EXHIBIT 99.1 ------------ CREDIT AGREEMENT DATED AS OF FEBRUARY 9, 2001Credit Agreement • February 22nd, 2001 • Luiginos Inc • Canned, frozen & preservd fruit, veg & food specialties • Illinois
Exhibit 10.1 AMENDMENT TO EMPLOYMENT AGREEMENT --------------------------------- THIS AMENDMENT TO EMPLOYMENT AGREEMENT is entered into as of the 30th day of October 2003 (this "Agreement"), by and between OVERHILL FARMS, INC., a Nevada corporation,...Employment Agreement • November 5th, 2003 • Overhill Farms Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
WITNESSETH:Escrow Agreement • August 23rd, 1999 • United Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Tennessee
EXHIBIT 2.1 ----------- PURCHASE AGREEMENTPurchase Agreement • February 22nd, 2001 • Luiginos Inc • Canned, frozen & preservd fruit, veg & food specialties • Delaware
EXHIBIT 99.2 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR REGISTERED OR QUALIFIED UNDER ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, TRANSFERRED,...Warrant Agreement • November 18th, 2002 • Levine Leichtman Capital Partners Ii Lp • Canned, frozen & preservd fruit, veg & food specialties • California
any other circumstances upon which a vote or other approval with respect to (A) the Share Issuance and/or (B) the adoption of the Amended and Restated Certificate of Incorporation is sought, such Stockholder shall vote all Subject Shares and Voting...Voting Agreement • June 18th, 2002 • Heinz H J Co • Canned, frozen & preservd fruit, veg & food specialties • Delaware
RECITALSPledge Agreement • September 20th, 2002 • Overhill Farms Inc • Canned, frozen & preservd fruit, veg & food specialties • California
EXECUTION COPY MANAGEMENT AGREEMENT This Management Agreement is made as of August 19, 2002, among Agrilink Foods, Inc., a New York corporation (the "Company"), Agrilink Holdings Inc., a Delaware corporation ("Holdings Inc.") and Vestar Capital...Management Agreement • September 3rd, 2002 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
ARTICLE ONE RELATION TO INDENTURE; DEFINITIONS; RULES OF CONSTRUCTIONFirst Supplemental Indenture • July 8th, 2002 • Corn Products International Inc • Canned, frozen & preservd fruit, veg & food specialties
EXHIBIT 10.1 FOURTH AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT --------------------------- THIS FOURTH AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT is dated October 6, 2004, to be effective as of...Loan and Security Agreement • October 12th, 2004 • Overhill Farms Inc • Canned, frozen & preservd fruit, veg & food specialties • California
SECOND AMENDMENT TO NOTE PURCHASE AGREEMENTNote Purchase Agreement • January 17th, 2002 • Gardenburger Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
Exhibit 10.24 THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR REGISTERED OR QUALIFIED UNDER ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, TRANSFERRED,...Warrant Agreement • September 20th, 2002 • Overhill Farms Inc • Canned, frozen & preservd fruit, veg & food specialties • California
Exhibit 10.2 OPTION AGREEMENT THE SOUTH STREET BAKERY, INC.Option Agreement • August 16th, 2011 • Amincor, Inc. • Canned, frozen & preservd fruit, veg & food specialties • Delaware
AMONGMerger Agreement • June 23rd, 2000 • International Home Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Delaware
COMMON STOCKUnderwriting Agreement • October 27th, 1997 • International Home Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
THIS FIRST SUPPLEMENTAL INDENTURE, dated as of July 22, 2002, to the Indenture (herein called the "Indenture"), dated as of November 18, 1998 by and among Agrilink Foods, Inc., a New York corporation (the "Issuer"), the Guarantors named therein (the...Supplemental Indenture • September 26th, 2002 • Agrilink Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
EXHIBIT 99.3 AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 18th, 2002 • Levine Leichtman Capital Partners Ii Lp • Canned, frozen & preservd fruit, veg & food specialties • California
ANDIndenture • July 30th, 2002 • Heinz H J Co • Canned, frozen & preservd fruit, veg & food specialties • New York
