0000950123-15-000187 Sample Contracts

CREDIT AGREEMENT Dated as of October 9, 2012 among BOJANGLES’ RESTAURANTS, INC., as the Borrower, BHI INTERMEDIATE HOLDING CORP., as Holdings, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, THE OTHER LENDERS PARTY...
Credit Agreement • January 12th, 2015 • Bojangles', Inc. • Retail-eating places • New York

This CREDIT AGREEMENT (“Agreement”) is entered into as of October 9, 2012, among BOJANGLES’ RESTAURANTS, INC., a Delaware corporation (the “Borrower”), BHI INTERMEDIATE HOLDING CORP., a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.

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AMENDMENT NO. 1
Credit Agreement • January 12th, 2015 • Bojangles', Inc. • Retail-eating places • New York

This CREDIT AGREEMENT (“Agreement”) is entered into as of October 9, 2012, among BOJANGLES’ RESTAURANTS, INC., a Delaware corporation (the “Borrower”), BHI INTERMEDIATE HOLDING CORP., a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.

AMENDMENT NO. 2
Credit Agreement • January 12th, 2015 • Bojangles', Inc. • Retail-eating places • New York

This CREDIT AGREEMENT (“Agreement”) is entered into as of October 9, 2012, among BOJANGLES’ RESTAURANTS, INC., a Delaware corporation (the “Borrower”), BHI INTERMEDIATE HOLDING CORP., a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer.

BHI HOLDING CORP. NONQUALIFIED STOCK OPTION AWARD AGREEMENT
Nonqualified Stock Option Award Agreement • January 12th, 2015 • Bojangles', Inc. • Retail-eating places • Delaware

THIS AGREEMENT (the “Award Agreement”), is made effective as of the 17th day of April, 2012 (the “Date of Grant”), by and between BHI Holding Corp., a Delaware corporation (the “Company”), and (the “Participant”).

AMENDMENT No. 1 to THE ISDA® 2002 MASTER AGREEMENT
Isda 2002 Master Agreement • January 12th, 2015 • Bojangles', Inc. • Retail-eating places • New York

THIS AMENDMENT NO. 1, dated as of October 26, 2012 (this “Amendment”), between BANK OF AMERICA, N.A. (“Party A”) and BOJANGLES’ RESTAURANTS, INC. and each entity listed on Appendix A to the Agreement (defined below) (collectively “Party B”) and

Kenneth E. Avery Fort Mill, SC 29715
Severance Agreement • January 12th, 2015 • Bojangles', Inc. • Retail-eating places

In recognition of your years of service with Bojangles’ Restaurants, Inc. (the “Company”) and to provide you with some additional comfort in connection with the Company’s search for a new Chief Executive Officer, the Company has decided that you will be eligible to receive the severance payments described in this letter agreement (the “Agreement”) upon a termination of your employment under the circumstances described in the Agreement, subject to the terms and conditions of the Agreement.

December 30, 2013
Non-Executive Chairman Agreement • January 12th, 2015 • Bojangles', Inc. • Retail-eating places • Delaware

We are pleased to offer you the position of Non-Executive Chairman of BHI Holding Corp. (the “Company”) effective as of February 1, 2014 (“Effective Date”). The purpose of this letter agreement is to confirm the terms of your appointment as Non-Executive Chairman of the Board of Directors of the Company (the “Board”) and the obligations of the Company to provide you with certain fees and expense reimbursement rights while you are Non-Executive Chairman of the Board (the “Non-Executive Chairman”).

AMENDED & RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • January 12th, 2015 • Bojangles', Inc. • Retail-eating places • North Carolina

THIS AMENDED & RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into on December 18, 2014, effective as of January 27, 2014 (the “Effective Date”), by and between Clifton Rutledge (“Executive”) and Bojangles’ Restaurants, Inc. (the “Company”).

AMENDMENT No. 2 to THE ISDA® 2002 MASTER AGREEMENT
Isda 2002 Master Agreement • January 12th, 2015 • Bojangles', Inc. • Retail-eating places • New York

THIS AMENDMENT NO. 2, dated as of May 17, 2013 (this “Amendment”), between BANK OF AMERICA, N.A. (“Party A”) and BOJANGLES’ RESTAURANTS, INC. and each entity listed on Appendix A to the Agreement (defined below) (collectively “Party B”) and

AMENDED AND RESTATED SEVERANCE AGREEMENT
Severance Agreement • January 12th, 2015 • Bojangles', Inc. • Retail-eating places • North Carolina

THIS AMENDED AND RESTATED SEVERANCE AGREEMENT (the “Agreement”) is made and entered by and between BOJANGLES’ RESTAURANTS, INC., a Delaware corporation (the “Employer” or the “Company”) and KENNETH E. AVERY (“Employee”), effective as of April 27, 2011 (the “Effective Date”).

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