Exhibit 10.3
DISTRIBUTORSHIP AGREEMENT
THIS DISTRIBUTORSHIP AGREEMENT (“Agreement”) is entered into as of this 23 rd day of
January, 2003, by and between Don Marcos Trading Co., a Florida corporation, (“Distributor”) and Don
Marcos Coffee Company, S.A., a Costa Rica corporation (“Supplier”). Distributor and Supplier may sometimes
be referred to individually as the “Party” and collectively as the “Parties.”
RECITALS
WHEREAS, Supplier is engaged in the manufacture, production, and supply of coffee (the “Products”)
and desires to grant Distributor the exclusive right to sell and distribute the Products within the Territory (as
defined in Section 1.02) on the terms and conditions set forth below; and
WHEREAS, Distributor possesses the ability to promote the sale of the Products and desires to
develop demand for and sell the Products within the Territory; and
WHEREAS, Supplier is the owner of all right, title, and interest in and to the trademark “Don
Marcos,” (the “Mark”), as more fully defined below; and
WHEREAS, Distributor desires to acquire, in accordance with the terms and conditions of this
Agreement the exclusive license to use the Mark as set forth below.
NOW THEREFORE, in consideration of the foregoing Recitals which are incorporated into the
operative provisions of this Agreement by this reference, and for other good and valuable consideration, the
receipt and adequacy of which are hereby acknowledged, the Parties hereto agree as follows:
ARTICLE 1.
GRANT OF DISTRIBUTION RIGHTS
1.01
Exclusive Grant . On the terms and subject to the conditions contained herein, Supplier
hereby grants to Distributor the exclusive right to sell and distribute Products in the Territory. Distributor accepts
the appointment to market, sell, and distribute Products in the Territory, and shall use its best efforts to promote
the sale and distribution of Products in the Territory. During the term of this Agreement, Supplier shall not, either
directly or indirectl