0001193125-10-185917 Sample Contracts

Contract
Registration Rights Agreement • August 11th, 2010 • Sugarloaf Gwinnett Entertainment Company, L.P. • Retail-eating places • New York

This REGISTRATION RIGHTS AGREEMENT dated June 1, 2010 (the “Agreement”) is entered into by and among Dave & Buster’s Inc., a Missouri corporation (the “Company”), the guarantors listed in Schedule 1 hereto (the “Guarantors”), and J.P. Morgan Securities Inc. and Jefferies & Company, Inc. as the initial purchasers (the “Initial Purchasers”).

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AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • August 11th, 2010 • Sugarloaf Gwinnett Entertainment Company, L.P. • Retail-eating places • Texas

This Amended and Restated Employment Agreement (this “Agreement”) is entered into on the [ ] day of [ ], and effective as of the Effective Date (as defined below), between Dave & Buster’s Management Corporation, Inc., a Delaware corporation (“D&B Management”), Dave & Buster’s, Inc., a Missouri corporation (“D&B”), and (the “Employee”). D&B Management and D&B are collectively referred to herein as the “Company.” D&B Management, D&B and the Employee are collectively referred to herein as the “Parties”.

CREDIT AGREEMENT among GAMES INTERMEDIATE MERGER CORP. (to be merged with and into DAVE & BUSTER’S HOLDINGS, INC., with DAVE & BUSTER’S HOLDINGS, INC. as the surviving entity), GAMES MERGER CORP. (to be merged with and into DAVE & BUSTER’S, INC., with...
Credit Agreement • August 11th, 2010 • Sugarloaf Gwinnett Entertainment Company, L.P. • Retail-eating places • London

CREDIT AGREEMENT (this “Agreement”), dated as of June 1, 2010, among GAMES INTERMEDIATE MERGER CORP., a Delaware corporation (to be merged with and into Dave & Buster’s Holdings, Inc., with Dave & Buster’s Holdings, Inc. as the surviving entity) (“Holdings”), GAMES MERGER CORP., a Missouri corporation (to be merged with and into Dave & Buster’s, Inc., with Dave & Buster’s, Inc. as the surviving entity) (the “Borrower”), 6131646 CANADA INC., a Canadian corporation (the “Canadian Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), GENERAL ELECTRIC CAPITAL CORPORATION, as documentation agent (in such capacity, the “Documentation Agent”), JPMORGAN CHASE BANK, N.A and JEFFERIES FINANCE LLC, as co-syndication agents (in such capacity, the “Co-Syndication Agents”), and JPMORGAN CHASE BANK, N.A., as administrative agent.

GAMES MERGER CORP. (to be merged with and into DAVE & BUSTER’S, INC.) 11% Senior Notes due 2018 Purchase Agreement May 19, 2010
Purchase Agreement • August 11th, 2010 • Sugarloaf Gwinnett Entertainment Company, L.P. • Retail-eating places • New York

Games Merger Corp., a Missouri corporation (the “Acquisition Sub”), to be merged with and into Dave & Buster’s, Inc., a Missouri corporation (the “Company”), upon the completion of such merger, proposes that immediately following such merger the Company will issue and sell to the several initial purchasers listed in Schedule 3 hereto (the “Initial Purchasers”), $200,000,000 principal amount of its 11% Senior Notes due 2018 (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of June 1, 2010 (the “Indenture”) among the Company, the guarantors listed in Schedule 1 hereto (the “Guarantors”) and Wells Fargo Bank, National Association, as trustee (the “Trustee”), and will be guaranteed on an unsecured senior basis by each of the Guarantors (the “Guarantees”).

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