TWC Holding LLC Sample Contracts

AMENDMENT NO. 5 TO THE LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF TWC HOLDING LLC
TWC Holding LLC • November 14th, 2006 • Canned, frozen & preservd fruit, veg & food specialties

This Amendment No. 5 (this “Amendment”) to the Limited Liability Company Operating Agreement of TWC Holding LLC, a Delaware limited liability company (the “Company”), is entered into and shall be effective as of May 1, 2006, by and between The Veritas Capital Fund II, L.P., a Delaware limited partnership (“Veritas”), and the Person listed as Relinquishing Class B Member on the signature page hereof (the “Relinquishing Class B Member”).

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AMENDMENT NO. 4 TO THE LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF TWC HOLDING LLC
TWC Holding LLC • November 14th, 2006 • Canned, frozen & preservd fruit, veg & food specialties

This Amendment No. 4 (this “Amendment”) to the Limited Liability Company Operating Agreement of TWC Holding LLC, a Delaware limited liability company (the “Company”), is entered into and shall be effective as of March 31, 2006, by and between The Veritas Capital Fund II, L.P., a Delaware limited partnership (“Veritas”), and the Person listed as Relinquishing Class B Member on the signature page hereof (the “Relinquishing Class B Member”).

ASSIGNMENT AGREEMENT
Assignment Agreement • March 20th, 2007 • TWC Holding LLC • Canned, frozen & preservd fruit, veg & food specialties • Texas

This ASSIGNMENT AGREEMENT (this “Agreement”) dated as of March 14, 2007 (the “Effective Date”) is by and between TEXAS STATE BANK (“TSB”) and DDJ TOTAL RETURN LOAN FUND, L.P. (“Assignee”), and acknowledged by TWC HOLDING, LLC (“TWC”), THE WORNICK COMPANY (“Borrower”), RIGHT AWAY MANAGEMENT CORPORATION (“RAMC”), THE WORNICK COMPANY RIGHT AWAY DIVISION (“TWCRAD”), and THE WORNICK COMPANY RIGHT AWAY DIVISION, L.P. (individually, “TWCRADLP”, and collectively with RAMC and TWCRAD, the “Guarantors”).

AMENDMENT NO. 3 TO THE LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF TWC HOLDING LLC
TWC Holding LLC • November 15th, 2005 • Canned, frozen & preservd fruit, veg & food specialties

This Amendment No. 3 (this “Amendment”) to the Limited Liability Company Operating Agreement of TWC Holding LLC, a Delaware limited liability company (the “Company”), is entered into and shall be effective as of November 11, 2005, by and among The Veritas Capital Fund II, L.P., a Delaware limited partnership (“Veritas”), the Persons listed as Relinquishing Class B Members on the signature page hereof (the “Relinquishing Class B Members”), and the Persons listed as Additional Class B Members on the signature page hereof (the “Newly Admitted Members”).

AMENDMENT NO. 6 TO THE LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF TWC HOLDING LLC
Limited Liability Company Operating Agreement • November 14th, 2006 • TWC Holding LLC • Canned, frozen & preservd fruit, veg & food specialties

This Amendment No. 6 (this “Amendment”) to the Limited Liability Company Operating Agreement of TWC Holding LLC, a Delaware limited liability company (the “Company”), is entered into and shall be effective as of November 8, 2006, by and among The Veritas Capital Fund II, L.P., a Delaware limited partnership (“Veritas”), and the Persons listed as Additional Class B Members on the signature pages hereof (the “Newly Admitted Members”).

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