Exhibit 10.11 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the "Agreement") made and entered into as of July 20, 1998, by and between CARROLS CORPORATION, (successor by merger with Pollo Tropical, Inc.), a...Employment Agreement • February 2nd, 1999 • Carrols Corp • Retail-eating places • Florida
ESCROW AGREEMENT ESCROW AGREEMENT, dated as of March 6, 1996 (the "Agreement"), by and among Atlantic Restaurants, Inc., a Delaware corporation ("Buyer"), Bahrain International Bank (E.C.), an exempt joint stock company organized under the laws of...Escrow Agreement • March 21st, 1996 • Carrols Corp • Retail-eating places • New York
Exhibit 10.41 PURCHASE AGREEMENT PURCHASE AGREEMENT (the "AGREEMENT"), dated as of July 7, 1997, among CARROLS CORPORATION, a Delaware corporation (the "PURCHASER"), the individuals and trusts listed on Exhibit A hereto (collectively, the "SELLERS"),...Purchase Agreement • September 4th, 1997 • Carrols Corp • Retail-eating places • New York
EXHIBIT B5 CARROLS HOLDINGS CORPORATION STOCK OPTION AGREEMENT (NONQUALIFIED STOCK OPTION) THIS AGREEMENT, dated as of ___________, 1997 is made by and between Carrols Holdings Corporation, a Delaware corporation (hereinafter called the "Company") and...Stock Option Agreement • March 27th, 1997 • Carrols Corp • Retail-eating places
ANDLoan Agreement • January 3rd, 2001 • Carrols Corp • Retail-eating places • New York
EXHIBIT C CARROLS HOLDINGS CORPORATION STOCKHOLDERS AGREEMENT THIS STOCKHOLDERS AGREEMENT (this "Agreement") is made as of _______, 1997 by and among Carrols Holdings Corporation, a Delaware corporation (the "Company"), Madison Dearborn Capital...Stockholders Agreement • March 27th, 1997 • Carrols Corp • Retail-eating places • New York
STOCK PURCHASE AGREEMENT BY AND AMONG MADISON DEARBORN CAPITAL PARTNERS, L.P. MADISON DEARBORN CAPITAL PARTNERS II, L.P. ATLANTIC RESTAURANTS, INC.Stock Purchase Agreement • March 27th, 1997 • Carrols Corp • Retail-eating places • New York
RECITALSLoan Agreement • August 18th, 1999 • Carrols Corp • Retail-eating places • New York
ANDLoan Agreement • February 2nd, 1999 • Carrols Corp • Retail-eating places • New York
INDENTUREIndenture • February 2nd, 1999 • Carrols Corp • Retail-eating places • New York
AmongPurchase and Sale Agreement • April 11th, 1997 • Carrols Corp • Retail-eating places • Georgia
CARROLS CORPORATION STOCK OPTION AGREEMENT (Nonqualified Stock Option) THIS AGREEMENT, dated as of December 30, 1996 (the "Date of Grant") is made by and between Carrols Corporation, a Delaware corporation (hereinafter called the "Company") and Daniel...Stock Option Agreement • March 27th, 1997 • Carrols Corp • Retail-eating places
EXHIBIT 2.2 AGREEMENT AND PLAN OF MERGER dated as of October 6, 2000Agreement and Plan of Merger • October 11th, 2000 • Carrols Corp • Retail-eating places • Delaware
EXHIBIT D1 SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Second Amended and Restated Employment Agreement ("Agreement") effective as of the closing of the Stock Purchase Agreement, as defined below (the "Effective Date"), by and between...Employment Agreement • March 27th, 1997 • Carrols Corp • Retail-eating places • New York
Exhibit 4.4 FIRST SUPPLEMENT TO INDENTURE This First Supplement to Indenture (this "Supplement") is dated as of December 19, 2000 by and among Carrols Corporation, a Delaware corporation (the "Company"), Taco Cabana, Inc., a Delaware corporation, TP...Indenture • May 15th, 2001 • Carrols Corp • Retail-eating places • New York
FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT THIS FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT (this "Amendment") is made as of March __, 1997 by and among Carrols Holdings Corporation, a Delaware corporation (the "Company"), Atlantic Restaurants, Inc.,...Stock Purchase Agreement • April 11th, 1997 • Carrols Corp • Retail-eating places
