EXHIBIT 10.11
▇▇▇▇▇▇▇ FOODS, INC.
▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
March 22, 2007
▇▇▇▇ ▇. ▇▇▇▇▇▇▇
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇.
▇▇▇▇▇▇▇ Foods, Inc.
▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇
Re: Conveyance of Ownership Interests in
Allison's Gourmet Kitchens, LP
Gentlemen:
This letter sets forth the agreement between ▇▇▇▇▇▇▇ Foods, Inc., and
▇▇▇▇ ▇. ▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇., who own the following limited
partnership interests in Allison's Gourmet Kitchens, LP, an Oklahoma limited
partnership:
48% ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
12% ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇.
Each individual agrees to transfer all of such interest in Allison's
Gourmet Kitchens, LP to ▇▇▇▇▇▇▇ Foods, Inc. for the purchase price of $1.00,
subject to the condition that the public offering for an amount of at least $14
million underwritten by ▇▇▇▇▇▇▇ Investment Co. as outline in the Letter of
Intent dated May 8, 2006 between ▇▇▇▇▇▇▇ Investment Company, Inc. and ▇▇▇▇▇▇▇
Foods, Inc. be completed by May 15, 2007. The transfer will be made
simultaneously with the closing of the public offering.
Please confirm your agreement by signing below and returning a copy of
▇▇▇▇▇▇▇ Foods, Inc. at your early convenience.
Very truly yours,
▇▇▇▇▇▇▇ FOODS, INC.
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇, President
Accepted and agreed:
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇.
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▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇., an individual
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇, an individual
cc: ▇▇▇▇ ▇▇▇▇▇▇