COLUMBIA LAKE ACQUISITION CORP., as Issuer, and certain Guarantors INDENTURE Dated as of July 12, 2010 WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee DEFINITIONS AND INCORPORATION BY REFERENCE THE SECURITIES REDEMPTION COVENANTS SUCCESSOR COMPANY...Indenture • July 16th, 2010 • Cke Restaurants Inc • Retail-eating places • New York
INDENTURE dated as of July 12, 2010 among COLUMBIA LAKE ACQUISITION CORP., a Delaware corporation (the “Issuer”), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”), and the Guarantors (as defined herein).
REGISTRATION RIGHTS AGREEMENT by and among Columbia Lake Acquisition Corp., CKE Restaurants, Inc. and the Guarantors party hereto, and Morgan Stanley & Co. Incorporated, Citigroup Global Markets Inc. and RBC Capital Markets Corporation as Initial...Registration Rights Agreement • July 16th, 2010 • Cke Restaurants Inc • Retail-eating places • New York
This Agreement is made pursuant to the Purchase Agreement, dated as of July 6, 2010 (as amended, modified or supplemented, the “Purchase Agreement”), among MergerCo and the Initial Purchasers and supplemented as of the date of this Agreement by the joinder agreement to the Purchase Agreement by and among the Company, the Guarantors and the Initial Purchasers for (i) the benefit of the Initial Purchasers and (ii) the benefit of the holders from time to time of the Initial Securities, including the Initial Purchasers. In order to induce the Initial Purchasers to purchase the Initial Securities, MergerCo, the Company and the Guarantors have agreed to cause MergerCo, the Company and the Guarantors to provide the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers set forth in Section 5(i) of the Purchase Agreement.
CREDIT AGREEMENT Dated as of July 12, 2010 Among COLUMBIA LAKE ACQUISITION HOLDINGS, INC., as Holdings, COLUMBIA LAKE ACQUISITION CORP., (to be merged on the Closing Date with and into CKE Restaurants, Inc.), as Borrower, The Several Lenders from Time...Credit Agreement • July 16th, 2010 • Cke Restaurants Inc • Retail-eating places • New York
Exhibit A Form of Assignment and Acceptance Exhibit B Form of Borrowing Request Exhibit C Form of Swingline Borrowing Request Exhibit D Form of Interest Election Request Exhibit E-1 Form of Non-Bank Tax Certificate (For Foreign Lenders That Are Not Partnerships For U.S. Federal Income Tax Purposes) Exhibit E-2 Form of Non-Bank Tax Certificate (For Foreign Participants That Are Not Partnerships For U.S. Federal Income Tax Purposes) Exhibit E-3 Form of Non-Bank Tax Certificate (For Foreign Lenders That Are Partnerships For U.S. Federal Income Tax Purposes) Exhibit E-4 Form of Non-Bank Tax Certificate (For Foreign Participants That Are Partnerships for U.S. Federal Income Tax Purposes) Exhibit F Form of Intercreditor Agreement Schedule 1.01A Certain Subsidiaries Schedule 1.01B Mortgaged Properties Schedule 1.01C EBITDA Scheduled Adjustments Schedule 1.01D Subsidiary Loan Parties Schedule 2.01 Commitments Schedule 3.04 Filings and Other Actions Schedule 3.07(e) Options on Mortgaged Propert
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • July 16th, 2010 • Cke Restaurants Inc • Retail-eating places • New York
This FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of July 12, 2010, among CKE Restaurants, Inc., a Delaware corporation (the “Company”), Aeroways, LLC, a California limited liability company (“Aeroways”), Burger Chef Systems, Inc., a North Carolina corporation (“Burger Chef”), Carl Karcher Enterprises, Inc., a California corporation (“Carl Karcher”), Carl’s Jr. Region VIII, Inc., a Delaware corporation (“Carl’s VIII”), Channel Islands Roasting Company, a California corporation (“Channel Islands”), CKE Distribution, LLC, a California limited liability company (“CKE Distribution”), CKE REIT II, Inc., a Delaware corporation (“CKE REIT”), Flagstar Enterprises, Inc., an Alabama corporation (“Flagstar”), GB Franchise Corporation, a California corporation (“GB Franchise”), Hardee’s Food Systems, Inc., a North Carolina corporation (“Hardee’s”), HED, Inc., a North Carolina corporation (“HED”), Santa Barbara Restaurant Group, Inc., a Delaware corporation (“SBRG”), Sparde
