Dominos Pizza Government Services Division Inc Sample Contracts

Dominos Pizza Government Services Division Inc – 8 1/4% SENIOR SUBORDINATED NOTES DUE 2011 (August 8th, 2003)

EXHIBIT 4.4 ================================================================================ DOMINO'S, INC. and the Guarantors Signatories Hereto SERIES A AND SERIES B 8 1/4% SENIOR SUBORDINATED NOTES DUE 2011 INDENTURE ---------- Dated as of June 25, 2003 ---------- BNY MIDWEST TRUST COMPANY Trustee ---------- ================================================================================ CROSS-REFERENCE TABLE* Trust Indenture Indent

Dominos Pizza Government Services Division Inc – EMPLOYMENT AGREEMENT (April 28th, 1999)

EXHIBIT 10.21 EMPLOYMENT AGREEMENT This Employment Agreement is made as of March 31, 1999 by TISM, Inc., a Michigan corporation (the "Company"), Domino's, Inc., a Delaware corporation and ------- Domino's Pizza, Inc., a Michigan corporation (together with Domino's, Inc., the "Principal Subsidiaries") with David A. Brandon (the "Executive"). ---------------------- --------- Recitals -------- 1. The operations of the Company and its Affiliates are a complex matter requiring direction and leadership in a variety of areas. 2. The Executive has experience and expertise that qualify him to provide the direction and leadership required by the Company and its Affiliates. 3. Subject to the te

Dominos Pizza Government Services Division Inc – SEVERANCE AGREEMENT (March 22nd, 1999)

Exhibit 10.12 SEVERANCE AGREEMENT AGREEMENT dated as of August 4, 1998 between Domino's Pizza, Inc., a Michigan corporation ("DPI") and Gary McCausland ("EXECUTIVE"). WHEREAS, Executive is currently a valued employee of DPI; and WHEREAS, DPI desires to retain the services of Executive in anticipation of a possible transaction which may result in a Change of Control (as defined below) and to obtain the covenants set forth herein; and WHEREAS, the parties desire to enter into this Agreement; NOW, THEREFORE, in consideration of the premises and mutual covenants herein and for other good and valuable consideration, the parties agree as follows: 1. Definitions. For purposes of this Agreement, the following terms shall have the meanings indicated. "ABANDONMENT OF SALE" means a termination by the Chief Executive Officer of DPI of the sale process initi

Dominos Pizza Government Services Division Inc – STOCKHOLDERS AGREEMENT (March 22nd, 1999)

EXHIBIT 10.5 STOCKHOLDERS AGREEMENT This Stockholders Agreement (the "Agreement") is made as of December 21, --------- 1998 by and among: (i) TISM, Inc., a Michigan corporation (the "Company"); ------- (ii) Domino's, Inc., a Delaware corporation ("Domino's"); (iii) each of Bain Capital Fund VI, L.P., Bain Capital VI Coinvestment Fund, L.P., BCIP, Bain Capital Pacific Fund I, L.P., Sankaty High Yield Asset Partners, L.P., and Brookside Capital Partners Fund, L.P. (collectively, the "Investors"); --------- (iv) RGIP, LLC, DP Investors I, LLC, DP Investors II, LLC, J.P. Morgan Capital Corporation, Sixty Wall Street Fund, L.P., DP Transitory Corpor

Dominos Pizza Government Services Division Inc – LEASE AGREEMENT (March 22nd, 1999)

Exhibit 10.3 [LOGO OF DOMINO'S PIZZA APPEARS HERE] LEASE AGREEMENT BETWEEN DOMINO'S FARMS OFFICE PARK LIMITED PARTNERSHIP AND DOMINO'S PIZZA, INC. TABLE OF CONTENTS Standard Lease Summary 1. Definitions/Lease 2. Amenities and Common Area 3. The Term 4. The Base Rent 5. Late Charges and Interest 6. Taxes and Assessments 7. Utilities and Utility Expenses 8. Insurance 9. Payment for Services Rendered by Landlord 10. Use of Premises 11. Damage 12. Maintenance and Repairs 13. Leasehold Improvements 14. Alterations 15. Liens 16. Eminent Domain 17. Assignment or Subletting 18. Inspection and Alteration of Public Portions 19. Fixtures and Equipment 20. Notices or Demands 21. Breac

