Tasty Baking Co Sample Contracts

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Rights Agreement • August 18th, 2003 • Tasty Baking Co • Bakery products • Pennsylvania
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TRUST AGREEMENT
Trust Agreement • March 28th, 1996 • Tasty Baking Co • Bakery products • Pennsylvania
AGREEMENT AND PLAN OF MERGER by and among TASTY BAKING COMPANY, FLOWERS FOODS, INC. and FLOWERS BAKERIES, LLC dated as of April 10, 2011
Agreement and Plan of Merger • April 11th, 2011 • Tasty Baking Co • Bakery products • Pennsylvania

This Agreement and Plan of Merger (this “Agreement”), is entered into as of April 10, 2011, by and among TASTY BAKING COMPANY, a Pennsylvania corporation (the “Company”), Flowers Foods, Inc., a Georgia corporation (“Parent”), and Flowers Bakeries, LLC, a Georgia limited liability company and a wholly-owned Subsidiary of Parent (“Merger Sub”). Capitalized terms used herein (including in the immediately preceding sentence) and not otherwise defined herein shall have the meanings set forth in Section 9.01 hereof.

MACHINERY AND EQUIPMENT LOAN FUND LOAN AGREEMENT
Loan Agreement • April 11th, 2011 • Tasty Baking Co • Bakery products

THIS LOAN AGREEMENT, MADE this 14th day of January, 2011, effective as of January 14, 2011 (the “Effective Date”), BY AND AMONG TASTY BAKING COMPANY, a corporation organized and existing under the laws of the Commonwealth of Pennsylvania (“TBC”) and having an address of 3 Crescent Drive, Suite 200, Philadelphia, PA 19112 and TASTY BAKING OXFORD, INC., a Pennsylvania corporation organized and existing under the laws of the Commonwealth of Pennsylvania and having an address of 3 Crescent Drive, Suite 200, Philadelphia, PA 19112 (“TBO”, and together with TBC, collectively, the “Borrower”) and THE COMMONWEALTH OF PENNSYLVANIA, acting by and through the DEPARTMENT OF COMMUNITY AND ECONOMIC DEVELOPMENT, having its principal place of business at Commonwealth Keystone Building, 400 North Street, Fourth Floor, Harrisburg, Pennsylvania 17120 (the “Department”).

RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • March 15th, 2007 • Tasty Baking Co • Bakery products • Pennsylvania

WHEREAS, Grantee is a valued employee of the Company and/or one of its subsidiaries (collectively referred to as the “Employer”); and

SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • November 5th, 2008 • Tasty Baking Co • Bakery products • Pennsylvania

THIS SECOND AMENDMENT TO CREDIT AGREEMENT (the “Amendment”) is made effective as of the 16th day of July, 2008 by and among TASTY BAKING COMPANY, a Pennsylvania corporation (“Company”), the direct and indirect subsidiaries of the Company from time to time parties to the Credit Agreement (as defined below) (the “Subsidiary Borrowers” and with the Company, collectively, the “Borrowers”), each lender from time to time party to the Credit Agreement (collectively, the “Lenders” and individually, a “Lender”), and CITIZENS BANK OF PENNSYLVANIA, as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer (the “Agent”).

TRUST AGREEMENT
Trust Agreement • March 12th, 2009 • Tasty Baking Co • Bakery products • Pennsylvania

THIS TRUST AGREEMENT (hereinafter referred to as "Agreement") made as of this 19th day of January 1990, by and between Tasty Baking Company, a Pennsylvania Corporation (hereinafter referred to as "Company"), and Meridian Trust Company (hereinafter referred to as "Trustee").

TASTY BAKING COMPANY PURCHASE AND SALE AGREEMENT
Tasty Baking Company • May 6th, 2010 • Tasty Baking Co • Bakery products • Pennsylvania

THIS AGREEMENT is made this 5th day of April, 2010, (the “Agreement”) by and between TASTY BAKING COMPANY, a Pennsylvania corporation (“Seller”) whose address is 3 Crescent Drive, Suite 200, Philadelphia PA 19129 and TKMG ASSOCIATES, L.P., a Pennsylvania limited partnership (“Buyer”) whose address is 120 East Lancaster Avenue, Ardmore, Pennsylvania 19003.

L/S THREE CRESCENT DRIVE, LP c/o Liberty Property Trust 500 Chesterfield Parkway Malvern, PA 19355 December 31, 2010
Lease Agreement • April 11th, 2011 • Tasty Baking Co • Bakery products
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RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • May 6th, 2010 • Tasty Baking Co • Bakery products • Pennsylvania

WHEREAS, Grantee is a valued employee of the Company and/or one of its subsidiaries (collectively referred to as the “Employer”); and

