ContractSenior Subordinated Note • November 19th, 2009 • Javo Beverage Co Inc • Beverages • New York
THIS SENIOR SUBORDINATED NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THIS SENIOR SUBORDINATED NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THE SECURITIES UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAWS OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
JAVO BEVERAGE COMPANY, INC. AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • November 19th, 2009 • Javo Beverage Co Inc • Beverages • Delaware
This Amendment No. 1, effective as of November 17, 2009 (the “Amendment”), amends the Rights Agreement, dated as of July 1, 2002 (the “Rights Agreement”), by and between Javo Beverage Company, Inc., a Delaware corporation (the “Company”), and Corporate Stock Transfer, Inc., a Colorado corporation (the “Rights Agent”). Capitalized terms used herein but not defined herein shall have their defined meanings set forth in the Rights Agreement.
JAVO BEVERAGE COMPANY, INC. SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 19th, 2009 • Javo Beverage Co Inc • Beverages • New York
Our opinions set forth below are limited to the laws of the State of California, the Delaware General Corporation Law and the federal law of the United States. Our opinion in numbered paragraph 6 is the only opinion in this opinion letter that addresses securities laws. Without limiting the generality of the foregoing, we express no opinion with respect to (i) state securities or “Blue Sky” laws, or (ii) state or federal antifraud laws.
