amongSecurity Agreement • April 19th, 2002 • Elephant & Castle Group Inc • Retail-eating places
EXHIBIT 3.6Memorandum of Agreement • March 28th, 2000 • Elephant & Castle Group Inc • Retail-eating places • British Columbia
INVESTMENT AGREEMENT THIS INVESTMENT AGREEMENT is dated for reference December 17, 2004 AMONG: Elephant & Castle Group, Inc. a company incorporated under the laws of the Province of British Columbia, and having an address at: 1190 Hornby Street 12th...Investment Agreement • December 23rd, 2004 • Elephant & Castle Group Inc • Retail-eating places • British Columbia
AMENDMENT NO. 2 TO SECURITY AGREEMENT ------------------Security Agreement • January 5th, 2005 • Elephant & Castle Group Inc • Retail-eating places
EXHIBIT V --------- MODIFICATION AGREEMENT ---------------------- (Second Amendment to Security Agreement (Canadian)) THIS MODIFICATION AGREEMENT is dated for reference December 17, 2004 AMONG: ELEPHANT & CASTLE GROUP INC. (the "Debtor") AND: THE...Modification Agreement • January 5th, 2005 • Elephant & Castle Group Inc • Retail-eating places
WARRANT AGREEMENTWarrant Agreement • February 13th, 1997 • Elephant & Castle Group Inc • Retail-eating places
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF A REGISTRATION STATEMENT IN EFFECT WITH RESPECT TO THE SECURITIES UNDER SUCH ACT OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
OPERATING AGREEMENT OF BC RESTAURANTS, LLCOperating Agreement • March 26th, 2003 • Elephant & Castle Group Inc • Retail-eating places • California
ELEPHANT & CASTLE GROUP INC. LEASE ABSTRACT 1. PROJECT CLUB QUARTERS HOTEL, SAN FRANCSICO, CALIFORNIA 2. TENANT BC Restaurants, LLC 3. STORE AREA Approx 5,500 sf, excluding conference rooms 4. TRADE NAME Elephant & Castle Pub Restaurant 5. USE...Lease Agreement • March 26th, 2003 • Elephant & Castle Group Inc • Retail-eating places
ARTICLE 1 APPOINTMENT OF MANAGER; PRE-OPENING COSTSManagement Agreement • March 26th, 2003 • Elephant & Castle Group Inc • Retail-eating places • California
CREDIT AGREEMENT DATED AS OF DECEMBER 17, 2004 BETWEEN ELEPHANT & CASTLE GROUP, INC. AS BORROWER - AND - THE ELEPHANT AND CASTLE CANADA INC., ELEPHANT & CASTLE, INC., ELEPHANT AND CASTLE OF PENNSYLVANIA, INC., E & C PUB, INC., MASSACHUSETTS ELEPHANT &...Credit Agreement • December 23rd, 2004 • Elephant & Castle Group Inc • Retail-eating places • British Columbia
RECITALSMember Control Agreement • March 26th, 2003 • Elephant & Castle Group Inc • Retail-eating places • California
INTER-CREDITOR AGREEMENT This AGREEMENT dated as of the 17th day of December, 2004 AMONG: GE INVESTMENT PRIVATE PLACEMENT PARTNERS II, A LIMITED PARTNERSHIP, BY ITS GENERAL PARTNER, GE ASSET MANAGEMENT INCORPORATED, ITS GENERAL PARTNER ("GEIPPP II")...Inter-Creditor Agreement • December 23rd, 2004 • Elephant & Castle Group Inc • Retail-eating places • British Columbia
ARRANGEMENT AGREEMENT Among REPECHAGE INVESTMENTS LIMITED AND REPECHAGE RESTAURANT GROUP LTD. AND ELEPHANT & CASTLE GROUP INC. January 22, 2007Arrangement Agreement • January 24th, 2007 • Elephant & Castle Group Inc • Retail-eating places • British Columbia
REPECHAGE INVESTMENTS LIMITED, a corporation incorporated under the laws of Newfoundland and Labrador (hereinafter referred to as the “Parent”),
AGREEMENT OF JOINT FILING ELEPHANT & CASTLE GROUP INC. COMMON SHARESJoint Filing Agreement • August 19th, 2005 • Elephant & Castle Group Inc • Retail-eating places
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby confirm the agreement by and among them to the joint filing on behalf of each of them of a Statement on Schedule 13D, and any and all amendments thereto, with respect to the above referenced securities and that this Agreement be included as an exhibit to such filing.
