LIMITED PARTNERSHIP AGREEMENTLimited Partnership Agreement • January 11th, 2008 • Tullys Coffee Corp • Retail-eating places • Washington
THIS LIMITED PARTNERSHIP AGREEMENT is made this 21st day of December 2007, by and between Tully’s Coffee Asia Pacific, Inc., a Nevada Corporation, as the General Partner (“TCAP”) and Asia Food Culture Management Pte Ltd, a Singapore company, as Limited Partner (“AFCM”).
TULLY’S COFFEE EXCLUSIVE LICENSE AGREEMENTLicense Agreement • January 11th, 2008 • Tullys Coffee Corp • Retail-eating places • Washington
THIS AGREEMENT, effective as of the 12th day of October, 2007, is entered into between TULLY’S COFFEE CORPORATION, a Washington corporation, doing business at 3100 Airport Way South, Seattle, Washington 98134 U.S.A. (“Licensor”), and TULLY’S COFFEE ASIA PACIFIC, INC., a Nevada corporation (“Licensee”).
AMENDMENT TO LICENSELicense • January 11th, 2008 • Tullys Coffee Corp • Retail-eating places • Washington
This Amendment to License (“Amendment) is made this day of , 200 , by and between UCC Ueshima Coffee Co. Ltd., a Japanese corporation (“UCC”), Tully’s Coffee Corporation, a Washington corporation (“Tully’s”) and Tully’s Coffee Asia Pacific, Inc. (“TCAP”).
AGREEMENTAgreement • January 11th, 2008 • Tullys Coffee Corp • Retail-eating places • Washington
This Agreement is made this 28th day of December, 2007, by and between UCC Ueshima Coffee Co. Ltd., a Japanese corporation (“UCC”) and Tully’s Coffee Corporation, a Washington corporation (“Tully’s”).
NON-RECOURSE GUARANTYNon-Recourse Guaranty • January 11th, 2008 • Tullys Coffee Corp • Retail-eating places • Washington
THIS CONTINUING GUARANTY (“Guaranty”) is given as of December 28, 2007, by TULLY’S COFFEE CORPORATION, a Washington corporation (“Guarantor”), to and for the benefit of UCC UESHIMA COFFEE CO. LTD., a Japanese corporation (“UCC”), its successors and assigns, in support of certain obligations more particularly described as follows:
SECURITY AGREEMENTSecurity Agreement • January 11th, 2008 • Tullys Coffee Corp • Retail-eating places • Washington
THIS SECURITY AGREEMENT (the “Security Agreement”) is made as of December 28, 2007, by Tully’s Coffee Corporation, a Washington corporation (“Tully’s”) and Tully’s Coffee Asia Pacific, Inc., a Nevada Corporation (“TCAP”) (collectively and severally the “Grantor”) in favor of UCC Ueshima Co. Ltd., a Japanese corporation (“UCC”).
