LINE OF CREDIT NOTELine of Credit Note • August 2nd, 2006 • Sanfilippo John B & Son Inc • Sugar & confectionery products
FOR VALUE RECEIVED, the undersigned JOHN B. SANFILIPPO & SON, INC., a Delaware corporation (hereinafter referred to as “Borrower”), promises to pay to the order of LASALLE BANK NATIONAL ASSOCIATION (hereinafter referred to as “Lender”), at such place as U.S. Bank National Association, as agent for the Lender, may designate, in lawful money of the United States of America and in immediately available funds, the principal sum of Thirty Five Million Dollars ($35,000,000) or so much thereof as may be advanced and be outstanding, together with interest on any and all principal amounts outstanding calculated in accordance with the provisions set forth below. This Note is issued under that certain Amended and Restated Credit Agreement of even date herewith (as the same may be amended, replaced, restated and/or supplemented from time to time, the “Credit Agreement”) between Borrower, U.S. Bank National Association, a national banking association, as agent (the “Agent”), Lender and the other le
SECURITY AGREEMENTSecurity Agreement • August 2nd, 2006 • Sanfilippo John B & Son Inc • Sugar & confectionery products • Colorado
THIS SECURITY AGREEMENT (as amended, modified, supplemented, renewed or restated from time to time, this “Security Agreement”) is made as of July 25, 2006, by and among JOHN B. SANFILIPPO & SON, INC., a Delaware corporation (“Borrower”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association (“U.S. Bank”), in its capacity as agent (in such capacity, the “Agent”) for itself, as agent for the Lenders under the Amended and Restated Credit Agreement with Borrower dated July 25, 2006 (as amended, supplemented, restated or otherwise modified and in effect from time to time, the “Credit Agreement”) and for the holders of the JOHN B. SANFILIPPO & SON, INC., 4.67% Senior Notes due December 1, 2014, in the original aggregate principal amount of $65,000,000 (the “Holders”), issued under the Note Purchase Agreement, Dated December 16, 2004 (as amended, supplemented, restated or otherwise modified and in effect from time to time, the “Note Purchase Agreement”).
MORTGAGE (SECURES FUTURE ADVANCES)Mortgage • August 2nd, 2006 • Sanfilippo John B & Son Inc • Sugar & confectionery products
THIS MORTGAGE (this “Mortgage”), made as of July 25, 2006, by JOHN B. SANFILIPPO & SON, INC., a Delaware corporation, whose address is 2299 Busse Road, Elk Grove Village, IL 60007 (“Mortgagor”, which designation shall include successors in interest), to U.S. Bank National Association, a national banking association, as Collateral Agent, whose address is 950 Seventeenth Street, Suite 350, Denver, Colorado 80202, its successors and assigns in that capacity (hereinafter referred to as “Mortgagee”).
AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • August 2nd, 2006 • Sanfilippo John B & Son Inc • Sugar & confectionery products • Colorado
THIS AMENDED AND RESTATED CREDIT AGREEMENT (as amended, modified, supplemented, renewed or restated from time to time, the “Agreement”) is made as of July 25, 2006, by and among JOHN B. SANFILIPPO & SON, INC., a Delaware corporation (“Borrower”), the financial institutions listed on the signature pages hereof and each other financial institution that may hereafter become a party hereto in accordance with the provisions hereof (collectively the “Lenders” and individually a “Lender”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association (“U.S. Bank”), in its capacity as Agent for the Lenders and Issuer (in such capacity, the “Agent”).
JOHN B. SANFILIPPO & SON, INC. LIMITED WAIVER and SECOND AMENDMENT Dated as of July 25, 2006 to Note Purchase Agreement Dated as of December 16, 2004 Re: $65,000,000 Senior Notes Due December 1, 2014Note Purchase Agreement • August 2nd, 2006 • Sanfilippo John B & Son Inc • Sugar & confectionery products • Illinois
This Limited Waiver and Second Amendment, dated as of July 25, 2006 (this “Amendment”), to the Note Purchase Agreement, dated as of December 16, 2004, is between John B. Sanfilippo & Son, Inc., a Delaware corporation (the “Company”), and each of the institutions which is a signatory to this Amendment (collectively, the “Noteholders”).
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • August 2nd, 2006 • Sanfilippo John B & Son Inc • Sugar & confectionery products • Colorado
This Trademark License Agreement (this “Agreement”) having an effective date of July 25, 2006, is made by and between JOHN B. SANFILIPPO & SON, INC., a Delaware corporation (the “Licensor”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, in its capacity as Agent for the Secured Parties under the Security Agreement (the “Licensee”).
