Registration of Securities by a Small-Business Issuer — Form SB-2
Filing Table of Contents
Document/Exhibit Description Pages Size
1: SB-2 Registration of Securities by a Small-Business 87 327K
Issuer
2: EX-1.1 Underwriting Agreement 28 132K
3: EX-1.2 Form of Lock-Up Agreement 2 16K
4: EX-1.3 Master Agreement Among Underwriters 10 58K
5: EX-1.4 Selected Dealers Agreement 7 30K
6: EX-3.1 Articles of Incorporation of Pci 3 19K
7: EX-3.2 By-Laws, as Amended of Pci 17 65K
8: EX-3.3 Certificate of Incorporation 36 151K
9: EX-4.1 Pages From Articles of Incorporation and Bylaws 8 35K
10: EX-4.2 Specimen Common Stock Certificate 1 9K
11: EX-4.3 Underwriter's Common Stock Purchase Warrant 11 42K
12: EX-4.4 Investment Banking Agreement 7 50K
13: EX-4.5 Letter of Intent Dated March 31, 1997 5 29K
14: EX-4.6 Form of Subscription to Acquire Warrants 20 76K
15: EX-9.1 Shareholders and Voting Agreement 27 76K
16: EX-10.1 Business Loan Agreement 8 54K
22: EX-10.12 Endorsement Agreement 05/01/97 6 31K
23: EX-10.13 Standard Sublease 53± 210K
24: EX-10.14 Agency Relationship Agreement 2 14K
25: EX-10.16 Business Consulting Agreement 2± 14K
26: EX-10.17 Employment Agreement With Steven A. Lambrecht 8 44K
27: EX-10.18 Employment Agreement With Greg P. Lambrecht 9 47K
28: EX-10.19 Employment Agreement With Colin A. Jones 9 46K
17: EX-10.2 Asset Purchase Agreement 12/31/96 21 60K
29: EX-10.21 Settlement & Full Release of Equity 34 143K
30: EX-10.22 Stock Sales Agreement 06/20/97 4 22K
18: EX-10.3 Asset Purchase Agreement 12/31/96 21 61K
19: EX-10.4 Promissory Note Between C. Jones and Pci 2 16K
20: EX-10.5 Promissory Note Between G. Lambrecht and Pci 2 16K
21: EX-10.6 Management Agreement 01/01/97 4 24K
31: EX-11.1 Computation of Earnings Per Share 1 9K
32: EX-16.1 Response Letter From Semple & Cooper, LLP 1 11K
33: EX-21.1 Subsidiary List 1 9K
34: EX-27.1 Financial Data Schedule 1 12K
EX-10.14 — Agency Relationship Agreement
| EX-10.14 | 1st Page of 2 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
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March 12, 1997
RE: Establishment of Agency Relationship for the purpose of collecting your
accounts where sales were made to members of SuperValu, Inc.
Your company, PCI has been or is requesting to sell merchandise to members of
SuperValu, Inc. Under the drop shipment plan; the merchandise will be sold by a
PCI sales representative to the various members and delivered directly to the
member from your plants, warehouse or other depots without being handled by
SuperValu, Inc.
As part of this program, PCI has advised SuperValu as to the details of such
sales and SuperValu has collected the amount of the sales price for your
accounts. It is the purpose of this letter to formally state the nature of our
contract relationship for the purposes of our respective files.
The normal procedure to be followed in respect to drop shipment accounting has
been and will be as follows:
(a) All original invoices are to be mailed to SuperValu once a week, attn.
dsd Associate. To: PO Box 2237 Tacoma WA 98401.
(b) You will accumulate the invoices evidencing the sales to the several
members stores which will be mailed to SuperValu with a summary sheet
listing the store name, store number, the amount of such invoice,
invoice number and the grand total at the bottom of the summary sheet.
(c) It is definitely understood that this billing arrangement will not
change PCI selling prices to our member stores except when there is a
market price change.
(d) SuperValu will undertake to collect the amounts of the invoices
forwarded to it from the respective purchasing members and remitted ten
(10) days from receipt of invoice.
(e) Terms: Deduct 2% Net 10 days
(f) A 3% rebate will be paid for all sales when Super Value sales reach
$50,000 annually.
It is expressly understood that you will not, under this program be selling any
product directly to SuperValu, and that SuperValu does not guarantee any of the
accounts of its members. The sole obligation of SuperValu is to make its best
efforts to effect the collection of such accounts in conjunction with the sale
of merchandise by SuperValu to its respective members. In the event we, under
this program, at any time remit to you for any accounts billed to members which
prove to be uncollectable, you will, upon being advised, reimburse SuperValu for
the amount advanced by SuperValu. PCI will thereafter be free to proceed in a
manner to collect your account from the defaulting member.
So that our records will be complete, we respectfully request that you indicate
your acceptance hereof where designated on the copy of this letter which is
enclosed.
This agreement supersedes all prior agreements, oral or written. All prior
agreements shall be null and void. SuperValu retains the right to withdraw from
any agreement made with Premium Cigars International at any time upon giving a
30 day written notification.
Sincerely,
Super Value, Inc.
BY: /s/ Steve T. Byrd
----------------------
ITS:
Accepted this 8 day of 5, 1997.
COMPANY NAME: Premium Cigars International
-------------------------------
By: Marilyn Pierson
--------------------
Dates Referenced Herein
| Referenced-On Page |
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| This ‘SB-2’ Filing | | Date | | First | | Last | | | Other Filings |
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| |  |
| Filed on: | | 6/25/97 | | | | | | | None on these Dates |
| | 3/12/97 | | 1 |
| List all Filings |
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