0001193125-05-195474 Sample Contracts

FIFTH AMENDMENT TO SECOND AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT

Securities Purchase Agreement • October 3rd, 2005 • Levine Leichtman Capital Partners Ii Lp • Canned, frozen & preservd fruit, veg & food specialties • California

• Contract Type
  Securities Purchase Agreement
• Filed
  October 3rd, 2005
• Company
  Levine Leichtman Capital Partners Ii Lp
• Industry
  Canned, frozen & preservd fruit, veg & food specialties
• Jurisdiction
  California

THIS FIFTH AMENDMENT TO SECOND AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT is dated as of September 7, 2005 (this “Amendment”), by and among OVERHILL FARMS, INC., a Nevada corporation (the “Company”), the entities from time to time parties thereto as Guarantors and LEVINE LEICHTMAN CAPITAL PARTNERS II, L.P., a California limited partnership (the “Purchaser”).

FIFTH AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT

Loan and Security Agreement • October 3rd, 2005 • Levine Leichtman Capital Partners Ii Lp • Canned, frozen & preservd fruit, veg & food specialties • California

• Contract Type
  Loan and Security Agreement
• Filed
  October 3rd, 2005
• Company
  Levine Leichtman Capital Partners Ii Lp
• Industry
  Canned, frozen & preservd fruit, veg & food specialties
• Jurisdiction
  California

THIS FIFTH AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT is dated as of September 7, 2005 (this “Amendment”), by and among OVERHILL FARMS, INC., a Nevada corporation (“Borrower”), and PLEASANT STREET INVESTORS, LLC, a California limited liability company (“Lender”).