Allonge to Common Stock Purchase Warrant between Briazz, Inc. and Laurus Master Fund, Ltd. (February 2003)

Summary

This agreement amends a previous warrant allowing Laurus Master Fund, Ltd. to purchase 250,000 shares of Briazz, Inc. common stock. The purchase price is set at $0.10 per share. Laurus cannot exercise the warrant until either June 30, 2003, or the closing of an investment in Briazz, Inc. by Deutsche Bank or its affiliates, whichever comes first. No other changes are made to the original warrant. The amendment is signed by both parties in February and March 2003.

EX-10.27 11 v88005exv10w27.txt EXHIBIT 10.27 Exhibit 10.27 ALLONGE TO WARRANT DATED JUNE 18, 2002 Reference is hereby made to the Common Stock Purchase Warrant dated June 18, 2002 (the "Warrant") granting Laurus Master Fund, Ltd. ("Laurus") the right to purchase of 250,000 shares of common stock of Briazz, Inc., a Washington corporation (the "Company"), with principal offices located at 3901 7th Avenue South, Suite 200, Seattle, WA 98108. The Company and Laurus hereby agree to amend the Warrant in accordance with the following terms: 1. The Purchase Price, as defined in the Warrant, shall be $.10; 2. Section 1.1 of the Warrant shall be amended by adding the following to the end of such Section 1.1: "Notwithstanding the foregoing, the Holder shall not be permitted to exercise this Warrant until the earlier of (i) June 30, 2003 or (ii) the closing on an investment in the Company by Deutsche Bank, or any of its affiliates." 3. There are no other modifications to the Warrant. Dated: February 26, 2003 BRIAZZ, INC. By: /s/ Victor D. Alhadeff -------------------------------- Name/Title: Victor D. Alhadeff, CEO ------------------------ Dated: March 4, 2003 ----------------------------- AGREED AND ACCEPTED: LAURUS MASTER FUND, LTD. By: /s/ David Grin --------------------------------