STOCK PURCHASE AGREEMENTStock Purchase Agreement • March 29th, 2000 • Prandium Inc • Retail-eating places • New York
Exhibit 2.(d) STOCK PURCHASE AGREEMENT by and among FRI-MRD CORPORATION, PRANDIUM, INC.Stock Purchase Agreement • May 15th, 2002 • Prandium Inc • Retail-eating places
1 Exhibit 10.1 FIFTH AMENDMENT TO REVOLVING CREDIT AGREEMENT THIS FIFTH AMENDMENT TO THE REVOLVING CREDIT AGREEMENT (the "Fifth Amendment") is made as of October 31, 1995, among FRI-M Corporation, a Delaware corporation (the "Borrower"), Family...Revolving Credit Agreement • December 29th, 1995 • Family Restaurants • Retail-eating places • New York
AMENDED, RESTATED, AND CONSOLIDATED SECURITY AGREEMENT ------------------ THIS AMENDED, RESTATED, AND CONSOLIDATED SECURITY AGREEMENT (this "Agreement") is entered into as of July 19, 2000, among FOOTHILL CAPITAL CORPORATION, a California corporation...Security Agreement • July 24th, 2000 • Prandium Inc • Retail-eating places • California
1 EXHIBIT 10(s) TERMINATION AGREEMENT This TERMINATION AGREEMENT dated as of November 20, 1995 ("Agreement") is entered into by and between Family Restaurants, Inc., a Delaware corporation (the "Company") and Leonard Green & Associates, L.P....Termination Agreement • March 31st, 1997 • Family Restaurants • Retail-eating places
EXHIBIT 10(hh) AMENDMENT NUMBER FIVE TO LOAN AND SECURITY AGREEMENT This AMENDMENT NUMBER FIVE TO LOAN AND SECURITY AGREEMENT (this "Amendment") is entered into as of October 30, 1998, by and between Foothill Capital Corporation, a California...Loan and Security Agreement • November 12th, 1998 • Koo Koo Roo Entertprises Inc • Retail-eating places
EXHIBIT 10.1 AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 24th, 2000 • Prandium Inc • Retail-eating places • California
LOCK-UP AGREEMENT This LOCK-UP AGREEMENT (this "Agreement"), dated as of April 1, 2002, --------- is entered into by and among PRANDIUM, INC., a Delaware corporation (the "Company"), and each of the members of that certain informal group (the -------...Lock-Up Agreement • April 9th, 2002 • Prandium Inc • Retail-eating places • California
Re:Note Agreement • August 14th, 2002 • Prandium Inc • Retail-eating places • New York
1 EXHIBIT 10(bb) STOCK PLEDGE AGREEMENT THIS STOCK PLEDGE AGREEMENT (this "Agreement"), dated as of January 10, 1997, is entered into between FAMILY RESTAURANTS, INC., a Delaware corporation ("Pledgor"), and Foothill Capital Corporation, a California...Stock Pledge Agreement • March 31st, 1997 • Family Restaurants • Retail-eating places • California
Exhibit 10.3 AMENDED AND RESTATED SUBORDINATION AGREEMENT ----------------------- THIS AMENDED AND RESTATED SUBORDINATION AGREEMENT (this "Agreement"), dated as of July 19, 2000, is made among FOOTHILL CAPITAL CORPORATION, a California corporation...Subordination Agreement • July 24th, 2000 • Prandium Inc • Retail-eating places • California
EXHIBIT 10.33 FORM OF AMENDMENT NUMBER ONE TO SECURITY AGREEMENTSecurity Agreement • July 1st, 1998 • Family Restaurants • Retail-eating places
AMENDMENT NUMBER THREE TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 18th, 1998 • Family Restaurants • Retail-eating places
AMENDMENT NO. 1 TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 5th, 2000 • Prandium Inc • Retail-eating places
EXHIBIT 2(d) STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 14th, 2001 • Prandium Inc • Retail-eating places
EXHIBIT 10(ee) AMENDMENT NUMBER ONE TO SECURITY AGREEMENT This AMENDMENT NUMBER ONE TO SECURITY AGREEMENT (this "Amendment") is entered into as of October 30, 1998, by and between Foothill Capital Corporation, a California corporation ("Foothill"),...Security Agreement • March 29th, 1999 • Koo Koo Roo Entertprises Inc • Retail-eating places
2- 3 "(f) Notwithstanding any contrary provision in this Section 2.07, any Net Cash Proceeds received from (i) the disposition of any assets set forth in the list referred to in Section 2. of the Fourth Amendment and (ii) the disposition of any other...Revolving Credit Agreement • November 8th, 1995 • Family Restaurants • Retail-eating places • New York
EXHIBIT 99.1 Foothill Capital Corporation 2450 Colorado Avenue, Suite 3000 West Santa Monica, California 90404 As of June 15, 2001 FRI-MRD CORPORATION Attn: Mr. Robert D. Gonda 18831 Von Karman Avenue Irvine, California 92612 Re: Foothill Capital...Loan and Security Agreement • June 20th, 2001 • Prandium Inc • Retail-eating places
