AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 5th, 2018 • Habit Restaurants, Inc. • Retail-eating places • California
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”), which was originally made and entered into as of July 1, 2015 by and among The Habit Restaurants, LLC, a Delaware Limited Liability Company (the “Company”), The Habit Restaurants, Inc. (“Parent”), and Ira Fils (the “Executive”), is hereby further amended and restated in its entirety as of July 1, 2018 (“Amendment Date”).
THE HABIT RESTAURANTS, LLC A Delaware Limited Liability Company FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of November 25, 2014Limited Liability Company Agreement • March 12th, 2015 • Habit Restaurants, Inc. • Retail-eating places • Delaware
This FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of The Habit Restaurants, LLC (the “Company”), dated and effective as of November 25, 2014 (this “Agreement”), is adopted, executed and agreed to, for good and valuable consideration, by and among the Members (as defined herein).
TAX RECEIVABLE AGREEMENT among THE HABIT RESTAURANTS, INC. and its WHOLLY-OWNED SUBSIDIARIES, THE HABIT RESTAURANTS, LLC and EACH MEMBER OF THE HABIT RESTAURANTS, LLC LISTED ON ANNEX A Dated as of November 25, 2014Tax Receivable Agreement • March 12th, 2015 • Habit Restaurants, Inc. • Retail-eating places • Delaware
This TAX RECEIVABLE AGREEMENT (“Agreement”), dated as of November 25, 2014 and effective upon the consummation of the Recapitalization Transactions (as defined in the Recapitalization Agreement (as defined herein)) and prior to the IPO Closing, is hereby entered into by and among The Habit Restaurants, Inc., a Delaware corporation (“Corporate Taxpayer”), the wholly-owned Subsidiaries of Corporate Taxpayer, The Habit Restaurants, LLC, a Delaware limited liability company (“Habit LLC”) each LLC Unit Holder (as defined below), and each of the successors and assigns thereto.
LOAN AND SECURITY AGREEMENT Dated as of August 2, 2017Loan and Security Agreement • August 3rd, 2017 • Habit Restaurants, Inc. • Retail-eating places • New York
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) is dated as of August 2, 2017, among (i) THE HABIT RESTAURANTS, LLC, a Delaware limited liability company (“Borrower Agent” or the “Company”), and certain other Persons party to this Agreement from time to time as a borrower (together with the Borrower Agent, each a “Borrower” and, collectively, “Borrowers”), (ii) the Persons from time to time signatory hereto as guarantors, (iii) the financial institutions party to this Agreement from time to time as lenders (collectively, “Lenders”), and (iv) BANK OF THE WEST (“Bank of the West”), as administrative agent and collateral agent for the Lenders (in such capacity, together with its successors and permitted assigns in such capacity, “Agent”).
EMPLOYMENT AGREEMENTEmployment Agreement • October 16th, 2014 • Habit Restaurants, Inc. • Retail-eating places • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of August 18, 2008, by and between The Habit Restaurants, LLC, a Delaware Limited Liability Company (the “Company”), and Ira Fils (the “Executive”).
REGISTRATION RIGHTS AGREEMENT by and among The Habit Restaurants, Inc., Certain Stockholders of The Habit Restaurants, Inc. and Certain other parties hereto. Dated as of November 25, 2014Registration Rights Agreement • March 12th, 2015 • Habit Restaurants, Inc. • Retail-eating places • Delaware
This Registration Rights Agreement (this “Agreement”) is made as of November 25, 2014 by and among The Habit Restaurants, Inc., a Delaware corporation (the “Company”), KarpReilly Investments, LLC, a Delaware limited liability company (“KarpReilly”), and each Stockholder party hereto as listed on the signature pages to this Agreement or becomes a party hereto pursuant to Section 4.1 (each, individually, a “Stockholder” and together, the “Stockholders”).
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • November 5th, 2014 • Habit Restaurants, Inc. • Retail-eating places
This Indemnification Agreement (“Agreement”) is made and entered into as of this [—] day of [—], [—], by and between The Habit Restaurants, Inc., a Delaware corporation (the “Company” and together with its wholly-owned subsidiaries, the “Companies”), and [—] (“Indemnitee”).
