Exhibit 10.63
[LOGO] ANHEUSER-BUSCH, INC.
March 1, 2007
Mr. Rodney C. Sacks
Chairman and Chief Executive Officer
Hansen Beverage Company
1010 Railroad Street
Corona, CA 92882
LETTER AGREEMENT
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Re:
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Amended and Restated Monster Beverages Off-Premise
Distribution Coordination Agreement signed on August 10, 2006 and
deemed effective May 8, 2006 (the "Monster Off- Premise
Coordination Agreement") between Hansen Beverage Company ("Hansen")
and Anheuser-Busch, Incorporated ("AB")
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Dear Mr. Sacks:
This Letter Agreement is intended to evidence
Hansen's and AB's mutual agreement to amend and clarify certain
terms of the Monster Off-Premise Coordination Agreement.
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1.
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The following is added as Section 27 to the Monster
Off-Premise Coordination Agreement:
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27.1.
Hansen records that as of September 30, 2006 it
maintained the following types and amounts of insurance ("Current
Insurance"):
A.) Commercial General Liability insurance with
Product Liability coverage for the sale of products in an amount of
$1,000,000 each occurrence and $2,000,000 in the
aggregate.
B.) Umbrella Liability insurance which provides
excess coverage to the insurance outlined in A above in an amount
of $20,000,000 each occurrence and $40,000,000 in the
aggregate.
27.2.
Hansen agrees that during the term of this Agreement
it will use reasonable commercial efforts to maintain in effect
policies of insurance with reasonably comparable terms and benefits
to the Current Insurance provided, however, that Hansen is able to
procure and maintain such insurance at comparable cost and
premiums, and on terms and with benefits that are comparable to the
Current Insurance. Notwithstanding the foregoing and in addition
thereto, Hansen shall be entitled to alter the types and/or terms
and/or reduce the benefits of the insurance to such levels as
Hansen reasonably determines are commercially reasonable or
appropriate in the circumstances and which may include, without
limitation, a drop in Hansen sales levels or a change in financial
conditions but to no
Mr. Rodney C. Sacks
Hansen Beverage Company
March 1, 2007
Page 2
less Product Liability insurance coverage than
$10,000,000 each occurrence and $20,000,000 in the aggregate (the
"Reduced Minimum Insurance"), provided that the insurance premium/s
payable by Hansen for the Reduced Minimum Insurance at any tune
(including without limitation any additional premium/s that may be
necessary to provide all material terms and benefits, including
without limitation the applicable deductible and excess
requirements and coverage benefits that are provided under the
Current Insurance), do not exceed 50% of the premium/s payable with
respect to the Current Insurance multiplied by a fraction of the
nominator of which is Hansen's net income during the twelve (12)
month period ended on the last day of the calendar month preceding
the proposed insurance policy/ies effective date and the
denominator is Hansen's net income for the 2006 calendar
year.
27.3.
Hansen agrees to procure that the insurers of the
policies of insurance maintained in accordance with this Section 27
shall issue to A
