THIS AGREEMENT, dated and effective as of May 15th, 2001, by and between ORIGINAL BEVERAGE
CORPORATION, (hereinafter referred to as "Reed's"), a Florida corporation located at 28926 Boniface Drive,
Malibu, California, and THE LION BREWERY, INC., (hereinafter referred to as "The Lion"), a Pennsylvania
corporation, located at 700 N. Pennsylvania Avenue, Wilkes-Barre, Pennsylvania 18705.
W I T N E S S E T H :
WHEREAS, The Lion is engaged in the brewing, production and bottling of alcoholic malt and non-alcoholic
beverages at its production facility located in Wilkes-Barre, Pennsylvania (hereinafter referred to as "Plant"); and
WHEREAS, Reed's has certain rights to the use of trademarks and tradenames of products known as Reed's
Original Ginger Brews, Virgil's Root Beer and China Cola and Cherry Cola (hereinafter referred to as
"Products") as more fully set forth on Exhibit "A" hereto; and
WHEREAS, Reed's desires The Lion to brew/produce, bottle, and package the Products on its behalf (as well
as other such products as may be added from time to time).
NOW, THEREFORE, in consideration of the terms, conditions, agreements and covenants contained herein, the
parties hereto intending to be legally bound agree as follows:
The Lion shall brew/produce, bottle and package such quantities under the trademark as Reed's may specify
from time to time in accordance with Article II hereof.
Reed's grants to The Lion the limited right to use its corporate name solely for purposes of bottling and
registration of the Products. This right is limited in duration to the duration of this Agreement or any extension
hereof. Reed's agrees to furnish The Lion in writing with the formulations, process descriptions, packaging
specifications and related technical information necessary for the fulfillment of this Agreement. This information is
considered to be trade secrets of Reed's and shall remain the exclusive property of the Reed's. The Lion agrees
to keep the inf