Dominos Pizza Government Services Division Inc – SENIOR EXECUTIVE DEFERRED BONUS PLAN (March 22nd, 1999)

EXHIBIT 10.6 DOMINO'S PIZZA, INC. SENIOR EXECUTIVE DEFERRED BONUS PLAN (EFFECTIVE DECEMBER 21, 1998) 1. PURPOSE AND EFFECTIVE DATE The purpose of this Plan is to set forth the terms and conditions under which certain senior executives will become entitled to an amount of deferred bonus (the "Deferred Bonus Amount") in consideration for their past service to the Company. This Plan is effective December 21, 1998. The Plan is intended to be "a plan which is unfunded and is maintained by an employer primarily for the purpose of providing deferred compensation for a select group of management or highly compensated employees" within the meaning of sections 201(2), 301(a)(3), 401(a)(1) and 4021(b)(6) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), and shall be administered in a manner consistent with that

Dominos Pizza Government Services Division Inc – SEVERANCE AGREEMENT (March 22nd, 1999)

Exhibit 10.13 SEVERANCE AGREEMENT AGREEMENT dated as of August 4, 1998 between Domino's Pizza, Inc., a Michigan corporation ("DPI") and Cheryl Bachelder ("EXECUTIVE"). WHEREAS, Executive is currently a valued employee of DPI; and WHEREAS, DPI desires to retain the services of Executive in anticipation of a possible transaction which may result in a Change of Control (as defined below) and to obtain the covenants set forth herein; and WHEREAS, the parties desire to enter into this Agreement; NOW, THEREFORE, in consideration of the premises and mutual covenants herein and for other good and valuable consideration, the parties agree as follows: 1. Definitions. For purposes of this Agreement, the following terms shall have the meanings indicated. "ABANDONMENT OF SALE" means a termination by the Chief Executive Officer of DPI of the sale process

Dominos Pizza Government Services Division Inc – MANAGEMENT AGREEMENT (March 22nd, 1999)

EXHIBIT 10.4 MANAGEMENT AGREEMENT This Management Agreement (this "Agreement") is entered into as of the 21st day of December 1998 by and between TISM, Inc., a Michigan corporation (together with each of its direct and indirect subsidiaries signatory hereto or hereafter becoming party hereto by executing a counterpart signature page hereof, the "Company") and Bain Capital Partners VI, L.P., a Delaware limited partnership ("Bain"). WHEREAS, TM Transitory Merger Corporation ("MergerCo") was formed for the purpose of effecting the recapitalization of the Company (the "Recapitalization"), all on the terms and subject to the conditions of that certain Agreement and Plan of Merger dated as of September 25, 1998 (as amended, restated, supplemented or otherwise modified, the "Merger Agreement") among the Company, MergerCo and Thomas S. Monaghan

Dominos Pizza Government Services Division Inc – SEVERANCE AGREEMENT (March 22nd, 1999)

Exhibit 10.11 SEVERANCE AGREEMENT AGREEMENT dated as of August 4, 1998 between Domino's Pizza, Inc., a Michigan corporation ("DPI") and Harry Silverman ("EXECUTIVE"). WHEREAS, Executive is currently a valued employee of DPI; and WHEREAS, DPI desires to retain the services of Executive in anticipation of a possible transaction which may result in a Change of Control (as defined below) and to obtain the covenants set forth herein; and WHEREAS, the parties desire to enter into this Agreement; NOW, THEREFORE, in consideration of the premises and mutual covenants herein and for other good and valuable consideration, the parties agree as follows: 1. Definitions. For purposes of this Agreement, the following terms shall have the meanings indicated. "ABANDONMENT OF SALE" means a termination by the Chief Executive Officer of DPI of the sale process

Dominos Pizza Government Services Division Inc – DEFERRED COMPENSATION PLAN (March 22nd, 1999)

Exhibit 10.7 DOMINO'S PIZZA/(R)/ DEFERRED COMPENSATION PLAN ADOPTED EFFECTIVE: JANUARY 4, 1999 AMENDMENT HISTORY: PREAMBLE -------- This Domino's Pizza Deferred Compensation Plan is adopted by Domino's Pizza, Inc. for the benefit of certain of its Executive Employees, effective as of January 4, 1999 ("Effective Date"). The purpose of the Plan is to provide supplemental retirement income and to permit eligible Employees the option to defer receipt of Compensation, pursuant to the terms of the Plan. The Plan is intended to be an unfunded deferred compensation plan maintained for the benefit of a select group of management or highly compensated employees under sections 201(2), 301(a)(3), 401 (a)(1) and 4021(b)(6) of ERISA.