B. El Torito and Chi-Chi's (individually and collectively, jointly and severally, "Borrower") and FRI-MRD have requested that Foothill waive any Default under Section 7.4 of the Agreement resulting from ----------- the failure of Borrower to notify...Loan and Security Agreement • March 29th, 1999 • Koo Koo Roo Entertprises Inc • Retail-eating places
DUE JANUARY 24, 2002Joinder Agreement • March 30th, 1998 • Family Restaurants • Retail-eating places
EXHIBIT 10(g) LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 14th, 2002 • Prandium Inc • Retail-eating places • California
1 EXHIBIT 2 AGREEMENT AND PLAN OF MERGERMerger Agreement • June 16th, 1998 • Family Restaurants • Retail-eating places • Delaware
EXHIBIT 10.6 AMENDED AND RESTATED TRADEMARK SECURITY AGREEMENT ---------------------------- This AMENDED AND RESTATED TRADEMARK SECURITY AGREEMENT (this "Agreement"), dated as of July 19, 2000, is entered into between CHI-CHI'S, INC., a Delaware...Trademark Security Agreement • July 24th, 2000 • Prandium Inc • Retail-eating places • California
EXHIBIT 10(hh) SECURITY AGREEMENT ------------------ (KOO KOO ROO, INC.) This SECURITY AGREEMENT (this "Agreement"), is entered into as of October 30, 1998 between FOOTHILL CAPITAL CORPORATION, a California corporation ("Foothill"), with a place of...Security Agreement • March 29th, 1999 • Koo Koo Roo Entertprises Inc • Retail-eating places • California
EXHIBIT 10.36 FORM OF SECURITY AGREEMENT ------------------ (KOO KOO ROO, INC.)Security Agreement • July 1st, 1998 • Family Restaurants • Retail-eating places • California
RECITALS --------Employment Agreement • March 29th, 1999 • Koo Koo Roo Entertprises Inc • Retail-eating places • California
EXHIBIT 10.2 AMENDED, RESTATED, AND CONSOLIDATED GENERAL CONTINUING GUARANTY --------------------------- THIS AMENDED, RESTATED, AND CONSOLIDATED GENERAL CONTINUING GUARANTY ("Guaranty"), dated as of July 19, 2000, is executed and delivered by...General Continuing Guaranty • July 24th, 2000 • Prandium Inc • Retail-eating places • California
2- 3 "General Intangibles" means all of Guarantor's present and future general intangibles and other personal property (including contract rights, rights arising under common law, statutes, or regulations, choses or things in action, goodwill,...Security Agreement • March 31st, 1997 • Family Restaurants • Retail-eating places • California
AMENDMENT NUMBER ONE TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 13th, 1997 • Family Restaurants • Retail-eating places
1 EXHIBIT 10.cc DISTRIBUTION SERVICE AGREEMENT THIS DISTRIBUTION SERVICE AGREEMENT ("AGREEMENT") is made as of the 30th day of April 1997, by and between Chi-Chi's, Inc., a Delaware corporation, (hereinafter "CC") and Sysco Corporation, a Delaware...Distribution Service Agreement • March 30th, 1998 • Family Restaurants • Retail-eating places • Kentucky
BY AND AMONGLoan and Security Agreement • March 31st, 1997 • Family Restaurants • Retail-eating places • California
EXHIBIT 10(ff) AMENDMENT NUMBER ONE TO STOCK PLEDGE AGREEMENT This AMENDMENT NUMBER ONE TO STOCK PLEDGE AGREEMENT (this "Amendment") is entered into as of October 30, 1998, by and between Foothill Capital Corporation, a California corporation...Stock Pledge Agreement • March 29th, 1999 • Koo Koo Roo Entertprises Inc • Retail-eating places
Exhibit 10(h) NOMINATING AGREEMENT This Nominating Agreement (this "Agreement") is made and entered into as of July 2, 2002 by and between Prandium, Inc., a Delaware corporation (the "Company"), and MacKay Shields LLC (formerly known as MacKay Shields...Nominating Agreement • August 14th, 2002 • Prandium Inc • Retail-eating places • Delaware
Reference hereby is made to that certain Amended and Restated Loan and Security Agreement, dated as of July 19, 2000 (as amended, restated, supplemented, or otherwise modified from time to time, the "Loan Agreement"), by and among, on the one hand,...Loan and Security Agreement • May 16th, 2001 • Prandium Inc • Retail-eating places
EXHIBIT 4(j) WAIVER TO NOTE AGREEMENTS WAIVER TO NOTE AGREEMENTS (this "Waiver") dated as of January 29, 1999, by and among FRI-MRD Corporation, a Delaware corporation (the "Company"), and each 1997 Purchaser and 1998 Purchaser (as hereinafter...Waiver to Note Agreements • March 29th, 1999 • Koo Koo Roo Entertprises Inc • Retail-eating places • New York
