EXHIBIT 10.17 EMPLOYMENT AGREEMENTEmployment Agreement • March 27th, 1998 • Aurora Foods Inc • Miscellaneous food preparations & kindred products • Ohio
ARTICLE I DEFINED TERMSLimited Liability Company Agreement • April 7th, 1997 • MBW Foods Inc • Delaware
AMONGCredit Agreement • May 13th, 1999 • Aurora Foods Inc • Miscellaneous food preparations & kindred products • New York
INDENTUREMBW Foods Inc • April 7th, 1997 • New York
EMPLOYMENT AGREEMENTEmployment Agreement • August 21st, 1997 • Aurora Foods Inc • Miscellaneous food preparations & kindred products • Ohio
CONFORMED COPY MRS. BUTTERWORTH'S MBW FOODS INC. 9 7/8% Senior Subordinated Notes due 2007 PURCHASE AGREEMENT dated February 5, 1997Purchase Agreement • April 7th, 1997 • MBW Foods Inc • New York
Exhibit 4.5 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 7th, 1997 • MBW Foods Inc • New York
Exhibit 10.6 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT, dated as of December 31, 1996, by and between MBW FOODS INC. (the "Company"), a Delaware corporation, and C. GARY WILLETT (the "Employee"). W I T N E S S E T H: WHEREAS, upon the terms and...Employment Agreement • April 7th, 1997 • MBW Foods Inc • New York
AGREEMENTAgreement • April 7th, 1997 • MBW Foods Inc • New York
Exhibit 10.5 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT, dated as of December 31, 1996, by and between MBW FOODS INC. (the "Company"), a Delaware corporation, and THOMAS J. FERRARO (the "Employee"). W I T N E S S E T H: WHEREAS, upon the terms and...Employment Agreement • April 7th, 1997 • MBW Foods Inc • New York
ARTICLE V REPRESENTATIONS AND WARRANTIES OF BUYER.......................................... 32 5.1 Organization; Standing and Power........................................................ 32 -i-Stock Purchase Agreement • May 13th, 1999 • Aurora Foods Inc • Miscellaneous food preparations & kindred products • Washington
AGREEMENT BETWEENSale and Purchase Agreement • January 30th, 1998 • Aurora Foods Inc • Miscellaneous food preparations & kindred products • Ohio
W I T N E S S E T H: - - - - - - - - - -Transition Services Agreement • July 11th, 1997 • Aurora Foods Inc • Miscellaneous food preparations & kindred products • Illinois
Registration No. ------------------------------------------------------------------------------ ------------------------------------------------------------------------------ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1Aurora Foods Inc • August 21st, 1997 • Miscellaneous food preparations & kindred products
WITNESSETH WHEREAS, Buyer possesses formulas and processes for the manufacture of certain food products described in Schedule A hereto (the "Products"); ---------- WHEREAS, Producer is engaged in the business of manufacturing and mixing food products,...Production Agreement • March 27th, 1998 • Aurora Foods Inc • Miscellaneous food preparations & kindred products • Ohio
Exhibit 10.2 ADVISORY SERVICES AGREEMENT THIS ADVISORY SERVICES AGREEMENT (this "Agreement") is entered into as of December 31, 1996, by and between MBW FOODS INC., a Delaware corporation (the "Company"), and MDC MANAGEMENT COMPANY III, L.P., a...Advisory Services Agreement • April 7th, 1997 • MBW Foods Inc • New York
EX-4.9 Registration Rights Agreement REGISTRATION RIGHTS AGREEMENTRights Agreement • July 11th, 1997 • Aurora Foods Inc • Miscellaneous food preparations & kindred products • New York
CONFORMED VERSION DARTFORD PARTNERSHIP L.L.C. 801 Montgomery Street, Suite 400 San Francisco, CA 94133 December 31, 1996 MBW Foods Inc. Community Corporate Center 445 Hutchinson Avenue Columbus, Ohio 43235 Re: Management Services Agreement Gentlemen:...MBW Foods Inc • April 7th, 1997 • New York
SECOND AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF JANUARY 16, 1998Credit Agreement • March 27th, 1998 • Aurora Foods Inc • Miscellaneous food preparations & kindred products • New York
WITNESSETH:Employment Agreement • August 21st, 1997 • Aurora Foods Inc • Miscellaneous food preparations & kindred products • Ohio
EX-2.2 Asset Purchase Agreement ASSET PURCHASE AGREEMENT by and between KRAFT FOODS, INC.Asset Purchase Agreement • July 11th, 1997 • Aurora Foods Inc • Miscellaneous food preparations & kindred products • Illinois
SECTION 1. DEFINITIONS.............................. 2 1.1 Certain Defined Terms................................................ 2 1.2 Accounting Terms; Utilization of GAAP for Purposes of Calculations Under...Security Agreement • April 7th, 1997 • MBW Foods Inc • New York
Ex-10.13 Transitional Co-Pack Agreement TRANSITIONAL CO-PACK AGREEMENT THIS TRANSITIONAL CO-PACK AGREEMENT (this "Agreement"), dated as of July 1, 1997, by and between KRAFT FOODS, INC., a Delaware corporation ("Co-Packer"), and Aurora Foods Inc....Pack Agreement • July 11th, 1997 • Aurora Foods Inc • Miscellaneous food preparations & kindred products • Illinois
ARTICLE ICo-Pack Agreement • April 7th, 1997 • MBW Foods Inc • New York
EXHIBIT 10.10 SHARED TECHNOLOGY LICENSE AGREEMENT (the "Agreement"), dated as of December 31, 1996, between CONOPCO, INC., a New York corporation ("Licensor"), and MBW FOODS INC. (f/k/a MBW ACQUISITION CORP.), a Delaware corporation ("Licensee")....Shared Technology License Agreement • April 7th, 1997 • MBW Foods Inc • New York
EXHIBIT 10.11 FIRST AMENDMENT TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT This First Amendment (this "First Amendment") to the Amended and Restated Limited Liability Company Agreement of MBW Investors LLC, dated as of December 31,1996...Limited Liability Company Agreement • March 27th, 1998 • Aurora Foods Inc • Miscellaneous food preparations & kindred products
ARTICLE IFlavor Supply Agreement • April 7th, 1997 • MBW Foods Inc • New York
EXHIBIT 1.45Transitional Supply Agreement • March 27th, 1998 • Aurora Foods Inc • Miscellaneous food preparations & kindred products • Ohio
Ex-10.15 Excluded Business Co-Pack Agreement EXCLUDED BUSINESS CO-PACK AGREEMENT THIS EXCLUDED BUSINESS CO-PACK AGREEMENT (this "Agreement"), dated as of July 1, 1997, by and between KRAFT FOODS, INC., a Delaware corporation ("Buyer"), and Aurora...Pack Agreement • July 11th, 1997 • Aurora Foods Inc • Miscellaneous food preparations & kindred products • Illinois