Dominos Pizza Government Services Division Inc – 10 3/8% SENIOR SUBORDINATED NOTES DUE 2009 (March 22nd, 1999)

Exhibit 4.1 EXECUTION COPY ________________________________________________________________________________ Domino's, Inc. and the Guarantors Signatories Hereto SERIES A AND SERIES B 10 3/8% SENIOR SUBORDINATED NOTES DUE 2009 INDENTURE _______________________ Dated as of December 21, 1998 _______________________ IBJ SCHRODER BANK & TRUST COMPANY Trustee ______________ ________________________________________________________________________________

Dominos Pizza Government Services Division Inc – SUBSIDIARY PLEDGE AGREEMENT (March 22nd, 1999)

Exhibit 10.17 SUBSIDIARY PLEDGE AGREEMENT PLEDGE AGREEMENT, dated as of December 21, 1998 (as same may be further amended, amended and restated, modified or supplemented from time to time, this "Agreement"), made by the Subsidiary Guarantors (as defined in the Credit Agreement referred to below) and each other Subsidiary of the Borrowers that is required to execute a counterpart hereof pursuant to Section 25 of this Agreement (the "Pledgors", and each, a "Pledgor"), and MORGAN GUARANTY TRUST COMPANY OF NEW YORK ("Morgan Guaranty"), not in its individual capacity but solely as Collateral Agent (including any successor collateral agent, the "pledgee") for the benefit of (x) the Lenders, the Syndication Agent, the Documentation Agent and the Administrative Agent under, and any other lenders from time to time party to, the Credit Agreement hereinafter referred to (such Lenders, the

Dominos Pizza Government Services Division Inc – Stock Option Plan (March 22nd, 1999)

EXHIBIT 10.8 TISM, Inc. Stock Option Plan 1. Purpose The purpose of this Stock Option Plan (the "Plan") is to advance the interests of TISM, Inc., a Michigan corporation (the "Company"), by enhancing the ability of the Company and its subsidiaries (if any) to attract and retain able employees of the Company; to reward such individuals for their contributions; and to encourage such individuals to take into account the long- term interests of the Company through interests in shares of the Company's Common Stock, $.001 par value per share (the "Stock"). Any employee selected to receive an award under the Plan is referred to as a "participant". 2. Administration The Plan shall be administered by the Board of Directors (the "Board") of the Company. Subject to applicable law, the Board shall have discretionary authority, not inconsiste

Dominos Pizza Government Services Division Inc – COLLATERAL ACCOUNT AGREEMENT (March 22nd, 1999)

Exhibit 10.20 COLLATERAL ACCOUNT AGREEMENT This COLLATERAL ACCOUNT AGREEMENT (this "Agreement") is dated as of December 21, 1998 and entered into by and between DOMINO'S, INC., a Delaware corporation ("Company"), BLUEFENCE, INC., a Michigan corporation ("Subsidiary Borrower," and together with Company, each a "Pledgor" and, collectively, "Pledgors") and MORGAN GUARANTY TRUST COMPANY OF NEW YORK, as Collateral Agent for and representative of (in such capacity herein called "Collateral Agent") the financial institutions ("Lenders") from time to time party to the Credit Agreement referred to below. PRELIMINARY STATEMENTS A. Pursuant to that certain Credit Agreement dated as of December 21, 1998 (said Credit Agreement, as it may hereafter be amended, supplemented or otherwise modified from time to time, being the "Credit Agreement", the terms

Dominos Pizza Government Services Division Inc – SEVERANCE AGREEMENT (March 22nd, 1999)

