EXHIBIT 10.8
Memorandum of Terms for Sales Agreement between Xxxxxxxxx
Tobacco, Inc. and H & S Distributors, Inc.
This document sets forth the principal terms of an agreement between Xxxxxxxxx
Tobacco Company, Inc. ("Xxxxxxxxx") and H&S Distributors, Inc. ("H&S",
collectively, the "Parties"), whereby Xxxxxxxxx will provide the Silverton Brand
of cigarettes (the "Product") to H&S for sale. The terms described in this
memorandum are subject to the negotiation and execution of definitive documents
(the "Agreement").
The Product Xxxxxxxxx will provide the Product to H&S for sale in
Florida.
Scope of Xxxxx Xxxxxxxxx will grant H&S an exclusive right to sell the
Product within the state of Florida for a period of one
year. In. consideration for this exclusive sales right,
H&S shall place an initial order of 7,500 cartons of
the Product.
Structure of Sales Agreement Xxxxxxxxx will ship the product to a mutually agreed
upon licensed cigarette distributor for the State of
Florida. Said distributor will affix required taxation
identification markings on the Product.
Payment Terms H&S, its distributor or agent will pay Xxxxxxxxx See
Exhibit A per carton of the Product within 10 days of
receipt of the Product by H&S, its distributor or agent.
Extension of Exclusive Rights Xxxxxxxxx will continue its grant of exclusive rights
to H&S within the state of Florida if H&S has ordered a
minimum of 20,000 cartons per week of the Product
within the 9th month of the Agreement.
Promotional Incentive: Xxxxxxxxx will provide H&S with 1,000 cartons of the
Product with the first 7,500 cartons ordered, and an
additional 1,000 cartons with the next 10,000 cartons
ordered, for use in promotional activities
Additional Grant of Sale Rights Xxxxxxxxx will xxxxx H&S a 90 day exclusive right of
sale of the Product within the state of Texas
commencing upon signing of the Agreement. After 90
days, Xxxxxxxxx will grant H&S right of sale in Texas
under similar terms and conditions established for
Florida.
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DATED: 12/30/04 DATED:12/30/04
/s/ Xxxxx Xxxxxxxx /s/ Xxxxxx Xxxxxx
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Xxxxx Xxxxxxxx for H&S Xxxxxx Xxxxxx for Xxxxxxxxx
Distributors, Inc. Tobacco Company, Inc.
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