Darden Restaurants Inc Sample Contracts
EXHIBIT 1.1Distribution Agreement • November 13th, 2000 • Darden Restaurants Inc • Retail-eating places • New York
Standard Contracts
Exhibit 10(a) CREDIT AGREEMENT dated as of October 29, 1999Credit Agreement • October 9th, 2002 • Darden Restaurants Inc • Retail-eating places • Georgia
DARDEN RESTAURANTS, INC. and WACHOVIA BANK, NATIONAL ASSOCIATION Rights Agreement Dated as of May 16, 2005Rights Agreement • May 16th, 2005 • Darden Restaurants Inc • Retail-eating places • Florida
amongCredit Agreement • January 6th, 2004 • Darden Restaurants Inc • Retail-eating places • North Carolina
TERMS AGREEMENT August 30, 2000Terms Agreement • August 31st, 2000 • Darden Restaurants Inc • Retail-eating places • Florida
We understand that Darden Restaurants, Inc., a Florida corporation (the "Company"), proposes to issue and sell $150,000,000 aggregate principal amount of its 8.375% Notes Due 2005 (the "Notes") (such securities also being hereinafter referred to as the "Underwritten Securities"). Subject to the terms and conditions set forth or incorporated by reference herein, we, the underwriters named below (the "Underwriters"), offer to purchase, severally and not jointly, the principal amount of Underwritten Securities opposite our names set forth below at the purchase price set forth below. Capitalized terms used herein and not otherwise defined shall have the respective meanings given to such terms under the Indenture dated as of January 1, 1996 (the "Indenture") between the Company and Wells Fargo Bank Minnesota, National Association (formerly known as Norwest Bank Minnesota, National Association), as trustee (the "Trustee"), and under the Officer's Certificate and Authentication Order, (the "C
Exhibit 4 AMENDMENT TO RIGHTS AGREEMENT This Amendment dated as of June 2, 2006, effective as of June 5, 2006 (the "Effective Date"), is by and between Darden Restaurants, Inc. (the "Company"), Wachovia Bank, National Association ("Wachovia"), and...Rights Agreement • June 5th, 2006 • Darden Restaurants Inc • Retail-eating places
Page SECTION 1. REPRESENTATIONS AND WARRANTIES...............................3 (a) REPRESENTATIONS AND WARRANTIES BY THE COMPANY...................3 (b) OFFICER'S CERTIFICATES.........................................12 SECTION 2. SALE AND DELIVERY TO...Underwriting Agreement • August 11th, 2005 • Darden Restaurants Inc • Retail-eating places • New York
Exhibit 10(b) [Execution copy] FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "Amendment") is made as of the 26th day of July, 2002, by and among DARDEN RESTAURANTS, INC., a Florida corporation (the "Borrower"), the...Credit Agreement • October 9th, 2002 • Darden Restaurants Inc • Retail-eating places • Georgia
R E C I T A L S: The Borrower, the Agent and the Banks have entered into a certain Credit Agreement dated as of October 17, 2003 (the "Credit Agreement"). Capitalized terms used in this Amendment which are not otherwise defined in this Amendment shall...Credit Agreement • April 6th, 2004 • Darden Restaurants Inc • Retail-eating places • New York
amongCredit Agreement • August 18th, 2005 • Darden Restaurants Inc • Retail-eating places • New York
EXHIBIT 10(k) NON-NEGOTIABLE PROMISSORY NOTE FOR VALUE RECEIVED, (the "Maker") promises to pay to the order of GMRI, Inc., a Florida corporation (which together with any successor, assignee or endorsee is hereinafter referred to as the "Holder"), at...Promissory Note • August 16th, 2001 • Darden Restaurants Inc • Retail-eating places • Florida
Exhibit 1.1 =================================================================== ============= DARDEN RESTAURANTS, INC. (a Florida corporation) UNDERWRITING AGREEMENT August ___, 2000 TABLE OF CONTENTSUnderwriting Agreement • August 22nd, 2000 • Darden Restaurants Inc • Retail-eating places • New York
AGREEMENT AND PLAN OF MERGER by and among DARDEN RESTAURANTS, INC., CHEETAH MERGER SUB INC. and CHUY’S HOLDINGS, INC. July 17, 2024Merger Agreement • July 17th, 2024 • Darden Restaurants Inc • Retail-eating places • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 17, 2024, is entered into by and among Darden Restaurants, Inc., a Florida corporation (“Parent”), Cheetah Merger Sub Inc., a Delaware corporation and an indirect, wholly-owned subsidiary of Parent (“Merger Sub”), and Chuy’s Holdings, Inc., a Delaware corporation (the “Company”).
