0000950134-07-012027 Sample Contracts

Contract
Amendment Agreement • May 21st, 2007 • Buffets Holdings, Inc. • Retail-eating places • New York

AMENDMENT AGREEMENT dated as of March 13, 2007 (this “Agreement”), to the Credit Agreement dated as of November 1, 2006 (the “Existing Credit Agreement”), among BUFFETS, INC., a Minnesota corporation (the “Borrower”), BUFFETS HOLDINGS, INC., a Delaware corporation (“Holdings”), the Subsidiaries identified on Annex I (the “Subsidiary Guarantors” and, together with Holdings, the “Reaffirming Parties”), the lenders party thereto (the “Lenders”), and CREDIT SUISSE, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”), as collateral agent for the Lenders (in such capacity, the “Collateral Agent”), and as PF Fronting Lender (as defined in the Restated Credit Agreement referred to below).

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Contract
Third Supplemental Indenture • May 21st, 2007 • Buffets Holdings, Inc. • Retail-eating places • New York

THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 14, 2007, among Buffets, Inc., a Minnesota corporation (or its permitted successor) (the “Company”), Buffets Franchise Holdings, LLC, a Minnesota limited liability company, as the Additional Subsidiary Guarantor (the “Additional Subsidiary Guarantor”) and U.S. Bank National Association, as Trustee under the Indenture (the “Trustee”).

Contract
Guarantee and Collateral Agreement • May 21st, 2007 • Buffets Holdings, Inc. • Retail-eating places

SUPPLEMENT NO. 2 (this “Supplement”) dated as of March 13, 2007, to the Guarantee and Collateral Agreement dated as of November 1, 2006 (the “Guarantee and Collateral Agreement”), among BUFFETS, INC., a Minnesota corporation (the “Borrower”), BUFFETS HOLDINGS, INC., a Delaware corporation (“Holdings”), each Subsidiary of the Borrower from time to time party thereto (each such subsidiary individually a “Subsidiary Guarantor” and collectively, the “Subsidiary Guarantors”; the Subsidiary Guarantors, Holdings and the Borrower are referred to collectively herein as the “Grantors”) and CREDIT SUISSE, (together with its affiliates, “Credit Suisse”), as collateral agent (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined therein).

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