0000950138-05-000971 Sample Contracts

THIRD AMENDED AND RESTATED LOAN AGREEMENT
Loan Agreement • October 3rd, 2005 • Build a Bear Workshop Inc • Retail-hobby, toy & game shops • Ohio

BUILD-A-BEAR WORKSHOP, INC. (“BABWI”), successor by merger to BUILD-A-BEAR WORKSHOP, LLC, SHIRTS ILLUSTRATED, LLC (“SHIRTS”), BUILD-A-BEAR WORKSHOP FRANCHISE HOLDINGS, INC. (“BABWF”), BUILD-A-BEAR ENTERTAINMENT, LLC (“BABE”), and BUILD-A-BEAR RETAIL MANAGEMENT, INC. (“BABRM”), jointly and severally (individually and collectively, the "Borrower") and U.S. BANK NATIONAL ASSOCIATION, formerly known as FIRSTAR BANK, NATIONAL ASSOCIATION ("Lender"), hereby agree as follows effective as of May 31, 2005 (the "Effective Date"):

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SECOND AMENDED AND RESTATED REVOLVING CREDIT NOTE
Revolving Credit Note • October 3rd, 2005 • Build a Bear Workshop Inc • Retail-hobby, toy & game shops

Capitalized terms used in this Note and not otherwise defined herein will have the same meanings given such terms in the Third Amended and Restated Loan Agreement of even date herewith (the “Loan Agreement”) between Borrower and Lender. This Note amends and restates the First Amended and Restated Revolving Credit Note issued by Borrower to Lender dated as of February 13, 2002.

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