5,000,000 Shares The Habit Restaurants, Inc. Class A Common Stock ($0.01 par value) PURCHASE AGREEMENTPurchase Agreement • November 18th, 2015 • Habit Restaurants, Inc. • Retail-eating places • New York
RECAPITALIZATION AGREEMENTRecapitalization Agreement • March 12th, 2015 • Habit Restaurants, Inc. • Retail-eating places • Delaware
This Recapitalization Agreement (this “Agreement”), dated as of November 19, 2014, is entered into by and among The Habit Restaurants, Inc., a Delaware corporation (“Habit”), The Habit Restaurants, LLC, a Delaware limited liability company (“Habit LLC”), and the Unit-holders of Habit LLC listed on the signature page hereto. The parties hereto are collectively referred to herein as the “Parties”.
AMENDED AND RESTATED TRADEMARK AND INTELLECTUAL PROPERTY LICENSE AGREEMENTTrademark and Intellectual Property License Agreement • October 7th, 2014 • Habit Restaurants, Inc. • Retail-eating places • California
THIS TRADEMARK AND INTELLECTUAL PROPERTY LICENSE AGREEMENT (this “Agreement”) is made as of July 31, 2007, by and among HABIT HOLDING COMPANY, LLC, a California limited liability company (“Licensor”), REICHARD BROS. ENTERPRISES, INC., a California corporation (“Licensee”), BRENT REICHARD and BRUCE REICHARD.
SECOND AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • November 5th, 2014 • Habit Restaurants, Inc. • Retail-eating places • California
THIS SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made as of the 31st day of October, 2014 by and between The Habit Restaurants, LLC, a Delaware limited liability company (the “Company”), and Russ Bendel (the “Executive”).
AMENDMENT NO. 2 TO FIFTH AMENDED & RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • May 4th, 2017 • Habit Restaurants, Inc. • Retail-eating places
This Amendment No. 2 (this “Amendment”) to the Fifth Amended and Restated Limited Liability Company Agreement, dated as of April 6, 2015, as amended on May 16, 2016 (as amended, the “LLC Agreement”), of The Habit Restaurants, LLC (the “Company”) is made and entered into as of March 22, 2017 by and among the signatories hereto. Capitalized terms not otherwise defined herein shall have the meanings assigned to such terms in the LLC Agreement.
AGREEMENT AND PLAN OF MERGER among YUM! BRANDS, INC., YEB NEWCO INC. and THE HABIT RESTAURANTS, INC. Dated as of January 5, 2020Merger Agreement • January 6th, 2020 • Habit Restaurants, Inc. • Retail-eating places • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of January 5, 2020 (this “Agreement”), among YUM! Brands, Inc., a North Carolina corporation (“Parent”), YEB Newco Inc., a Delaware corporation and wholly-owned Subsidiary of Parent (“Merger Sub”), and The Habit Restaurants, Inc., a Delaware corporation (the “Company”).
THE HABIT RESTAURANTS, LLC A Delaware Limited Liability Company FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of April 6, 2015Limited Liability Company Agreement • April 7th, 2015 • Habit Restaurants, Inc. • Retail-eating places • Delaware
This FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of The Habit Restaurants, LLC (the “Company”), dated and effective as of April 6, 2015 (this “Agreement”), is adopted, executed and agreed to, for good and valuable consideration, by and among the Members (as defined herein).
DRAFTSeverance Agreement • March 12th, 2020 • Habit Restaurants, Inc. • Retail-eating places • California
This letter agreement (this “Agreement”) sets forth the terms and conditions pursuant to which Habit Employment, LP (the “Company”) will provide you with severance benefits in the event that you experience a Qualifying Termination (as such term is defined below) after the date hereof. Following the date of this Agreement, the severance payments and benefits described in this Agreement will be the only severance payments or benefits that you will be entitled to in connection with a Qualifying Termination and you will not be entitled to any severance payments or benefits under the terms of any other agreement with the Company or any of its Affiliates or any plan, policy or program of the Company or any of its Affiliates.
