ContractConvertible Promissory Note • November 1st, 2007 • Max & Ermas Restaurants Inc • Retail-eating places
THIS NOTE AND THE SHARES ISSUABLE ON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OR ANY STATE SECURITIES LAW. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT AND NEITHER THIS NOTE NOR ANY SHARES ISSUABLE ON CONVERSION THEREOF MAY BE TRANSFERRED, SOLD OR OFFERED FOR SALE, IN WHOLE OR IN PART, UNLESS THERE IS AN EFFECTIVE REGISTRATION STATEMENT FOR SUCH SECURITY UNDER THE ACT AND QUALIFICATION UNDER ANY APPLICABLE STATE SECURITIES LAW, OR THERE IS AN OPINION OF COUNSEL SATISFACTORY TO BORROWER THAT SUCH REGISTRATION AND QUALIFICATION ARE NOT REQUIRED AS TO SAID TRANSFER, SALE OR OFFER.
FIRST AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • November 1st, 2007 • Max & Ermas Restaurants Inc • Retail-eating places • New York
THIS FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT (“Amendment”), is entered into as of the 26th day of October, 2007, is made by and between Max & Erma’s Restaurants, Inc., a Delaware corporation (the “Company”), and the Purchasers party hereto (the “Purchasers”).
FORBEARANCE AGREEMENTForbearance Agreement • November 1st, 2007 • Max & Ermas Restaurants Inc • Retail-eating places • Ohio
THIS FORBEARANCE AGREEMENT (“Agreement”), is entered into as of this 26th day of October, 2007, among is made by and between Max & Erma’s Restaurants, Inc., a Delaware corporation (the “Company”), and National City Bank, individually and as agent (the “Bank”).
