the distribution of such products and
events require the services of a food broker, Cost will be a discounted
percentage of such fees, as determined by Toppers and AKC.
Oven pricing
Ovens shall be the lesser of Toppers cost plus 8% or $650.00.
FURTHER AGREEMENTS AND CONSENTS
AKC and TOPPERS each agree that no press release regarding this contract shall
be made without prior written notification to, and consent obtained from the
other party. Both parties understand that a press release regarding this
agreement may be necessary to comply with applicable regulations and/or
customary procedures.
Should AKC require distribution areas that are not available, TOPPERS, upon
request from AKC, shall use its best efforts to establish distribution capacity
in the area on a priority basis. AKC shall be responsible for out of pocket
costs associated with these efforts including travel and lodging expense.
IN WITNESS WHEREOF, the parties have executed this Addendum this 15th day of
April, 1999.
TOPPERS BRICK OVEN PIZA, INC. AMERICAN KIOSK CORPORATION
By: By:
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XXXX XXXXXXXX, PRESIDENT XXXXXXX XXXXXXX, President