Exhibit 10(a) DARDEN RESTAURANTS, INC. 2002 STOCK INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENT This Non-Qualified Stock Option Agreement is between Darden Restaurants, Inc., a Florida corporation (the "Company"), and you, the person named in...Non-Qualified Stock Option Agreement • June 21st, 2005 • Darden Restaurants Inc • Retail-eating places • Florida
TERM LOAN AGREEMENT Dated as of September 16, 2024 among DARDEN RESTAURANTS, INC., as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, and THE LENDERS PARTY HERETO U.S. BANK NATIONAL ASSOCIATION, WELLS FARGO BANK, NATIONAL ASSOCIATION and...Term Loan Agreement • September 18th, 2024 • Darden Restaurants Inc • Retail-eating places • New York
This TERM LOAN AGREEMENT (“Agreement”) is entered into as of September 16, 2024, among DARDEN RESTAURANTS, INC., a Florida corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent.
CREDIT AGREEMENT Dated as of September 10, 2021 among DARDEN RESTAURANTS, INC., as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, and THE LENDERS PARTY HERETO WELLS FARGO BANK, NATIONAL ASSOCIATION, and U.S. BANK NATIONAL ASSOCIATION, as...Credit Agreement • September 13th, 2021 • Darden Restaurants Inc • Retail-eating places • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of September 10, 2021, among DARDEN RESTAURANTS, INC., a Florida corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent.
MANAGEMENT CONTINUITY AGREEMENT (as amended) THIS MANAGEMENT CONTINUITY AGREEMENT (the "Agreement") between Darden Restaurants, Inc., a Florida corporation (the "Corporation"), and (the "Executive"), is hereby entered into as of , 19 (the "date...Management Continuity Agreement • August 15th, 1997 • Darden Restaurants Inc • Retail-eating places • Florida
AGREEMENT AND PLAN OF MERGER by and among DARDEN RESTAURANTS, INC., RUBY ACQUISITION CORPORATION and RUTH’S HOSPITALITY GROUP, INC. Dated as of May 2, 2023Merger Agreement • May 3rd, 2023 • Darden Restaurants Inc • Retail-eating places • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of May 2, 2023, by and among Darden Restaurants, Inc., a Florida corporation (“Parent”), Ruby Acquisition Corporation, a Delaware corporation and an indirect wholly owned subsidiary of Parent (“Merger Sub”), and Ruth’s Hospitality Group, Inc., a Delaware corporation (the “Company”). Each of Parent, Merger Sub and the Company are sometimes referred to as a “Party.” All capitalized terms that are used in this Agreement have the respective meanings given to them in this Agreement.
CREDIT AGREEMENT Dated as of October 27, 2017 amongCredit Agreement • November 1st, 2017 • Darden Restaurants Inc • Retail-eating places • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of October 27, 2017, among DARDEN RESTAURANTS, INC., a Florida corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent.
EXECUTION COPY AGREEMENT AND PLAN OF MERGER Dated as of August 16, 2007 among DARDEN RESTAURANTS, INC. SURF & TURF MERGER CORP. and RARE HOSPITALITY INTERNATIONAL, INC.Merger Agreement • August 17th, 2007 • Darden Restaurants Inc • Retail-eating places • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of August 16, 2007, by and among Darden Restaurants, Inc., a Florida corporation (“Parent”), Surf & Turf Merger Corp., a Georgia corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and RARE Hospitality International Inc., a Georgia corporation (the “Company”).
