Carrols Corp Sample Contracts

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AND
Loan Agreement • January 3rd, 2001 • Carrols Corp • Retail-eating places • New York
RECITALS
Loan Agreement • August 18th, 1999 • Carrols Corp • Retail-eating places • New York
AND
Loan Agreement • February 2nd, 1999 • Carrols Corp • Retail-eating places • New York
INDENTURE
Indenture • February 2nd, 1999 • Carrols Corp • Retail-eating places • New York
Among
Purchase and Sale Agreement • April 11th, 1997 • Carrols Corp • Retail-eating places • Georgia
EXHIBIT 2.2 AGREEMENT AND PLAN OF MERGER dated as of October 6, 2000
Agreement and Plan of Merger • October 11th, 2000 • Carrols Corp • Retail-eating places • Delaware
AMONG
Loan and Security Agreement • March 27th, 1997 • Carrols Corp • Retail-eating places • New York
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WITNESSETH ----------
Non-Competition and Confidentiality Agreement • June 10th, 1998 • Carrols Corp • Retail-eating places • Florida
REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 21st, 2004 • Carrols Corp • Retail-eating places • New York

This REGISTRATION RIGHTS AGREEMENT dated December 15, 2004 (the “Agreement”) is entered into by and among Carrols Corporation, a Delaware corporation (the “Company”), the guarantors listed in Schedule 1 hereto (the “Guarantors”), and J.P. Morgan Securities Inc. (“JPMorgan”), Banc of America Securities LLC, Lehman Brothers Inc., Wachovia Capital Markets, LLC and SunTrust Capital Markets, Inc. (collectively, the “Initial Purchasers”).

INDENTURE Dated as of December 15, 2004 among CARROLS CORPORATION, as Issuer, The SUBSIDIARY GUARANTORS named herein and THE BANK OF NEW YORK, as Trustee
Indenture • December 21st, 2004 • Carrols Corp • Retail-eating places • New York

INDENTURE dated as of December 15, 2004, among CARROLS CORPORATION, a Delaware corporation (the “Company”), the SUBSIDIARY GUARANTORS named herein and THE BANK OF NEW YORK, a New York banking corporation, as trustee (the “Trustee”).

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 9th, 2009 • Carrols Corp • Retail-eating places • New York

This Amended and Restated Employment Agreement (“Agreement”), dated as of December 13, 2006, as amended and restated as of December 13, 2008, by and among CARROLS RESTAURANT GROUP, INC., a Delaware corporation (“Parent”) with an address at 968 James Street, Syracuse, New York 13203, CARROLS CORPORATION (“Employer”), a Delaware corporation and a wholly-owned subsidiary of Parent with an address at 968 James Street, Syracuse, New York 13203, and ALAN VITULI whose principal residence is 789 Crandon Boulevard, Key Biscayne, Florida 33149 (“Employee”):

CARROLS HOLDINGS CORPORATION STOCK AWARD AGREEMENT
Stock Award Agreement • July 28th, 2005 • Carrols Corp • Retail-eating places • New York

THIS AGREEMENT, dated as of May 3, 2005 is made by and between Carrols Holdings Corporation, a Delaware corporation (hereinafter called the “Company”) and «Name», (hereinafter referred to as the “Grantee”).

JOINDER AGREEMENT
Joinder Agreement • August 6th, 2008 • Carrols Corp • Retail-eating places • New York

THIS JOINDER AGREEMENT, dated as of May 28, 2008 (the “Agreement”), to the Subsidiary Guaranty Agreement (as defined below) and the Pledge Agreement (as defined below) is entered into by and among CARROLS CORPORATION, a Delaware corporation (the “Borrower”), certain subsidiaries of the Borrower party hereto, CARROLS RESTAURANT GROUP, INC., a Delaware corporation (the “Parent”), CARROLS LLC, a Delaware limited liability company (the “New Subsidiary”) and Wachovia Bank, National Association, a national banking association, as administrative agent for the Lenders (the “Agent”) under the Loan Agreement referred to below.

LOAN AGREEMENT $220,000,000 TERM LOAN B FACILITY AND $50,000,000 REVOLVING LOAN FACILITY dated as of December 15, 2004 AMONG CARROLS CORPORATION, as Borrower, BANK OF AMERICA, N.A., as Syndications Agent, WACHOVIA BANK, NATIONAL ASSOCIATION,...
Loan Agreement • December 21st, 2004 • Carrols Corp • Retail-eating places • New York

THIS LOAN AGREEMENT is made and entered into as of December 15, 2004 (the “Effective Date”), by and among CARROLS CORPORATION, a Delaware corporation (together with its permitted successors, herein called the “Borrower”); each of the lenders which is or may from time to time become a party hereto (individually, a “Lender” and, collectively, the “Lenders”), BANK OF AMERICA, N.A., as Syndications Agent, WACHOVIA BANK, NATIONAL ASSOCIATION, MANUFACTURERS AND TRADERS TRUST COMPANY AND SUNTRUST BANK, as Documentation Agents, and JPMORGAN CHASE BANK, N.A. (“Chase”), a national banking association, as agent for the Lenders (in such capacity, together with its successors in such capacity, the “Agent”).

CARROLS HOLDINGS CORPORATION EXTENSION OF STOCK OPTION AWARDS
Extension of Stock Option Awards • March 31st, 2003 • Carrols Corp • Retail-eating places

THIS EXTENSION, dated as of March 1, 2002, is made by and between Carrols Holdings Corporation, a Delaware corporation (hereinafter called the “Company”), and Daniel T. Accordino, an employee of Carrols Corporation (hereinafter referred to as the “Optionee”). All capitalized terms herein shall have such meanings as are ascribed to them in the Plan (as defined below) and in this agreement (the “Agreement”).

CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • March 31st, 2003 • Carrols Corp • Retail-eating places

Change of Control Agreement, dated as of December 27, 2002, by and among Carrols Corporation (the “Company” or the “Employer”) and the persons listed on Schedule I hereto.

2ND EXTENSION OF EMPLOYMENT AGREEMENT
Extension of Employment Agreement • July 28th, 2005 • Carrols Corp • Retail-eating places

This Extension of Employment Agreement (this “Agreement”) effective as of September 30, 2004, by and between CARROLS CORPORATION (“Employer”), a corporation organized under the laws of Delaware having an address at 968 James Street, Syracuse, New York 13203 and ALAN VITULI whose principal residence is 789 Crandon Blvd., Suite 120, Key Biscayne, Florida 33149 (“Employee”).

1ST AMENDMENT TO CARROLS HOLDINGS CORPORATION STOCKHOLDERS AGREEMENT
Stockholders Agreement • May 6th, 2004 • Carrols Corp • Retail-eating places

THIS AMENDMENT, made as of this 14 day of October 2003 by and among Carrols Holdings Corporation, a Delaware corporation (the “Company”), Madison Dearborn Capital Partners, L.P., Madison Dearborn Capital Partners, II L.P. (the “Investors”), BIB Holdings (Bermuda), LTD. (“BIB”, as successor in interest to Atlantic Restaurants, Inc. (“ARI”)), Alan Vituli, (“Vituli”) Daniel T. Accordino (“Accordino”) and Joseph Zirkman (“Zirkman”) (Vituli, Accordino and Zirkman are collectively referred to herein as the “Management Holders”).

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