Exhibit I ELEPHANT & CASTLE GROUP INC Restated and Amended Senior Secured 6% Convertible Notes Restated and Amended Junior Secured 6% Convertible Notes AMENDED AND RESTATED NOTE, STOCK PURCHASE AND WARRANT AGREEMENT Dated December 12, 2001 TABLE OF...Note, Stock Purchase and Warrant Agreement • April 19th, 2002 • Elephant & Castle Group Inc • Retail-eating places • New York
INTER-SHAREHOLDER AGREEMENT DATED AS OF DECEMBER 17, 2004Inter-Shareholder Agreement • December 23rd, 2004 • Elephant & Castle Group Inc • Retail-eating places • British Columbia
Exhibit 4.4 Form of Noteholders Warrant issued in Delphi Financing ELEPHANT & CASTLE GROUP, INC. NOTEHOLDERS WARRANTNoteholders Warrant • April 13th, 1999 • Elephant & Castle Group Inc • Retail-eating places
ELEPHANT & CASTLE GROUP INC. ELEPHANT & CASTLE GROUP INC. ENTERS INTO DEFINITIVE AGREEMENTArrangement Agreement • January 24th, 2007 • Elephant & Castle Group Inc • Retail-eating places
VANCOUVER, BRITISH COLUMBIA, CANADA – January 23, 2007 Elephant & Castle Group Inc. (the “Company”) (OTCBB - PUBSF) today announced that it has entered into a definitive agreement (the “Arrangement Agreement”) with Repechage Investments Limited, a corporation based in Halifax, Nova Scotia (“Repechage Investments”) and Repechage Restaurant Group Ltd. (“Repechage”), a wholly-owned subsidiary of Repechage Investments, with respect to the previously announced acquisition by Repechage of all outstanding securities of the Company. The transaction will result in a purchase price of US$0.7982 per common share and US$2.3946 per preferred share of the Company and will be implemented by way of a court approved plan of arrangement (the “Arrangement”) under the Business Corporations Act (British Columbia).
RECITALSLicense Agreement • March 26th, 2003 • Elephant & Castle Group Inc • Retail-eating places • California
RECITALSFranchise Agreement • March 28th, 2000 • Elephant & Castle Group Inc • Retail-eating places • Minnesota
EXHIBIT 4.5Noteholder's Exchange Warrant • March 28th, 2000 • Elephant & Castle Group Inc • Retail-eating places
AMENDED AND RESTATED NOTE AND STOCK PURCHASE AGREEMENTSenior Secured Notes and Stock Purchase Agreement • December 23rd, 2004 • Elephant & Castle Group Inc • Retail-eating places • New York
ELEPHANT & CASTLE INTERNATIONAL, INC. AGREEMENTFranchise Agreement • March 26th, 2003 • Elephant & Castle Group Inc • Retail-eating places
EXHIBIT 10.18Franchise Agreement • March 28th, 2000 • Elephant & Castle Group Inc • Retail-eating places • Minnesota
INTER-SHAREHOLDER AGREEMENT Dated as of November _____ , 2004 between GENERAL ELECTRIC INVESTMENT PRIVATE PLACEMENT PARTNERS II - and - CROWN LIFE INSURANCE COMPANY - and - RICHARD BRYANT - and - PETER LAURIE - and - ROGER SEXTONInter-Shareholder Agreement • August 19th, 2005 • Elephant & Castle Group Inc • Retail-eating places • British Columbia
WHEREAS GEIPPP II is the majority shareholder of Elephant & Castle Group Inc. (the "Company"), holding approximately 62% of the outstanding common shares of the Company, and certain Preferred Shares of the Company;
INVESTMENT AGREEMENTInvestment Agreement • August 19th, 2005 • Elephant & Castle Group Inc • Retail-eating places • British Columbia
General Electric Investment Private Placement Partners II, a limited partnership formed under the laws of the State of Delaware (“GEIPPP II) and having an address at:
