1. S&P of Macon, Inc. ("S&P") has purchased substantially all of the
assets of BFA pursuant to that certain Assets Purchase Agreement of even date
(the "Purchase Agreement"), and BFA has financed the payment of the purchase
price for such assets by accepting from S&P a promissory note (the "Assets
Note") of even date in the principal amount of $300,000 (the "Assets Loan").
2. Silvernail was a long-term employee of Guarantor prior to the
consummation of the transactions described in the Purchase Agreement. Guarantor
desires continuity in the Macon, Georgia market by way of a sale to an
experienced operator like Silvernail, with an opportunity, in consideration of
this Guaranty, to reclaim the Macon, Georgia operations in the event of a
default by the Silvernails (or either of them) or S&P to Lender. Guarantor has a
substantial interest in assisting Silvernail in acquiring the Krispy Kreme
franchise subject to the Purchase Agreement, and Silvernail has caused the
incorporation of S&P (and the Silvernails own all the issued and outstanding
stock thereof) to acquire the operating assets of such franchise and to
thereafter operate the same.
1. S&P of Macon, Inc. ("S&P") has purchased substantially all of the
assets of BFA pursuant to that certain Assets Purchase Agreement of even date
(the "Purchase Agreement"), and BFA has financed the payment of the purchase
price for such assets by accepting from S&P a promissory note (the "Assets
Note") of even date in the principal amount of $300,000 (the "Assets Loan").
2. Silvernail was a long-term employee of Guarantor prior to the
consummation of the transactions described in the Purchase Agreement. Guarantor
desires continuity in the Macon, Georgia market by way of a sale to an
experienced operator like Silvernail, with an opportunity, in consideration of
this Guaranty, to reclaim the Macon, Georgia operations in the event of a
default by the Silvernails (or either of them) or S&P to Lender. Guarantor has a
substantial interest in assisting Silvernail in acquiring the Krispy Kreme
franchise subject to the Purchase Agreement, and Silvernail has caused the
incorporation of S&P (and the Silvernails own all the issued and outstanding
stock thereof) to acquire the operating assets of such franchise and to
thereafter operate the same.
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