TERM LOAN CREDIT AGREEMENT Dated as of April 6, 2020 amongTerm Loan Credit Agreement • April 7th, 2020 • Darden Restaurants Inc • Retail-eating places • New York
This TERM LOAN CREDIT AGREEMENT (“Agreement”) is entered into as of April 6, 2020, among DARDEN RESTAURANTS, INC., a Florida corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A. (“Bank of America”), as Administrative Agent.
AMENDMENT NO. 1 TO REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • September 18th, 2024 • Darden Restaurants Inc • Retail-eating places • New York
AMENDMENT NO. 1 TO REVOLVING CREDIT AGREEMENT, dated as of September 16, 2024 (this “Amendment”), is made by and among DARDEN RESTAURANTS, INC., a Florida corporation (the “Borrower”), the lenders party to the Revolving Credit Agreement referred to below (collectively, the “Consenting Lenders”) and BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders. Capitalized terms not otherwise defined in this Amendment have the same meanings as specified in the Revolving Credit Agreement (as defined below).
a Florida corporation) UNDERWRITING AGREEMENT April 20, 2020Underwriting Agreement • April 23rd, 2020 • Darden Restaurants Inc • Retail-eating places • New York
AMENDED AND RESTATED] DARDEN RESTAURANTS, INC. 2015 OMNIBUS INCENTIVE PLAN FY 20[__] PERFORMANCE STOCK UNIT AWARD AGREEMENT (United States)Performance Stock Unit Award Agreement • July 19th, 2024 • Darden Restaurants Inc • Retail-eating places • Florida
This Performance Stock Unit Award Agreement (the “Agreement”) is between Darden Restaurants, Inc., a Florida corporation (the “Company”), and you, a person notified by the Company, and identified in the Company’s records, as the recipient of an Award of performance-based Restricted Stock Units (“Performance Stock Units”) during the Company’s fiscal year 20[__]. This Agreement is effective as of the Grant Date communicated to you and set forth in the Company’s records.
CREDIT AGREEMENT Dated as of September 20, 2007 among DARDEN RESTAURANTS, INC. as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, SUNTRUST BANK, as Co-Syndication Agent WACHOVIA BANK, N.A. , as Co-Syndication Agent, WELLS FARGO BANK, N.A.,...Credit Agreement • September 24th, 2007 • Darden Restaurants Inc • Retail-eating places • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of September 20, 2007, among DARDEN RESTAURANTS, INC., a Florida corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent.
RIGHTS AGREEMENT between DARDEN RESTAURANTS, INC. and WELLS FARGO BANK, N.A. as Rights Agent Dated as of June 23, 2015Rights Agreement • June 23rd, 2015 • Darden Restaurants Inc • Retail-eating places • Florida
This RIGHTS AGREEMENT, dated as of June 23, 2015 (this “Agreement”), between Darden Restaurants, Inc., a Florida corporation (the “Company”), and Wells Fargo Bank, N.A., a national banking association organized under the laws of the United States of America, as rights agent (the “Rights Agent”).
Exhibit 10(a) October 7, 2004 Mr. Joe R. Lee Darden Restaurants, Inc. 5900 Lake Ellenor Drive Orlando, FL 32809 Dear Joe, This letter will set forth the terms of the consulting arrangement between you and Darden Restaurants, Inc. ("Darden"). Upon your...Consulting Agreement • October 7th, 2004 • Darden Restaurants Inc • Retail-eating places
AMENDED AND RESTATED] DARDEN RESTAURANTS, INC. 2015 OMNIBUS INCENTIVE PLAN FY 20[__] RESTRICTED STOCK UNIT AWARD AGREEMENT (United States)Restricted Stock Unit Award Agreement • July 19th, 2024 • Darden Restaurants Inc • Retail-eating places • Florida
This Restricted Stock Unit Award Agreement (the “Agreement”) is between Darden Restaurants, Inc., a Florida corporation (the “Company”), and you, a person notified by the Company, and identified in the Company’s records, as the recipient of an Award of Restricted Stock Units during the Company’s fiscal year 20[__]. This Agreement is effective as of the Grant Date communicated to you and set forth in the Company’s records.
