0000912057-01-540462 Sample Contracts

SONIC CORP. $5,000,000 6.58% Senior Notes, Series A, due August 10, 2008 and $25,000,000 6.87% Senior Notes, Series B, due August 10, 2011
Note Purchase Agreement • November 19th, 2001 • Sonic Corp • Retail-eating places • New York
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FORM OF SERIES A NOTE SONIC CORP.
Senior Note Agreement • November 19th, 2001 • Sonic Corp • Retail-eating places

This Note is one of a series of Senior Notes, Series A (herein called the "Series A Notes") issued pursuant to separate Note Purchase Agreements, each dated as of August 10, 2001 (as from time to time amended, collectively, the "Note Purchase Agreements"), between the Company and the respective Purchasers named therein and is entitled to the benefits thereof. Each holder of this Note will be deemed, by its acceptance hereof, (i) to have agreed to the confidentiality provisions set forth in Section 20 of the Note Purchase Agreements and (ii) to have made the representation set forth in Section 6.2 of the Note Purchase Agreements to the extent provided in Section 13.2 of the Note Purchase Agreements.

EIGHTH AMENDMENT TO LOAN AGREEMENT
Loan Agreement • November 19th, 2001 • Sonic Corp • Retail-eating places • Oklahoma

This EIGHTH AMENDMENT TO LOAN AGREEMENT (this "Amendment"), dated as of March 9, 2001, is among SONIC CORP., a Delaware corporation (the "Borrower"), each of the banks or other lending institutions which is or may from time to time become a signatory or party to the Agreement (hereinafter defined) or any successor or permitted assignee thereof (each a "Bank" and collectively, the "Banks"), and BANK OF AMERICA, N.A., a national banking association ("Bank of America"), as agent for itself and the other Banks and as issuer of Letters of Credit under the Agreement (in such capacity, together with its successors in such capacity, the "Agent").

NINTH AMENDMENT TO LOAN AGREEMENT
Loan Agreement • November 19th, 2001 • Sonic Corp • Retail-eating places • Oklahoma

This NINTH AMENDMENT TO LOAN AGREEMENT (this "Amendment"), dated as of August 10, 2001, is among SONIC CORP., a Delaware corporation (the "Borrower"), each of the banks or other lending institutions which is or may from time to time become a signatory or party to the Agreement (hereinafter defined) or any successor or permitted assignee thereof (each a "Bank" and collectively, the "Banks"), and BANK OF AMERICA, N.A., a national banking association ("Bank of America"), as agent for itself and the other Banks and as issuer of Letters of Credit under the Agreement (in such capacity, together with its successors in such capacity, the "Agent").

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