dated as ofCredit Agreement • March 5th, 1998 • Vlasic Foods International Inc • New York
1 EXHIBIT 1.1 VLASIC FOODS INTERNATIONAL INC. 10 1/4% SENIOR SUBORDINATED NOTES DUE 2009 PURCHASE AGREEMENTPurchase Agreement • August 18th, 1999 • Vlasic Foods International Inc • Food and kindred products • New York
BY AND AMONGAsset Purchase Agreement • April 9th, 2001 • Vlasic Foods International Inc • Food and kindred products • Delaware
BY AND AMONGAsset Purchase Agreement • February 5th, 2001 • Vlasic Foods International Inc • Food and kindred products • Delaware
EXHIBIT 10.6Credit Agreement • October 20th, 1998 • Vlasic Foods International Inc • Food and kindred products • New York
2- 3 c. If on any Purchase Date the Administrative Agent does not make the requested Borrowing of New Revolving Loans available to the Company, the Administrative Agent shall, as provided in the Participation Agreement, promptly make available to the...Escrow Agreement • August 22nd, 2000 • Vlasic Foods International Inc • Food and kindred products • New York
i- 3 4.3 Validity of Contemplated Transactions............. 31 4.4 Finder's Fees..................................... 32 4.5 Litigation........................................ 32 4.6 Financing......................................... 32 4.7 Supply...Stock Purchase Agreement • January 4th, 2000 • Vlasic Foods International Inc • Food and kindred products • New Jersey
EFFECTIVE AS OF MARCH 30, 1998 2 FOODSERVICE SUPPLY AGREEMENTSupply Agreement • April 3rd, 2000 • Vlasic Foods International Inc • Food and kindred products • New Jersey
VLASIC FOODS INTERNATIONAL INC.Vlasic Foods International Inc • March 5th, 1998 • New Jersey
WAIVER NO. 3 UNDER AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 15th, 2000 • Vlasic Foods International Inc • Food and kindred products • New York
1 EXHIBIT 20.1 FOODSERVICE SUPPLY AMENDMENT AGREEMENT THIS IS A FOODSERVICE SUPPLY AMENDMENT AGREEMENT dated as of March 24, 2000 (hereinafter "Amendment Agreement"), by and between Campbell Soup Company, a New Jersey corporation (hereinafter,...Agreement • April 3rd, 2000 • Vlasic Foods International Inc • Food and kindred products
Exhibit 9.1 MAJOR STOCKHOLDERS' VOTING TRUST AGREEMENT ------------------------------------------ 1. Creation of Trust. The stockholders listed on Exhibit A hereto ------------------ (the "Stockholders") of Campbell Soup Company, a New Jersey...Voting Trust Agreement • March 5th, 1998 • Vlasic Foods International Inc • New Jersey
AMENDMENT NO. 2 AND WAIVER NO. 5 UNDER AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 22nd, 2000 • Vlasic Foods International Inc • Food and kindred products • New York
W I T N E S S E T H :Credit Agreement • June 30th, 2000 • Vlasic Foods International Inc • Food and kindred products • New York
VLASIC FOODS INTERNATIONAL INC. 10 1/4% SENIOR SUBORDINATED NOTES DUE 2009 EXCHANGE AND REGISTRATION RIGHTS AGREEMENTRights Agreement • August 18th, 1999 • Vlasic Foods International Inc • Food and kindred products • New York
EXHIBIT 2.1 FORM OF SEPARATION AND DISTRIBUTION AGREEMENTSeparation and Distribution Agreement • March 5th, 1998 • Vlasic Foods International Inc • New Jersey
VLASIC FOODS INTERNATIONAL INC.Vlasic Foods International Inc • March 5th, 1998
TRUST AGREEMENTTrust Agreement • June 8th, 1999 • Vlasic Foods International Inc • Food and kindred products • New Jersey
Section 1.2 Effect of Amendment. The parties acknowledge and agree that this Amendment is limited solely for the purposes and to the extent expressly set forth herein, and except as expressly modified hereby, this Amendment shall not be deemed to be...The Asset Purchase Agreement • June 6th, 2001 • Vlasic Foods International Inc • Food and kindred products • Delaware
1 EXHIBIT 2.1 AMENDMENT TO THE STOCK PURCHASE AGREEMENT ENTERED INTO AMONG ALIGAR, INC. AND CARGAL, INC. AND SWIFT ARMOUR HOLDINGS CO. ON APRIL 28, 1999 This amendment agreement (the "Amendment") modifies the Stock Purchase Agreement entered into...The Stock Purchase Agreement • August 16th, 1999 • Vlasic Foods International Inc • Food and kindred products
ARTICLE I DEFINITIONS SECTION 1.1 DEFINITIONS. As used in this Agreement (including the introduction and Background section hereof), the following definitions apply (such meanings to be equally applicable to both the singular and plural focus of the...Sharing and Indemnification Agreement • March 5th, 1998 • Vlasic Foods International Inc • New Jersey
