EXHIBIT 10.3
------------
CONSENT AND REAFFIRMATION OF GUARANTY
In order to induce Bank of America, N.A. ("Bank") to enter into that
certain Second Amendment dated as of January 30, 2008 (the "Amendment") to that
certain Amended and Restated Credit Agreement dated as of June 30, 2004, as
amended, between the Bank and California Pizza Kitchen, Inc. ("Borrower"), the
undersigned (i) consents to said Amendment, (ii) agrees that nothing contained
in the Amendment shall diminish, alter, amend or effect the obligations of the
undersigned under that certain Master Subsidiary Guaranty dated as of December
15, 2000 ("Guaranty") in favor of Bank, and (iii) confirms that such Guaranty
remains in full force and effect and reaffirms the same.
Dated: as of January 30, 2008 CPK MANAGEMENT COMPANY
By: /s/ Xxxxx X. Xxxxxxx
----------------------
Name: Xxxxx X. Xxxxxxx
------------------
Title: Chief Financial Officer
------------------------
1
