VOTING TRUST AGREEMENT THIS VOTING TRUST AGREEMENT ("Agreement") is made and entered into this 18th day of February, 1999, by and between Bruce N. Davis, William W. Service, Gregory W. Wendt, Linda Bolton, Cordy Jensen, Ken N. Boettcher and Karen...Voting Trust Agreement • June 15th, 1999 • Elmers Restaurants Inc • Retail-eating places • Oregon
RECITALSCredit Agreement • June 24th, 1997 • Elmers Restaurants Inc • Retail-eating places • Oregon
STOCK ESCROW AGREEMENT This Stock Escrow Agreement (this "Agreement") is made and entered into as of February 18, 1999 (the "Effective Date"), by and among ELMER'S RESTAURANTS, INC., an Oregon corporation ("Elmer's"), the parties listed on Exhibit A...Stock Escrow Agreement • June 15th, 1999 • Elmers Restaurants Inc • Retail-eating places • Oregon
STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (the "Agreement") dated as of February 13, 1997 is between DALE ELMER and SANDRA ELMER ("Sellers") and ELMER'S RESTAURANTS, INC., an Oregon corporation ("Company" or "Buyer"). 1. Sellers agree to...Stock Purchase Agreement • June 24th, 1997 • Elmers Restaurants Inc • Retail-eating places • Oregon
MERGER AGREEMENT This MERGER AGREEMENT (this 'Agreement') is made as of the 18th day of February, 1999 by and between ELMER'S RESTAURANTS, INC., an Oregon corporation (the 'Surviving Corporation'), CBW INC., an Oregon corporation (the 'Merging...Merger Agreement • June 15th, 1999 • Elmers Restaurants Inc • Retail-eating places • Oregon
4 0189544.01 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement') is made and entered into this 18th day of February, 1999, by and between ELMER'S RESTAURANTS, INC., an Oregon corporation (the "Company"), and Bruce N....01 Registration Rights Agreement • June 15th, 1999 • Elmers Restaurants Inc • Retail-eating places • Oregon
Portland RCBO 1300 S.W. Fifth Avenue T-13 Portland, OR March 23, 1998 Elmer's Restaurants, Inc. P.O. Box 16595 Portland, OR 97216 Dear Sir: This letter is with respect to that certain credit accommodation (the "Loan") to be granted to Elmer's...Elmers Restaurants Inc • June 16th, 1998 • Retail-eating places • Oregon
RECITALCredit Agreement • June 30th, 1999 • Elmers Restaurants Inc • Retail-eating places • Oregon
RECITALSElmers Restaurants Inc • June 30th, 1999 • Retail-eating places
February 17, 1999Elmers Restaurants Inc • June 30th, 1999 • Retail-eating places
12 - SECOND TRUST DEED (Tacoma, Washington) 0199296.01 When recorded return to: (For Recorder's Use Only) Kenneth S. Antell Dunn, Carney, Allen, Higgins & Tongue 851 S.W. Sixth Avenue, Suite 1500 Portland, OR 97204-1357...Elmers Restaurants Inc • June 30th, 1999 • Retail-eating places • Washington
EXHIBIT A 0191279.02 STOCK EXCHANGE AGREEMENT This STOCK EXCHANGE AGREEMENT (this "Agreement") is made as of the 24th day of March, 1999 by and between ELMER'S RESTAURANTS, INC., an Oregon corporation (the "Exchanging Corporation"), GRASS VALLEY LTD.,...Stock Exchange Agreement • April 15th, 1999 • Elmers Restaurants Inc • Retail-eating places • Oregon
RECITALS:Loan Agreement and Security Agreement • June 30th, 1999 • Elmers Restaurants Inc • Retail-eating places
RECITALSElmers Restaurants Inc • June 30th, 1999 • Retail-eating places
RECITALS:Elmers Restaurants Inc • June 30th, 1999 • Retail-eating places
RECITALSLoan Agreement • June 24th, 1997 • Elmers Restaurants Inc • Retail-eating places • Oregon
14 - SECOND TRUST DEED (Boise, Idaho) 0199298.01 After recording, please return to: (For Recorder's Use Only) Kenneth S. Antell Dunn, Carney, Allen, Higgins & Tongue 851 S.W. Sixth Avenue, Suite 1500 Portland, OR 97204-1357 SECOND TRUST DEED Date:...Elmers Restaurants Inc • June 30th, 1999 • Retail-eating places • Idaho
23 0189532.01 MERGER AGREEMENT This MERGER AGREEMENT (this 'Agreement') is made as of the 18th day of February, 1999 by and between ELMER'S RESTAURANTS, INC., an Oregon corporation (the 'Surviving Corporation'), CBW INC., an Oregon corporation (the....01 Merger Agreement • March 8th, 1999 • Elmers Restaurants Inc • Retail-eating places • Oregon
