0001193125-04-053536 Sample Contracts

INDENTURE OF TRUST by and between PROVENA FOODS INC., a California corporation and U.S. BANK NATIONAL ASSOCIATION, as Trustee Dated as of December 1, 2003
Indenture of Trust • March 30th, 2004 • Provena Foods Inc • Sausages & other prepared meat products • California

THIS INDENTURE OF TRUST, made and entered into as of December 1, 2003 (this “Indenture”), between PROVENA FOODS INC., a California corporation (herein called the “Corporation”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, having a corporate trust office in the City of San Francisco, California, and being qualified to accept and administer the trusts hereby created (herein called the “Trustee”),

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REIMBURSEMENT AGREEMENT Between COMERICA BANK and PROVENA FOODS, INC., a California corporation Dated as of December 1, 2003 Irrevocable Direct Pay Letter of Credit No. 588223-43
Reimbursement Agreement • March 30th, 2004 • Provena Foods Inc • Sausages & other prepared meat products • California

THIS REIMBURSEMENT AGREEMENT (the “Agreement”), is dated as of December 1, 2003, by and between PROVENA FOODS, INC., a California corporation (the “Obligor”), and COMERICA BANK (the “Credit Bank”).

PROVENA FOODS INC.
Provena Foods Inc • March 30th, 2004 • Sausages & other prepared meat products

FIFTH AMENDMENT TO LEASE DATED DECEMBER 18, 1995 OF PORTION (26,500 SQ. FT.) OF 5060 EUCALYPTUS AVENUE, CHINO, CA BETWEEN PROVENA FOODS INC. AS LESSOR AND R-COLD AND THERMA LOCK, INC. AS LESSEE

SERIES 2003A SERIES SUPPLEMENT between PROVENA FOODS INC., a California corporation and U.S. BANK NATIONAL ASSOCIATION, as Trustee Supplement to Indenture of Trust, dated as of December 1, 2003 (as Supplemented and Modified) Dated as of December 1, 2003
Series 2003a Series Supplement • March 30th, 2004 • Provena Foods Inc • Sausages & other prepared meat products

THIS SERIES 2003A SERIES SUPPLEMENT, dated as of December 1, 2003 (this “Series Supplement”), between PROVENA FOODS INC., a California corporation (the “Corporation”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, having a principal corporate trust office in the City of San Francisco, California, and being qualified to accept and administer the trusts hereby created (herein called the “Trustee”), supplementing the Indenture of Trust, dated as of December 1, 2003 (the “Original Indenture”), between the Corporation and the Trustee.

LOAN AND SECURITY AGREEMENT (ACCOUNTS AND INVENTORY) OBLIGOR # 6300285773 NOTE # 26 AGREEMENT DATE August 05, 2003 CREDIT LIMIT $4,000,000.00 INTEREST RATE Base Rate plus 0.750% OFFICER NO./INITIALS 48134, Stephen Moore
Loan and Security Agreement • March 30th, 2004 • Provena Foods Inc • Sausages & other prepared meat products • California

THIS AGREEMENT is entered into on August 05, 2003, between Comerica Bank-California (“Bank”) as secured party whose headquarters office is 333 West Santa Clara Street, San Jose, CA and the undersigned (“Borrower”), whose sole place of business (if it has only one), chief executive office (if it has more than one place of business) or residence (if an individual) is located at the address set forth below its name on the signature page to this Agreement. The parties agree as follows:

OFFERING AND REMARKETING AGREEMENT between PROVENA FOODS INC., a California corporation and RBC DAIN RAUSCHER, INC. Dated as of December 1, 2003
Offering and Remarketing Agreement • March 30th, 2004 • Provena Foods Inc • Sausages & other prepared meat products • California

THIS OFFERING AND REMARKETING AGREEMENT, dated as of December 1, 2003 (this “Agreement”), is between PROVENA FOODS INC., a California corporation (the “Corporation”), and RBC DAIN RAUSCHER, INC., a New York corporation (as offering agent, the “Offering Agent”; as remarketing agent, the “Remarketing Agent”; and as Offering Agent and Remarketing Agent, the “Agent”).

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