0000825324-10-000024 Sample Contracts

October 29th, 2010
Securities Purchase Agreement • November 22nd, 2010 • Good Times Restaurants Inc • Retail-eating places

Good Times Restaurants, Inc. (the "Company") proposes to issue 4.2 million of its common shares to Small Island Investments, Ltd. ("Investor") for a total consideration of $2.1 million (the "Proposed Purchase Price"). The proposal, in its present form, is set forth in a Securities Purchase Agreement dated October 29th, 2010. You have requested our opinion as to whether the Proposed Purchase Price is fair, from a financial point of view, to the Company.

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • November 22nd, 2010 • Good Times Restaurants Inc • Retail-eating places • Nevada
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