CoBANK, ACB LOAN AGREEMENT NO. T-6184-B, T-6186-B, S-6183-B, and S-6181-BCurtice Burns Foods Inc • September 21st, 1995 • Canned, frozen & preservd fruit, veg & food specialties
EXECUTION COPY MANAGEMENT AGREEMENT This Management Agreement is made as of August 19, 2002, among Agrilink Foods, Inc., a New York corporation (the "Company"), Agrilink Holdings Inc., a Delaware corporation ("Holdings Inc.") and Vestar Capital...Management Agreement • September 3rd, 2002 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
W I T N E S S E T H : - - - - - - - - - -Credit Agreement • November 7th, 2003 • Birds Eye Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
1 EXHIBIT 10.21 ONSITE SERVICES AGREEMENT INTRODUCTION THIS AGREEMENT is entered into between Curtice Burns Foods, Inc. ("Client") and SCT Software & Resource Management Corporation ["SCT (TMD)"], a wholly-owned subsidiary of Systems & Computer...Services Agreement • August 27th, 1997 • Curtice Burns Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
EXECUTION COPY AGRILINK HOLDINGS LLC A Delaware Limited Liability Company AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT Dated as of August 19, 2002 THE COMPANY INTERESTS REPRESENTED BY THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY...Limited Liability Company Agreement • September 3rd, 2002 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Delaware
THE LENDERS FROM TIME TO TIME PARTY HERETO,Credit Agreement • September 26th, 2002 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
AGRILINK FOODS, INC. 90 Linden Oaks Rochester, NY 14625 August 19, 2002Letter Agreement • September 3rd, 2002 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
Exhibit 10.31 EMPLOYMENT AGREEMENT AGREEMENT, dated as of the 2nd day of September 2005, by and among Birds Eye Holdings, LLC, a Delaware limited liability company ("BE Holdings"), and Neil Harrison (the "Executive"). WHEREAS, the BE Holdings desires...Employment Agreement • September 23rd, 2005 • Birds Eye Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
THIS FIRST SUPPLEMENTAL INDENTURE, dated as of July 22, 2002, to the Indenture (herein called the "Indenture"), dated as of November 18, 1998 by and among Agrilink Foods, Inc., a New York corporation (the "Issuer"), the Guarantors named therein (the...First Supplemental Indenture • September 26th, 2002 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
AGRILINK FOODS, INC. FIFTH AMENDMENT TO CREDIT AGREEMENT To the Agents and Lenders Party to the Credit Agreement referred to below Gentlemen: We refer to the Credit Agreement dated as of September 23, 1998 among Agrilink Foods, Inc. as Borrower,...Credit Agreement • July 12th, 2000 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Illinois
EXHIBIT 10.13 SALARY CONTINUATION AGREEMENT This Agreement, dated the 4th day of June, 1996, between Curtice Burns Foods, Inc., a New York corporation (the "Employer"), with offices at 90 Linden Place, Rochester, New York 14625, and Dennis M. Mullen...Continuation Agreement • August 27th, 1997 • Curtice Burns Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
AGRILINK FOODS, INC. THIRD AMENDMENT TO CREDIT AGREEMENT To the Agents and Lenders Party to the Credit Agreement referred to below Gentlemen: We refer to the Credit Agreement dated as of September 23, 1998 among Agrilink Foods, Inc. as Borrower,...Credit Agreement • July 12th, 2000 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Illinois
CREDIT AGREEMENTCredit Agreement • September 3rd, 2002 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
2 SECTION 2. Notification to Holders. The Issuer shall notify the Holders (as defined in the Indenture) in accordance with Section 9.2 of the Indenture of the execution of this Supplemental Indenture.Second Supplemental Indenture • August 21st, 1998 • Curtice Burns Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
THIRD AMENDMENTCredit Agreement • September 23rd, 2005 • Birds Eye Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
BY AND BETWEENStock Purchase Agreement • October 5th, 1998 • Curtice Burns Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Illinois
Exhibit 10.26 THIRD SUPPLEMENTAL INDENTURE dated as of September 24, 1998, among Agrilink Foods, Inc. (formerly Curtice-Burns Foods, Inc., the successor by merger to PF Acquisition Corp.), a New York corporation (the "Company"), and IBJ Schroder Bank...Third Supplemental Indenture • September 20th, 1999 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
