EXHIBIT 10.19 [Bradstone Equity Partners, Inc.] September 2, 1997 William H.W. Atkinson Caring Products International Inc. Suite 200 200 First Avenue West Seattle, WA 98109 Dear Bill, In anticipation of your Company's financial requirements for the period ending April 1, 1998 and in light of your need to file your Company's registration statement as quickly as possible, Bradstone Equity Partners, Inc. ("Bradstone") agrees to fund Caring Products International Inc. ("Caring Products") for any cash shortfalls it might incur up to April 1, 1998. These infusions of capital would be in addition to the existing loans and guarantees presently in place between our two companies: - US$1.25 million term loan, as amended August 7, 1997 - S$2.50 million guarantee of a US$2.50 million credit facility with the Toronto Dominion Bank, as amended August 7, 1997. It is understood and agreed that this additional infusion of capital would be necessary if, and only if, your company's proposed public underwriting with Paulson Investment Corporation is not completed in an amount and time sufficient to meet your cash shortfalls up to April 1, 1998. This additional infusion of capital by Bradstone will not exceed US$1.25 million. Such proceeds would be funded on the same terms as the existing US$1.25 million term loan between Bradstone and Caring Products, as amended August 7, 1997. If these additional funds are required, Caring Products agrees, in addition to the existing loan and guarantee covenants already in place, to take the following steps: 1. Appoint Alex Blodgett or other designate of Bradstone to the Board of Directors of Caring Products; 2. Begin immediately to prepare a mutually acceptable survival business program to insure the continued operations of the Company. This plan would be agreed upon by Bradstone and Caring Products on or before December 31, 1997; [Bradstone Equity Partners, Inc.] 3. All cheques written by the Company must be co-signed by Bradstone, which signatures will not be unduly withheld, so Caring Products can meet its obligations as they become due; 4. The company will immediately pursue additional sources of financing with the assistance of Bradstone. If you are in agreement with the above terms, please sign all three copies and return to us for signature. Each party to this irrevocable agreement acknowledges that they have the authority to enter into this agreement without additional approvals and do so after completion of any due diligence considered necessary by each party. Yours truly, /s/ Alex W. Blodgett /s/ William H.W. Atkinson - ---------------------------------------- ---------------------------------- Alex W. Blodgett William H.W. Atkinson Director Chairman & C.E.O. Bradstone Equity Partners, Inc. Caring Products International Inc.