Exhibit 10.14 SEVERANCE AGREEMENT AGREEMENT dated as of August 4, 1998 between Domino's Pizza, Inc., a Michigan corporation ("DPI") and Michael Soignet ("EXECUTIVE"). WHEREAS, Executive is currently a valued employee of DPI; and WHEREAS, DPI desires to retain the services of Executive in anticipation of a possible transaction which may result in a Change of Control (as defined below) and to obtain the covenants set forth herein; and WHEREAS, the parties desire to enter into this Agreement; NOW, THEREFORE, in consideration of the premises and mutual covenants herein and for other good and valuable consideration, the parties agree as follows: 1. Definitions. For purposes of this Agreement, the following terms shall have the meanings indicated. "ABANDONMENT OF SALE" means a termination by the Chief Executive Officer of DPI of the sale process i

Dominos Pizza Government Services Division Inc – SUBSIDIARY SECURITY AGREEMENT (March 22nd, 1999)

Exhibit 10.19 SUBSIDIARY SECURITY AGREEMENT This SUBSIDIARY SECURITY AGREEMENT (this "Agreement") is dated as of December 21, 1998 and entered into by and among THE UNDERSIGNED DIRECT AND INDIRECT SUBSIDIARIES (each of such undersigned Subsidiaries being a "Grantor" and collectively, "Grantors"; provided that after the Closing Date, "Grantors" -------- shall be deemed to include any Additional Grantors (as hereinafter defined)), of DOMINO'S, INC., a Delaware corporation ("Company") and BLUEFENCE, INC., a Michigan corporation ("Subsidiary Borrower") (together with Company, each, a "Borrower" and, collectively, "Borrowers"), and MORGAN GUARANTY TRUST COMPANY OF NEW YORK, as Collateral Agent for and representative of (in such capacity herein called "Collateral Agent") the Secured Parties (as hereinafter defined) a

Dominos Pizza Government Services Division Inc – AMENDED AND RESTATED PURCHASE AGREEMENT (March 22nd, 1999)

Exhibit 10.1 EXECUTION COPY $275,000,000 DOMINO'S PIZZA INTERNATIONAL, INC. AND THE GUARANTORS SIGNATORIES HERETO 10 3/8% SENIOR SUBORDINATED NOTES DUE 2009 AMENDED AND RESTATED PURCHASE AGREEMENT December 21, 1998 J.P. Morgan Securities Inc. Goldman, Sachs & Co. c/o J.P. Morgan Securities Inc. 60 Wall Street New York, New York 10260-0060 Ladies and Gentlemen: Domino's Pizza International Payroll Services, Inc., a Delaware corporation (the "Company"), proposes to issue and sell to the several

Dominos Pizza Government Services Division Inc – SEVERANCE AGREEMENT (March 22nd, 1999)

Exhibit 10.9 SEVERANCE AGREEMENT AGREEMENT dated as of August 4, 1998 between Domino's Pizza, Inc., a Michigan corporation ("DPI") and Stuart Mathis ("EXECUTIVE"). WHEREAS, Executive is currently a valued employee of DPI; and WHEREAS, DPI desires to retain the services of Executive in anticipation of a possible transaction which may result in a Change of Control (as defined below) and to obtain the covenants set forth herein; and WHEREAS, the parties desire to enter into this Agreement; NOW, THEREFORE, in consideration of the premises and mutual covenants herein and for other good and valuable consideration, the parties agree as follows: 1. Definitions. For purposes of this Agreement, the following terms shall have the meanings indicated. "ABANDONMENT OF SALE" means a termination by the Chief Executive Officer of DPI of the sale process in

Dominos Pizza Government Services Division Inc – CREDIT AGREEMENT (March 22nd, 1999)

Exhibit 10.15 ================================================================================ CREDIT AGREEMENT DATED AS OF DECEMBER 21, 1998 AMONG DOMINO'S, INC. AND BLUEFENCE, INC., AS BORROWERS, TISM, INC., AS GUARANTOR, THE LENDERS LISTED HEREIN, AS LENDERS, J.P. MORGAN SECURITIES INC., AS ARRANGER, MORGAN GUARANTY TRUST COMPANY OF NEW YORK, AS ADMINISTRATIVE AGENT, NBD BANK, AS SYNDICATIO

Dominos Pizza Government Services Division Inc – BORROWER PLEDGE AGREEMENT (March 22nd, 1999)

