EXHIBIT 10.16
TERMINATION OPTION AGREEMENT
AGREEMENT MADE this 19th day of July, 2000, between REU-DOM INVESTMENTS AND
HOLDINGS, INC. d/b/a WORLD CLASS BEER IMPORTS ("WCBI") and CUIDAO IMPORTS,
CUIDAO HOLDING CORPORATION and CUIDAO (USA) IMPORT COMPANY, INC. (collectively
referred to as "CUIDAO") and REUBIN SHARE ("SHARE"), as follows:
R E C I T A L S:
WHEREAS, WCBI and CUIDAO have entered into an Exclusive Sales/Marketing
Agreement, which provides that CUIDAO shall be the exclusive seller and marketer
of WCBI's assigned brands; and,
WHEREAS, SHARE, who is a principal of WCBI, and CUIDAO have entered into an
Service Agreement, whereby SHARE will serve in the capacity of president of the
CUIDAO Beer Division; and*,
WHEREAS, the parties recognize and acknowledge that the relationship between
SHARE and WCBI is such that in the event either the Exclusive Sales/Marketing
Agreement or the Service Agreement is prematurely terminated or is deemed by one
of the parties not to be beneficial and satisfactory, then the other agreement
is also likely to be unsatisfactory to the dissatisfied party; and,
WHEREAS, since the parties acknowledge the inter-relationship and
interdependence of the two agreement s upon one another;
NOW THEREFORE in consideration of the covenants and considerations contained
herein the parties agree as follows:
1 The Service Agreement and the Exclusive Sales/Marketing Agreement are deemed
by the parties to be interrelated and interdependent.
2 In the event either the Exclusive Sales/Marketing Agreement or the Service
Agreement is terminated by either party, whether due to an alleged breach of the
agreement of for any other reason whatsoever, then and in that event, either
party, at their option, may also terminate the other agreement, so that neither
agreement shall remain in force or effect and there shall be no further binding
obligations between the respective parties.
3. Nothing herein contained is intended to require that the termination of one
of the agreements shall also automatically constitute a termination of the other
agreement, provided both parties agree to the continuation of the surviving
agreement.
4. The rights, duties, privileges and obligations set forth in each of the
respective agreements, each of which is attached hereto, are incorporated into
this agreement in all respects.
5. In the event of a termination of either of the respective agreements, all
brands for which WCBI has obtained marketing rights, all such rights and
privileges shall revert back to WCBI.
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IN WITNESS WHEREOF, the parties set forth their hands and seals on the date
first above-written.
WORLD CLASS BEER IMPORTS, INC. CUIDAO IMPORTS, CUIDAO HOLDING
CORPORATION and CUIDAO (USA)
IMPORT COMPANY, I NC.
By: Reubin Share By: /s/ C. Michael Fisher
- ------------------------------- -------------------------------
Its: President & CEO Its: President
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