1 EXHIBIT 10.2 AMENDMENT NO. 1 TO AMENDED AND RESTATED CREDIT AGREEMENT AMENDMENT dated as of June 9, 1999 to the Amended and Restated Credit Agreement dated as of September 30, 1998 (the "CREDIT AGREEMENT") among VLASIC FOODS INTERNATIONAL INC. (the...Credit Agreement • June 8th, 1999 • Vlasic Foods International Inc • Food and kindred products • New York
2- 2 Notwithstanding anything contained in this Agreement to the contrary, no failure to perform by the Executive after a Notice of Termination is given by the Executive shall constitute Cause for purposes of this Agreement.Severance Protection Agreement • October 18th, 2000 • Vlasic Foods International Inc • Food and kindred products • New Jersey
1 EXHIBIT 10.13 SEVERANCE PROTECTION AGREEMENT THIS AGREEMENT is made as of the 22nd day of June, 1998, by and between Vlasic Foods International Inc. (the "Company") and Robert F. Bernstock (the "Executive"). WHEREAS, the Board of Directors of the...Severance Protection Agreement • October 20th, 1998 • Vlasic Foods International Inc • Food and kindred products • New Jersey
August 18, 1999 EXCHANGE AGENCY AGREEMENT The Bank of New York Corporate Trust Trustee Administration 101 Barclay Street - 21st Floor New York, New York 10286 Ladies and Gentlemen: Vlasic Foods International Inc. (the "Company") proposes to make an...Exchange Agency Agreement • August 18th, 1999 • Vlasic Foods International Inc • Food and kindred products • New York
1 EXHIBIT 10.24 INCENTIVE COMPENSATION AGREEMENT THIS AGREEMENT is made effective as of the 11th day of August, 2000, by and between Vlasic Foods International Inc. (the "Company") and Robert F. Bernstock (the "Executive"). WHEREAS, the Company...Incentive Compensation Agreement • October 18th, 2000 • Vlasic Foods International Inc • Food and kindred products • New Jersey
EXHIBIT 10.3 FORM OF SWANSON TRADEMARK LICENSE AGREEMENT (U.S.) -------------------------------------------------- THIS IS A TRADEMARK LICENSE AGREEMENT, dated as of ________, 1998 (this AGREEMENT), by and between CSC Brands, Inc., Campbell Place,...License Agreement • March 5th, 1998 • Vlasic Foods International Inc
EXHIBIT G AMENDMENT TO MAJOR STOCKHOLDERS VOTING TRUST AGREEMENT EXTENSION OF TERM OF MAJOR STOCKHOLDERS' VOTING TRUST The Major Stockholders' Voting Trust, under a Trust Agreement (the "Agreement") dated as of June 2, 1990 as amended April 3, 1991...Vlasic Foods International Inc • October 18th, 2000 • Food and kindred products
1 Exhibit 10.1 MID-CAREER HIRE PENSION AGREEMENT This is an AGREEMENT dated March 30, 1998 ("Agreement"), by and between VLASIC FOODS INTERNATIONAL INC. ("Company") and ROBERT F. BERNSTOCK ("Bernstock"). SECTION 1. PURPOSE The purpose of the Agreement...Career Hire Pension Agreement • June 16th, 1998 • Vlasic Foods International Inc • Food and kindred products • New Jersey
MASTER LOAN PARTICIPATION AGREEMENT dated as of August 2, 2000 among The DF Participants Party Hereto, The Participating Banks Party Hereto, and Morgan Guaranty Trust Company of New York, as Administrative AgentMaster Loan Participation Agreement • August 22nd, 2000 • Vlasic Foods International Inc • Food and kindred products • New York
EXHIBIT 10.2 FORM OF BENEFITS SHARING AGREEMENTBenefits Sharing Agreement • March 5th, 1998 • Vlasic Foods International Inc • New Jersey
RECITALS:Asset Purchase Agreement • June 6th, 2001 • Vlasic Foods International Inc • Food and kindred products • Delaware
EXHIBIT 10.1 FORM OF TRANSITION SERVICES AGREEMENT ------------------------------------- THIS IS A TRANSITION SERVICES AGREEMENT, dated as of March ___, 1998 (the AGREEMENT), between Campbell Soup Company, a New Jersey corporation (SUPPLIER), and...Transition Services Agreement • March 5th, 1998 • Vlasic Foods International Inc • New Jersey
Background ----------Technology Sharing Agreement • March 5th, 1998 • Vlasic Foods International Inc
1 EXHIBIT 10.23 CONFIDENTIAL INFORMATION AND NON-COMPETITION AGREEMENT THIS AGREEMENT is made as of the 11th day of August, 2000 between Vlasic Foods International Inc. (the "Company") and Robert F. Bernstock (the "Executive"). WHEREAS, Executive and...Confidential Information and Non-Competition Agreement • October 18th, 2000 • Vlasic Foods International Inc • Food and kindred products • New Jersey