THE HABIT RESTAURANTS, LLC Santa Barbara, CA 93101Management and Monitoring Agreement • October 16th, 2014 • Habit Restaurants, Inc. • Retail-eating places • New York
This letter confirms our understanding that The Habit Restaurants, LLC, a Delaware limited liability company (the “Company”), has engaged KarpReilly, LLC (“KarpReilly”) and F-Habit, LLC, a Delaware limited liability company (“Fleming” and together with KarpReilly, the “Managing Parties”) to provide management and monitoring services to the Company upon the request of the Company from time to time. The services to be provided are in connection with ongoing business and financial matters, including monitoring of operating and cash flow requirements, monitoring of corporate liquidity and other ordinary and necessary corporate finance concerns (including financing matters and any public or private offering of securities).
AMENDMENT NO. 1 TO FIFTH AMENDED & RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • August 4th, 2016 • Habit Restaurants, Inc. • Retail-eating places
This Amendment No. 1 (this “Amendment”) to the Fifth Amended and Restated Limited Liability Company Agreement, dated as of April 6, 2015 (the “LLC Agreement”), of The Habit Restaurants, LLC (the “Company”) is made and entered into as of May 16, 2016 by and among the signatories hereto. Capitalized terms not otherwise defined herein shall have the meanings assigned to such terms in the LLC Agreement.
VOTING AGREEMENTVoting Agreement • January 6th, 2020 • Habit Restaurants, Inc. • Retail-eating places • Delaware
THIS VOTING AGREEMENT (this “Agreement”), dated as of January 5, 2020, among YUM! Brands, Inc., a North Carolina corporation (“Parent”), and the Persons executing this Agreement as “Holders” on the signature pages hereto (each a “Holder” and collectively, the “Holders”).
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • November 5th, 2014 • Habit Restaurants, Inc. • Retail-eating places • California
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made as of the 31st day of October, 2014 by and between The Habit Restaurants, LLC, a Delaware limited liability company (the “Employer”), and Anthony P. Serritella (the “Employee”).
THE HABIT RESTAURANTS, LLC EMPLOYMENT AGREEMENTEmployment Agreement • October 16th, 2014 • Habit Restaurants, Inc. • Retail-eating places • California
THIS EMPLOYMENT AGREEMENT (“Agreement”) is made and entered into at Santa Barbara, California, on the date hereinafter set forth, by and between ANTHONY P. SERRITELLA (hereinafter referred to as “Employee”), THE HABIT RESTAURANTS, LLC, a Delaware limited liability company (hereinafter referred to as “Employer”), and THE HABIT RESTAURANTS, INC., a California corporation (hereinafter referred to as the “Former Employer”).
FIRST AMENDMENT TO AMENDED AND RESTATED TRADEMARK AND INTELLECTUAL PROPERTY LICENSE AGREEMENTTrademark and Intellectual Property License Agreement • October 27th, 2014 • Habit Restaurants, Inc. • Retail-eating places
THIS FIRST AMENDMENT TO AMENDED AND RESTATED TRADEMARK AND INTELLECTUAL PROPERTY LICENSE AGREEMENT (this “Amendment”) is made as of October 24, 2014, by and among THE HABIT RESTAURANTS, LLC, a California limited liability company (f/k/a Habit Holding Company, LLC) (“Licensor”), REICHARD BROS. ENTERPRISES, INC., a California corporation (“Licensee”), BRENT REICHARD and BRUCE REICHARD (together with Licensor and Licensee, the “Parties”), with reference to the following facts:
TAX RECEIVABLE AGREEMENT AMENDMENTTax Receivable Agreement • January 6th, 2020 • Habit Restaurants, Inc. • Retail-eating places
This Tax Receivable Agreement Amendment (the “Agreement”) is entered into as of January 5, 2020, by and among The Habit Restaurants, Inc., a Delaware corporation (the “Company”), The Habit Restaurants, LLC, a Delaware limited liability company (“Opco LLC”), KarpReilly, LLC, a Delaware limited liability company (the “KarpReilly Representative”), and certain LLC Unit Holders listed on Annex A (collectively, the “Parties”).