Exhibit 10.16 BORROWER PLEDGE AGREEMENT PLEDGE AGREEMENT, dated as of December 21, 1998 (as same may be further amended, amended and restated, modified or supplemented from time to time, this "Agreement"), made by DOMINO'S, INC., a Delaware corporation ("Company") and BLUEFENCE, INC., a Michigan corporation ("Subsidiary Borrower" and, together with Company, each a "Pledgor" and collectively "Pledgors"), and MORGAN GUARANTY TRUST COMPANY OF NEW YORK ("Morgan Guaranty"), not in its individual capacity but solely as Collateral Agent (including any successor collateral agent, the "Pledgee") for the benefit of (x) the Lenders, the Syndication Agent, the Documentation Agent and the Administrative Agent under, and any other lenders from time to time party to, the Credit Agreement hereinafter referred to (such Lenders, the Syndication Agent, the Documentation Agent, the Administrative A

Dominos Pizza Government Services Division Inc – SEVERANCE AGREEMENT (March 22nd, 1999)

Exhibit 10.10 SEVERANCE AGREEMENT AGREEMENT dated as of August 4, 1998 between Domino's Pizza, Inc., a Michigan corporation ("DPI") and Pat Kelly ("EXECUTIVE"). WHEREAS, Executive is currently a valued employee of DPI; and WHEREAS, DPI desires to retain the services of Executive in anticipation of a possible transaction which may result in a Change of Control (as defined below) and to obtain the covenants set forth herein; and WHEREAS, the parties desire to enter into this Agreement; NOW, THEREFORE, in consideration of the premises and mutual covenants herein and for other good and valuable consideration, the parties agree as follows: 1. Definitions. For purposes of this Agreement, the following terms shall have the meanings indicated. "ABANDONMENT OF SALE" means a termination by the Chief Executive Officer of DPI of the sale process initia

Dominos Pizza Government Services Division Inc – REGISTRATION RIGHTS AGREEMENT (March 22nd, 1999)

Exhibit 4.2 EXECUTION COPY ================================================================================ REGISTRATION RIGHTS AGREEMENT Dated as of December 21, 1998 by and among DOMINO'S, INC., The Guarantors Signatories Hereto and J.P. MORGAN SECURITIES, INC. and GOLDMAN, SACHS & CO. ================================================================================ This Registration Rights Agreement (this "Agreement") is made and entered into as of December 21, 1998, by and among Domino's, Inc., a Delaware corporation (the "Company"), the subsidiaries of the Compan

Dominos Pizza Government Services Division Inc – CONSULTING AGREEMENT (March 22nd, 1999)

Exhibit 10.2 CONSULTING AGREEMENT CONSULTING AGREEMENT dated as of _________ __, 1998 (the "AGREEMENT") by and between Domino's Pizza, Inc., a Michigan corporation (the "COMPANY") and Thomas S. Monaghan ("CONSULTANT"). W I T N E S S E T H: WHEREAS it is desirable that the Company be able to call upon the experience and knowledge of Consultant for consultation services and advice following a Change of Control (as defined below); and WHEREAS Consultant is willing to render such services to the Company on the terms and conditions hereinafter set forth in this Agreement; NOW, THEREFORE, in consideration of the promises and mutual covenants contained herein and for other good and valuable consideration, the parties agree as follows: 1. Term of Agreement. (a) Consultant shall be retained by the Company for a period of ten years

Dominos Pizza Government Services Division Inc – BORROWER SECURITY AGREEMENT (March 22nd, 1999)

Exhibit 10.18 BORROWER SECURITY AGREEMENT This BORROWER SECURITY AGREEMENT (this "Agreement") is dated as of December 21, 1998 and entered into by and among DOMINO'S, INC., a Delaware corporation ("Company"), BLUEFENCE, INC., a Michigan corporation ("Subsidiary Borrower" and together with Company, each, a "Grantor" and, collectively, "Grantors"), and MORGAN GUARANTEE TRUST COMPANY OF NEW YORK, as Collateral Agent for and representative of (in such capacity herein called "Collateral Agent") the Secured Parties (as hereinafter defined) and any Hedging Exchangers (as hereinafter defined). RECITALS A. Grantors, TISM, INC., a Michigan corporation ("Holdings"), JP MORGAN SECURITIES INC., as arranger, the financial institutions from time to time party thereto (each individually referred to therein as a "Lender" and collectively as "Lende