0000950144-04-001727 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • February 26th, 2004 • Creative Host Services Inc • Retail-eating places • North Carolina

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of the 18th day of February 2004, by and between Compass Group USA, Inc. and its affiliated entities (collectively, the “Company”) and Tasneem Vakharia (the “Employee”);

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EMPLOYMENT AGREEMENT
Employment Agreement • February 26th, 2004 • Creative Host Services Inc • Retail-eating places • California

This Employment Agreement (this “Agreement”), effective as of the 1st day of November 2002, by and between, Creative Host Services, Inc., a California corporation (“Company”), and Sayed Ali (“Executive”), and is made with respect to the following facts:

TENDER AND VOTING AGREEMENT
Tender and Voting Agreement • February 26th, 2004 • Creative Host Services Inc • Retail-eating places • California

This Tender and Voting Agreement, dated as of February 18, 2004 (this “Agreement”), is made by and among COMPASS GROUP USA INVESTMENTS, LLP, a Delaware limited liability partnership (“Parent”), YORKMONT FIVE, INC., a California corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and SAYED ALI, a resident of the State of California and a shareholder of CREATIVE HOST SERVICES, INC., a California corporation (the “Company”) (the “Shareholder”).

STOCK OPTION AGREEMENT
Stock Option Agreement • February 26th, 2004 • Creative Host Services Inc • Retail-eating places • California

This STOCK OPTION AGREEMENT (this “Agreement”), dated as of February 18, 2004, is made and entered into by and among COMPASS GROUP USA INVESTMENTS, LLP, a Delaware limited liability partnership (“Parent”), YORKMONT FIVE, INC., a California corporation and a wholly owned indirect subsidiary of Parent (“Merger Sub”), and CREATIVE HOST SERVICES, INC., a California corporation (the "Company”).

TENDER AGREEMENT
Tender Agreement • February 26th, 2004 • Creative Host Services Inc • Retail-eating places • California

This Tender Agreement, dated as of February 18, 2004 (this “Agreement”), is made by and among COMPASS GROUP USA INVESTMENTS, LLP, a Delaware limited liability partnership (“Parent”), YORKMONT FIVE, INC., a California corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and JOHN STEWART JACKSON, IV, a resident of the State of Colorado and a shareholder of CREATIVE HOST SERVICES, INC., a California corporation (the “Company”) (the “Shareholder”).

MUTUAL NONDISCLOSURE AGREEMENT
Mutual Nondisclosure Agreement • February 26th, 2004 • Creative Host Services Inc • Retail-eating places • Delaware

THIS MUTUAL NONDISCLOSURE AGREEMENT (this “Agreement") is made as of December 2, 2003 by and between Compass Group USA, Inc., a Delaware corporation (“Compass"), and Creative Host Services, Inc., a California corporation (“Creative Host").

AGREEMENT AND PLAN OF MERGER by and among COMPASS GROUP USA INVESTMENTS, LLP, YORKMONT FIVE, INC., and CREATIVE HOST SERVICES, INC. Dated as of February 18, 2004
Merger Agreement • February 26th, 2004 • Creative Host Services Inc • Retail-eating places • California

This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of February 18, 2004 by and among COMPASS GROUP USA INVESTMENTS, LLP, a Delaware limited liability partnership (“Compass”), YORKMONT FIVE, INC., a California corporation and a wholly owned indirect subsidiary of Compass (“Merger Sub”), and CREATIVE HOST SERVICES, INC., a California corporation (the “Company”).

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