Sample Business Contracts

Royalty Agreement - Hansen's Juices Inc. and Hansen's Juice Creations

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Law Offices


8383 Wilshire Boulevard, Suite 828
Beverly Hills, California 90211

May 14, 1996

Hansen's Juice Creations
11777 San Vicente Boulevard Suite 860
Los Angeles, California 90049

RE: Royalty Agreements


         Enclosed  you will find the  executed  Operating  Agreement of Hansen's
Juice  Creations,  Limited  Liability  Company and the Royalty  Agreements  from
Hansen's  Juices,  Inc.  regarding  the fresh juice  royalties and from Hansen's
Trust regarding all other products to be sold by Hansen's Juice Creations.

         This  letter is to  specifically  set forth the  understanding  of both
Hansen's  Juices,  Inc. and Hansen's Trust regarding the Royalty  Agreements and
what  products  are  covered   therein  and  conditions  the  enclosed   Royalty

         I.  Regarding Hansen's Juices, Inc. it is the understanding of Hansen's
             Juices,  that all juice  products,  i.e.,  fresh  juice,  juices in
             bottles, drinks prepared as a fresh juice drink from bag in the box
             and any other juice  product  which is sold by  Hansen's  Creations
             will be covered  by the  Royalty  Agreement.  This is the case even
             though the Royalty Agreement  particularly sets forth the statement
             that the product is fresh juice and fresh juice product.

2.            That any and all other  products  sold by the Hansen's  Creations,
              i.e.,  coffee,  baked  goods,  spreads,  candy  bars,  any product
              purchased from any third party,  whether with the Hansen's name or
              not,  sold  through the  Hansen's  Creations or any store owned or
              operated by Hansen's  Creations and any other person will bear the
              one percent (1%) royalty to the Hansen's Trust.

         If this  truly  sets  forth our  understanding  of all of the  parties,
please  execute a copy of this letter and return it to this office.  Said letter
will become a part of the Royalty Agreements which are included herein.


/s/ Burton S. Rosky
Rosky, Landau, Stahl & Sheehy

cc:      Hansen's Juices, Inc.
         Christensen, White, Miller, Fink, Jacobs
            Glaser & Shapiro, LAP


Dated:                              , 1996                    Timothy Kane
Dated:                              , 1996                    Harvey Laderman


dated April 26, 1997

THE ROYALTY  AGREEMENT  dated April 26, 1996,  by and between  Hansen's  Juices,
Inc., a California corporation as "LICENSOR" and Hansen's Juice Creations,  LLC,
as "LICENSEE" is hereby amended to provide that notwithstanding  anything to the
contrary in the Royalty Agreement dated April 26, 1996:

                  1. Notwithstanding anything in this Amendment to the contrary,
         Licensor  shall be permitted  to continue to sell  without  restriction
         pre-bottled  juices.  Further,  Licensor  shall  have the right to sell
         non-bottled  fresh or frozen fruit,  fresh juices  ("fresh juice" shall
         have the same  meaning  as defined in  Paragraph  10.02 of the  annexed
         Agreement of Purchase and Sale of Membership Interest) and smoothies to
         any entity so long as  Licensor  does not have  reason to know that the
         purchaser of such product(s) intends to use such product(s) in a Taylor
         machine or similar machine.

                  2. LICENSEE shall have the exclusive right to supply:

a.                             any and all non pre-bottled juices or juice based
                               drinks  that are  sold  under  the  "Hansen's(R)"
                               Tradename or  designation  whereby such juices or
                               juice-based   drinks  are  supplied  in  bulk  or
                               blended  on-site and are  dispensed  into cups or
                               containers,  rather  than  the  sale  of  bottled
                               drinks  that  are   pre-bottled   at   LICENSOR'S
                               facility; and

b.                             any and all  fresh or frozen  fruit,  non-bottled
                               fresh  or  frozen  juices,   juice   ingredients,
                               smoothies  or  any   non-bottle'  or  pre-bottled
                               custom-blended juice-based product sold under the
                               Hansen's  tradename or any other tradename to the
                               extent that said  product or products are for use
                               in a Taylor machine or similar machine.

         3.  LICENSEE  shall  purchase  all  of  its  requirements  for  juices,
             smoothies and purees, and all ingredients thereof, from LICENSOR to
             the extent such  products are intended for use in a Taylor  machine
             or  similar  machine.  Such  purchases  shall be made on terms  and
             conditions which are no less favorable to LICENSEE (including as to
             price,  quality and payment  terms) than the most  favorable  terms
             available  to an  independent  third party.  In addition,  LICENSOR
             agrees  to  sell  all  such  products  that  LICENSEE  may  need in
             accordance  with the terms  described  in this  section;  provided,
             however,  that  LICENSOR  shall  have no  obligation  to develop or
             create new products for LICENSEE.

IN WITNESS  WHEREOF.  the parties hereto have executed this Agreement as of this
9th day of May 1997.

                   The Fresh Juice Company of California, a Delaware corporation
                             By: /s/ Jeff Heavirland
                              Name: Jeff Heavirland
                                                                 Title: PRES/CEO

                            Hansen's Juice Creations, Limited Liability Company,
                                          a California limited liability company
                             By: /s/ Harvey Laderman
                                                            Chairman and Manager