AMENDED AND RESTATED] DARDEN RESTAURANTS, INC. FY 20[__] NONQUALIFIED STOCK OPTION AWARD AGREEMENTNonqualified Stock Option Award Agreement • July 19th, 2024 • Darden Restaurants Inc • Retail-eating places • Florida
This Nonqualified Stock Option Award Agreement (the “Agreement”) is between Darden Restaurants, Inc., a Florida corporation (the “Company”), and you, a person notified by the Company and identified in the Company’s records, as the recipient of a Nonqualified Stock Option grant during the Company’s fiscal year 20[__]. This Agreement is effective as of the Grant Date communicated to you and set forth in the Company’s records.
FY 20[__] RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • July 24th, 2020 • Darden Restaurants Inc • Retail-eating places • Florida
This Restricted Stock Award Agreement (the “Agreement”) is between Darden Restaurants, Inc., a Florida corporation (the “Company” or “Corporation”), and you, a person notified by the Company, and identified in the Company’s records, as the recipient of an Award of Restricted Stock during the Company’s fiscal year 20[__]. This Agreement is effective as of the Grant Date communicated to you and set forth in the Company’s records.
EXHIBIT 10(q) DARDEN RESTAURANTS, INC. 2002 STOCK INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT This Restricted Stock Award Agreement is between Darden Restaurants, Inc., a Florida corporation (the "Company"), and you, the person named in the...Restricted Stock Award Agreement • July 29th, 2005 • Darden Restaurants Inc • Retail-eating places • Florida
RESTRICTED STOCK UNIT AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORSRestricted Stock Unit Award Agreement • July 21st, 2017 • Darden Restaurants Inc • Retail-eating places • Florida
This Restricted Stock Unit Award Agreement (the “Agreement”) is between Darden Restaurants, Inc., a Florida corporation (the “Company” or “Corporation”), and you, a person notified by the Company, and identified in the Company’s records, as the recipient of an Award of Restricted Stock Units during the Company’s fiscal year 20[__]. This Agreement is effective as of the Grant Date communicated to you and set forth in the Company’s records.
364-DAY CREDIT AGREEMENT Dated as of September 20, 2007 among DARDEN RESTAURANTS, INC. as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, And The Other Lenders Party Hereto364-Day Credit Agreement • September 24th, 2007 • Darden Restaurants Inc • Retail-eating places • New York
This 364-DAY CREDIT AGREEMENT (“Agreement”) is entered into as of September 20, 2007, among DARDEN RESTAURANTS, INC., a Florida corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent.
a Florida corporation) UNDERWRITING AGREEMENT February 7, 2018Underwriting Agreement • February 8th, 2018 • Darden Restaurants Inc • Retail-eating places • New York
Darden Restaurants, Inc., a Florida corporation (the “Company”), proposes to issue and sell to the several underwriters named in Exhibit A hereto (the “Underwriters”) $300,000,000 aggregate principal amount of the Company’s 4.550% Senior Notes due 2048 (the “Notes”). Merrill Lynch, Pierce, Fenner & Smith Incorporated, Goldman Sachs & Co. LLC and Wells Fargo Securities, LLC shall be designated and will act as Representatives (the “Representatives”) of the several Underwriters in connection with the offering and sale of the Notes.
CREDIT AGREEMENT Dated as of October 3, 2011 among DARDEN RESTAURANTS, INC. as Borrower, BANK OF AMERICA, N.A., as Administrative Agent, and THE LENDERS PARTY HERETO WELLS FARGO BANK, N.A., as Syndication Agent SUNTRUST BANK and U.S. BANK NATIONAL...Credit Agreement • October 3rd, 2011 • Darden Restaurants Inc • Retail-eating places • New York
This CREDIT AGREEMENT (“Agreement”) is entered into as of October 3, 2011, among DARDEN RESTAURANTS, INC., a Florida corporation (the “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent.
