0001104659-01-502345 Sample Contracts

October 9, 2001 Mr. Everett F. (“Jeff”) Jefferson San Jose, CA 95138 Dear Jeff:
Fresh Choice Inc • October 23rd, 2001 • Retail-eating places

On behalf of the Fresh Choice Board of Directors, I would like to offer you the following employment agreement which supercedes all previous employment agreements, either verbal or in writing, between you and Fresh Choice, Inc. The terms of the employment agreement are as follows:

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PROMISSORY NOTE SECURED BY DEED OF TRUST
Fresh Choice Inc • October 23rd, 2001 • Retail-eating places
FRESH CHOICE, INC., a Delaware corporation, as Trustor, to GREATER BAY BANCORP, a California corporation, as Trustee, for the benefit of MID-PENINSULA BANK, a California banking corporation, as Beneficiary
Fresh Choice Inc • October 23rd, 2001 • Retail-eating places • Texas

This instrument is a Commercial Deed of Trust, Financing Statement, Security Agreement and Fixture Filing (with Assignment of Rents and Leases) of both real and personal property, including fixtures. This instrument contains provisions accelerating the obligations hereby secured upon certain sales or further encumbrances of the property hereby covered.

REVOLVING LOAN AGREEMENT
Revolving Loan Agreement • October 23rd, 2001 • Fresh Choice Inc • Retail-eating places • California

THIS REVOLVING LOAN AGREEMENT ("Agreement") is made as of this 5th day of October, 2001, by and between FRESH CHOICE, INC., a Delaware corporation ("Borrower"), and MID–PENINSULA BANK, a California Banking Corporation ("Lender").

PLEDGE AGREEMENT
Pledge Agreement • October 23rd, 2001 • Fresh Choice Inc • Retail-eating places • California

This Pledge Agreement (this "Agreement") is made and entered into as of October 5, 2001 by and between FRESH CHOICE, INC., a Delaware corporation ("Borrower") and MID-PENINSULA BANK, a California banking corporation, (“Bank”).

SEVERANCE AGREEMENT (Amended and Restated August 14, 2001)
Severance Agreement • October 23rd, 2001 • Fresh Choice Inc • Retail-eating places • California

This Severance Agreement originally effective as of _______ is hereby amended and restated in its entirety effective _______________, is made by and between FRESH CHOICE, INC. (“Fresh Choice” or the “Company”) and _____________________ (“the Employee”).

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