MEMORANDUM OF UNDERSTANDING
Tasty Baking Co • May 12th, 2011 • Bakery products

This Memorandum of Understanding is entered into this 11th day of May, 2011, by and between: (i) plaintiffs Julie Michelsen, Tim Enochs, Paul F. Ringheiser III, and Joan Taylor (together with David Raul, collectively called “Plaintiffs”) individually and on behalf of all others similarly situated; and (ii) Tasty Baking Company (“Tasty” or the “Company”), Charles P. Pizzi, James E. Ksansnak, Judith M. von Seldeneck, Ronald J. Kozich, David J. West, James C. Hellauer, James E. Nevels, Mark G. Conish and Mark T. Timbie (the “Individual Defendants”) and Flowers Foods, Inc. (“Flowers”) and Flowers Bakeries, LLC (“Merger Sub” and with Flowers, Tasty and the Individual Defendants collectively referred to as the “Defendants”), in three lawsuits that the parties requested to be consolidated as a putative class action lawsuit captioned In re Tasty Baking Company Shareholder Litigation, Consolidated Case No. 110402487, pending in the Court of Common Pleas of Philadelphia County Pennsylvania and a

AMENDED AND RESTATED RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • March 14th, 2006 • Tasty Baking Co • Bakery products • Pennsylvania

THIS AMENDED AND RESTATED STOCK AWARD AGREEMENT is made as of this 1st day of March, 2006 (the “Agreement”), by and between Tasty Baking Company (“Company”) and ______________________________ (“Grantee”).

IMPROVEMENTS AGREEMENT
Improvements Agreement • August 7th, 2007 • Tasty Baking Co • Bakery products • Pennsylvania

THIS IMPROVEMENTS AGREEMENT (this “Agreement”) is made this 8th day of May, 2007, by and Between LIBERTY PROPERTY/SYNTERRA LIMITED PARTNERSHIP, a Pennsylvania limited partnership (“Liberty”), and TASTY BAKING COMPANY, a Pennsylvania corporation (“Tasty”).

TASTY BAKING COMPANY SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT AMENDED AND RESTATED EFFECTIVE AS OF JANUARY 1, 2009
Retirement Plan Agreement • March 12th, 2009 • Tasty Baking Co • Bakery products • Pennsylvania

THIS AMENDED AND RESTATED AGREEMENT, entered into as of the 23rd day of December, 2008, by and between Tasty Baking Company, a Pennsylvania corporation (hereinafter referred to as “Employer”) and Charles P. Pizzi (hereinafter referred to as “Employee”).

TERMINATION OF OPTION AGREEMENT
Termination of Option Agreement • March 15th, 2007 • Tasty Baking Co • Bakery products

THIS TERMINATION OF OPTION AGREEMENT is made as of December 26, 2006 between TASTY BAKING COMPANY, a Pennsylvania corporation with offices at 2801 Hunting Park Avenue, Philadelphia, PA 19129 ("TBC"), and KEYSTONE REDEVELOPMENT PARTNERS, LLC, a Delaware limited liability company with offices at 1000 Boardwalk, Atlantic City, NJ 08401 ("KRP").

WAIVER AGREEMENT AND SIXTH AMENDMENT TO CREDIT AGREEMENT
Waiver Agreement And • April 11th, 2011 • Tasty Baking Co • Bakery products

THIS WAIVER AGREEMENT AND SIXTH AMENDMENT TO CREDIT AGREEMENT (the “Agreement”) is made as of December __, 2010 among TASTY BAKING COMPANY, a Pennsylvania corporation (“Company”), the direct and indirect subsidiaries of the Company from time to time parties to the Credit Agreement (as defined herein) (the “Subsidiary Borrowers” and with the Company, collectively, the “Borrowers”), CITIZENS BANK OF PENNSYLVANIA, as Administrative Agent and Collateral Agent (in such capacities, collectively, the “Agent”), and Citizens Bank of Pennsylvania as Swing Line Lender and L/C Issuer, and EACH OTHER LENDER party to the Credit Agreement (collectively, including Citizens Bank of Pennsylvania in its capacities as Swing Line Lender and L/C Issuer, the “Lenders” and each individually, a “Lender”).

FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • November 3rd, 2006 • Tasty Baking Co • Bakery products • Pennsylvania
Contract
Agreement of Sale and Purchase of Real Estate • March 14th, 2006 • Tasty Baking Co • Bakery products • Pennsylvania
FIRST ADDENDUM TO PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • August 4th, 2010 • Tasty Baking Co • Bakery products
L/S 26TH STREET SOUTH, LP c/o Liberty Property Trust 500 Chesterfield Parkway Malvern, PA 19355 December 31, 2010
Industrial Lease Agreement • April 11th, 2011 • Tasty Baking Co • Bakery products
FOURTH AMENDMENT TO INDUSTRIAL LEASE AGREEMENT
Industrial Lease Agreement • April 11th, 2011 • Tasty Baking Co • Bakery products

THIS FOURTH AMENDMENT TO INDUSTRIAL LEASE AGREEMENT (this "Amendment") is made as of this 16th day of August, 2007, by and between L/S 26TH STREET SOUTH, LP, a Delaware limited partnership (Assignee of Liberty Property/Synterra Limited Partnership, a Pennsylvania limited partnership ("Liberty/Synterra")), as Landlord, and TASTY BAKING COMPANY, a Pennsylvania corporation, as Tenant.

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