SECOND AMENDMENT SECOND AMENDMENT (this "Second Amendment"), dated as of October 19, 2004 to the CREDIT AGREEMENT, dated as of August 19, 2002 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement"), among Birds Eye...Second Amendment • November 8th, 2004 • Birds Eye Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
EXHIBIT 10.22 AMENDMENT NO. 1 TO SECURITYHOLDERS AGREEMENT This Amendment No. 1 (this "Amendment") to the Securityholders Agreement (the "Agreement") among Agrilink Holdings LLC (the "Company") and the other parties listed on the signature pages...Securityholders Agreement • September 26th, 2003 • Birds Eye Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Delaware
SERVICE AGREEMENTService Agreement • May 10th, 1999 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
EXHIBIT 99.4Transitional Services Agreement • September 3rd, 2002 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
Exhibit 10.13 SALARY CONTINUATION AGREEMENT This Agreement, dated the 18th day of August, 1999, between Agrilink Foods, Inc., a New York corporation (the "Employer"), with offices at 90 Linden Place, Rochester, New York 14625, and Dennis M. Mullen...Salary Continuation Agreement • September 20th, 1999 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
AMENDATORY AGREEMENT THIS AMENDATORY AGREEMENT (this "Amendatory Agreement") is entered into on September 10, 1998, by and between Dean Foods Company, a Delaware corporation ("Dean"), and Agrilink Foods, Inc., a New York corporation ("Agrilink"), with...Amendatory Agreement • October 5th, 1998 • Curtice Burns Foods Inc • Canned, frozen & preservd fruit, veg & food specialties
AMENDMENT NO. 2Limited Liability Company Agreement • May 7th, 2004 • Birds Eye Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Delaware
CONFORMED COPY THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT (A) TO A PERSON WHOM THE SELLER REASONABLY BELIEVES IS A...Curtice Burns Foods Inc • November 6th, 1998 • Canned, frozen & preservd fruit, veg & food specialties
Exhibit 10.4 AMENDMENT NO. 4 TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF BIRDS EYE HOLDINGS LLC This Amendment No. 4 (this "Amendment") to the Amended and Restated Limited Liability Company Agreement (the "Agreement") of Birds Eye...Limited Liability Company Agreement • February 3rd, 2006 • Birds Eye Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Delaware
AGRILINK FOODS, INC. SEVENTH AMENDMENT TO CREDIT AGREEMENT To the Agents and Lenders Party to the Credit Agreement referred to below Gentlemen: We refer to the Credit Agreement dated as of September 23, 1998 among Agrilink Foods, Inc. as Borrower,...Credit Agreement • September 10th, 2001 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Illinois
AMONGCredit Agreement • November 6th, 1998 • Curtice Burns Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Illinois
AGRILINK FOODS, INC.Credit Agreement • July 12th, 2000 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Illinois
AMENDMENT NO. 3 TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF AGRILINK HOLDINGS LLCLimited Liability Company Agreement • February 3rd, 2006 • Birds Eye Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Delaware
EXHIBIT 10.24 AMENDMENT NO. 1 TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF AGRILINK HOLDINGS LLC This Amendment No. 1 (this "Amendment") to the Amended and Restated Limited Liability Company Agreement (the "Agreement") of Agrilink...Limited Liability Company Agreement • September 26th, 2003 • Birds Eye Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Delaware
MODIFICATION OFLoan Agreement • August 21st, 1998 • Curtice Burns Foods Inc • Canned, frozen & preservd fruit, veg & food specialties
ANDSecurityholders Agreement • September 3rd, 2002 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Delaware
DEFINITIONS.................................................................... ....................2 MARKETING................................................ ..........................................2 2. Supply of Product Under the 2002 Raw Product...Marketing and Facilitation Agreement • September 3rd, 2002 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
AGRILINK FOODS, INC. FOURTH AMENDMENT TO CREDIT AGREEMENT To the Agents and Lenders Party to the Credit Agreement referred to below Gentlemen: We refer to the Credit Agreement dated as of September 23, 1998 among Agrilink Foods, Inc. as Borrower,...Credit Agreement • July 12th, 2000 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Illinois
