RECITIALS:Consulting Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • New York
AMONGStock Purchase Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • North Carolina
SBFC CAPITAL LOGO)Consulting Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks
ARTICLE II LEASE TERMLease Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks
AGREEMENTFinancing Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • Florida
EXHIBIT 10.82 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT ("Agreement") made this 2 day of September, 2001, between Floridino's international Holdings, Inc. a Florida corporation, having its principal place of business at 3560 Cypress Gardens...Consulting Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • Florida
EXHIBIT 10.61 SUBORDINATION AGREEMENTSubordination Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • Indiana
EXHIBIT 10.36 SECURITY AGREEMENT This SECURITY AGREEMENT ("Security Agreement") is made this 31st day of December, 2001, by Syndicated Transportation Service Group, Inc., successor by merger of Beasley Transportation, Inc. ("Grantor"), in favor of...Security Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • Indiana
Execution Copy EXHIBIT 10.69 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (the "Agreement"), dated as of the 6th day of March 2002, between Syndicated Food Service International, Inc., a Florida corporation with offices at 3560 Cypress Gardens Road,...Employment Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • New York
EXHIBIT 10.70 EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement") is made and entered into as of the 24th day of January, 2002, by and between Syndicated Food Service International, Inc. ("Employer"), a Florida corporation, and WILLIAM C. KEELER...Employment Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • Florida
EXHIBIT 10.54 CREDIT AGREEMENT This Credit Agreement dated as of the 27th day of February, 2003, by and between BEASLEY FOOD SERVICE, INC., a Delaware corporation (hereinafter referred to as "Borrower"), and OLD NATIONAL BANK, a national banking...Credit Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • Indiana
EXHIBIT 10.59 SECURITY AGREEMENT SECURITY AGREEMENT, dated as of February 27, 2003, between BEASLEY FOOD SERVICE, INC., a Delaware corporation (the "Company"), and OLD NATIONAL BANK, a national banking association (the "Lender"). WHEREAS, the Company...Security Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks
WITNESSETHPurchase Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks
that LICENSOR shall have the right to retain the use of the MARKS in the LICENSOR'S BUSINESS. The Royalty may be increased with the prior written consent of the Parties. 2. WARRANTY OF OWNERSHIP OF MARKS. LICENSOR warrants and represents that it is...Trademark License Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • North Carolina
LOAN AGREEMENTLoan Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks
WITNESSETH:Employment Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • Indiana
BORROWER OWNER OF COLLATERAL -------------------------------------------------- ------------------------------ SYNDICATED BLOOMINGTON I LLC SYNDICATED FOOD SERVICE GROUP, INC.Commercial Security Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • Indiana
Exhibit 10.33 AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONMerger Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • Indiana
FIRST AMENDMENT TO THE AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONAgreement and Plan of Merger and Reorganization • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks
WITNESSETH:Real Estate Purchase Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • North Carolina
MORTGAGEMortgage • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • Florida
WITNESSETH:Debt Conversion Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • Florida
EXHIBIT 10.37 PLEDGE AND ESCROW AGREEMENT This Pledge and Escrow Agreement (the "Agreement") is made as of the 31st day of December, 2001, among Syndicated Food Service International, Inc., f/k/a Floridino's International Holdings, Inc. ( "Company"),...Pledge and Escrow Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • Indiana
WTTNESSETH:Pledge Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • Indiana
EXHIBIT 10.4 SECURITIES SUBSCRIPTION AGREEMENT THIS SECURITIES SUBSCRIPTION AGREEMENT dated as of October 1, 1999 (the "Agreement"), is executed in reliance upon the exemption from registration afforded by Rule 505 of Regulation D ("Regulation D") as...Securities Subscription Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • New York
EXHIBIT 10.66 UNCONDITIONAL UNLIMITED CONTINUING GUARANTY FOR VALUE RECEIVED and in consideration of credit given or to be given, and of other financial accommodations afforded or to be afforded to SYNDICATED BLOOMINGTON I LLC (hereinafter referred to...Unconditional Unlimited Continuing Guaranty • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks
This Guaranty shall be and remain a continuing, unlimited unconditional, and absolute guaranty. This Guaranty shall remain fully enforceable irrespective of any defenses which the Borrower may assert on the underlying Liabilities, including but not limited to failure of consideration, breach of warranty, statute of frauds, statute of limitations, accord and satisfaction and usury.
AGREEMENTEquity Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks
GUARANTY AGREEMENTGuaranty Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • North Carolina
This Guaranty Agreement (the "Guaranty") is entered into as of November 28, 2001 among Asheville Packing Company, Inc. ("APC"), Clarence H. Cannon ("CHC"), Ralph E. Cannon ("REC"), Leona Benson Cannon ("LBC" and together with APC, CHC and REC, the "Sellers") and Momentum Food Service, Inc. ("Guarantor").
THIS INSTRUMENT PREPARED BY: INSTR # 2001189639 ROBERT O. SAMMONS OR BK 04836 PG 1037 FLOYD & SANUNONS, P.A. RECORDED 10/30/2001 03:34 PM 1552 Sixth Street RICHARD M. WEISS CLERK OF COURT Winter Haven, FL 33880 POLK COUNTY ATTORNEY FOR GRANTOR DOC TAX...Deed in Lieu of Foreclosure • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks
THIS DEED IN LIEU OF FORECLOSURE made the 29 day of 0CTOBER, 2001 by TOHO HOLDINGS, INC., A FLORIDA CORPORATION, hereinafter referred to as grantor whose address is 3650 Cypress Gardens Boulevard, Winter Haven FL 33880, and FIDRA HOLDINGS, INC., A LIMITED PARTNERSHIP FORMED UNDER THE LAWS OF _______________, whose federal taxpayer identification number is ( ) and whose address is Suite 1, West Bay Street, P.0. Box CB-11728, Nassau Bahamas, hereinafter referred to as grantee:
LEASE AGREEMENTLease Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • Virginia
WITNESSETH:Extension and Exchange Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • Indiana
BRIAN DONAHUEWarrant Agreement • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • New York
EXHIBIT 10.63 MORTGAGE LOAN NOTEMortgage Loan Note • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks
AGREEMENT TO TRANSFER ASSETS AND LIABILITIES BY AND BETWEEN MOMENTUM FOOD SERVICES, INC. SYNDICATED FOOD SERVICE INTERNATIONAL, INC. AND CANNON PACK- ENTERPRISES, INC.Agreement to Transfer Assets and Liabilities • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks • North Carolina
EXHIBIT 10.15 THIS INSTRUMENT PREPARED BY: Robert O. Sammons Floyd & Sammons, P.A. 1552 Sixth Street Winter Haven, FL 33880 Attorney for Grantor Agreement Regarding Deeds in Lieu of Foreclosure THIS AGREEMENT made the 29 day of Oct. , 2001 by TOHO...Agreement Regarding Deeds in Lieu of Foreclosure • October 14th, 2003 • Syndicated Food Service International Inc • Blank checks