EXHIBIT 10.20Revolving Credit Agreement • May 9th, 1997 • United Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
Exhibit 10.30 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT is entered into as of the _____ day of ___________ 2002 (this "Agreement"), by and between OVERHILL FARMS, INC., a Nevada...Registration Rights Agreement • September 20th, 2002 • Overhill Farms Inc • Canned, frozen & preservd fruit, veg & food specialties • California
FORM OF NON-QUALIFIED STOCK OPTION AGREEMENT FOR ELIGIBLE NON-EMPLOYEESNon-Qualified Stock Option Agreement • February 6th, 1997 • Campfire Inc • Canned, frozen & preservd fruit, veg & food specialties
THIRD AMENDMENT TO LEASE LEASE EXTENSION AUGUST 1, 2000Lease Agreement • December 26th, 2000 • Gardenburger Inc • Canned, frozen & preservd fruit, veg & food specialties
1 RESTATED AGREEMENT AND PLAN OF MERGERMerger Agreement • October 23rd, 1998 • Fresh Juice Co Inc • Canned, frozen & preservd fruit, veg & food specialties • Delaware
SECOND AMENDMENT SECOND AMENDMENT (this "Second Amendment"), dated as of October 19, 2004 to the CREDIT AGREEMENT, dated as of August 19, 2002 (as amended, supplemented or otherwise modified from time to time, the "Credit Agreement"), among Birds Eye...Credit Agreement • November 8th, 2004 • Birds Eye Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
BESTFOODS andRights Agreement • March 24th, 1999 • Bestfoods • Canned, frozen & preservd fruit, veg & food specialties • Delaware
Agreement of Joint FilingJoint Filing Agreement • March 19th, 2007 • Barington Companies Equity Partners L P • Canned, frozen & preservd fruit, veg & food specialties
ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT is entered into as of May 25,2000 by and between PREMIER VALLEY FOODS, INC., a Delaware corporation ("Buyer"), and MADE IN NATURE COMPANY, INC., a California corporation ("Seller"'), and...Asset Purchase Agreement • September 25th, 2000 • Sonomawest Holdings Inc • Canned, frozen & preservd fruit, veg & food specialties • California
EXHIBIT 1.1 CORN PRODUCTS INTERNATIONAL, INC. UNDERWRITING AGREEMENT 8.45% SENIOR NOTES DUE 2009 CORN PRODUCTS INTERNATIONAL, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • August 27th, 1999 • Corn Products International Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
RECITALSAsset Purchase Agreement • August 11th, 1999 • Intercorp Excelle Inc • Canned, frozen & preservd fruit, veg & food specialties • Ontario
EXECUTION COPY WARRANT AGREEMENT WARRANT AGREEMENT dated as of January 10, 2002, by and between DRESDNER KLEINWORT BENSON PRIVATE EQUITY PARTNERS LP, a Delaware limited partnership (the "PURCHASER"), and GARDENBURGER, INC., an Oregon corporation (the...Warrant Agreement • January 17th, 2002 • Gardenburger Inc • Canned, frozen & preservd fruit, veg & food specialties • New York
EXHIBIT 10-32 EIGHTH AMENDMENT TO LOAN AGREEMENT THIS EIGHTH AMENDMENT TO LOAN AGREEMENT dated as of March 8, 1999, by and between: ORANGE-CO, INC., a Florida corporation and ORANGE-CO OF FLORIDA, INC., a Florida corporation, 2020 Highway 17 South,...Loan Agreement • May 17th, 1999 • Orange Co Inc /Fl/ • Canned, frozen & preservd fruit, veg & food specialties
DATED AS OF OCTOBER 1, 1997 2 AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • October 27th, 1997 • International Home Foods Inc • Canned, frozen & preservd fruit, veg & food specialties • Delaware
R E C I T A L S ---------------Termination Agreement • November 5th, 2003 • Overhill Farms Inc • Canned, frozen & preservd fruit, veg & food specialties • California
RECITALSLease • May 15th, 1998 • Gardenburger Inc • Canned, frozen & preservd fruit, veg & food specialties
EXHIBIT 10.9 INTERNATIONAL HOME FOODS, INC. 1996 STOCK OPTION PLAN INCENTIVE STOCK OPTION AGREEMENT OCTOBER 29, 1997 JOHN BESS Re: Grant of Stock Option Dear John: The Board of Directors of International Home Foods, Inc. (the "Company") has adopted...Incentive Stock Option Agreement • November 3rd, 1997 • International Home Foods Inc • Canned, frozen & preservd fruit, veg & food specialties