EXHIBIT A CARROLS HOLDINGS CORPORATION REGISTRATION AGREEMENT THIS REGISTRATION AGREEMENT (this "Agreement") is made as of _________, 1997 by and among Carrols Holdings Corporation, a Delaware corporation (the "Company"), and the Persons listed on...Registration Agreement • March 27th, 1997 • Carrols Corp • Retail-eating places • New York
AMONGLoan and Security Agreement • March 27th, 1997 • Carrols Corp • Retail-eating places • New York
EXHIBIT (C)(2) TENDER AGREEMENT THIS TENDER AGREEMENT is made and entered into as of this 3rd day of June 1998, among CARROLS CORPORATION, a Delaware corporation ("Buyer"), and Larry J. Harris and Molly W. Harris, as joint tenants, and the Harris...Tender Agreement • June 10th, 1998 • Carrols Corp • Retail-eating places • Florida
EXHIBIT B6 CARROLS HOLDINGS CORPORATION STOCK OPTION AGREEMENT (NONQUALIFIED STOCK OPTION) THIS AGREEMENT, dated as of ___________, 1997 is made by and between Carrols Holdings Corporation, a Delaware corporation (hereinafter called the "Company") and...Corporation Stock Option Agreement • March 27th, 1997 • Carrols Corp • Retail-eating places
Exhibit 4.2 CARROLS CORPORATION 9 1/2% Senior Subordinated Notes due 2008 EXCHANGE AND REGISTRATION RIGHTS AGREEMENTCarrols Corp • February 2nd, 1999 • Retail-eating places • New York
EXHIBIT D2 SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Second Amended and Restated Employment Agreement ("Agreement") effective as of the closing of the Stock Purchase Agreement, as defined below (the "Effective Date"), by and between...Employment Agreement • March 27th, 1997 • Carrols Corp • Retail-eating places • New York
WITNESSETH ----------Non-Competition and Confidentiality Agreement • June 10th, 1998 • Carrols Corp • Retail-eating places • Florida
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 21st, 2004 • Carrols Corp • Retail-eating places • New York
This REGISTRATION RIGHTS AGREEMENT dated December 15, 2004 (the “Agreement”) is entered into by and among Carrols Corporation, a Delaware corporation (the “Company”), the guarantors listed in Schedule 1 hereto (the “Guarantors”), and J.P. Morgan Securities Inc. (“JPMorgan”), Banc of America Securities LLC, Lehman Brothers Inc., Wachovia Capital Markets, LLC and SunTrust Capital Markets, Inc. (collectively, the “Initial Purchasers”).
INDENTURE Dated as of December 15, 2004 among CARROLS CORPORATION, as Issuer, The SUBSIDIARY GUARANTORS named herein and THE BANK OF NEW YORK, as TrusteeIndenture • December 21st, 2004 • Carrols Corp • Retail-eating places • New York
INDENTURE dated as of December 15, 2004, among CARROLS CORPORATION, a Delaware corporation (the “Company”), the SUBSIDIARY GUARANTORS named herein and THE BANK OF NEW YORK, a New York banking corporation, as trustee (the “Trustee”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • March 9th, 2009 • Carrols Corp • Retail-eating places • New York
This Amended and Restated Employment Agreement (“Agreement”), dated as of December 13, 2006, as amended and restated as of December 13, 2008, by and among CARROLS RESTAURANT GROUP, INC., a Delaware corporation (“Parent”) with an address at 968 James Street, Syracuse, New York 13203, CARROLS CORPORATION (“Employer”), a Delaware corporation and a wholly-owned subsidiary of Parent with an address at 968 James Street, Syracuse, New York 13203, and ALAN VITULI whose principal residence is 789 Crandon Boulevard, Key Biscayne, Florida 33149 (“Employee”):
CARROLS HOLDINGS CORPORATION STOCK AWARD AGREEMENTStock Award Agreement • July 28th, 2005 • Carrols Corp • Retail-eating places • New York
THIS AGREEMENT, dated as of May 3, 2005 is made by and between Carrols Holdings Corporation, a Delaware corporation (hereinafter called the “Company”) and «Name», (hereinafter referred to as the “Grantee”).
EXHIBIT B3 CARROLS HOLDINGS CORPORATION UNVESTED STOCK OPTION AGREEMENT THIS AGREEMENT, dated as of ___________, 1997 (the "Date of Grant") is made by and between Carrols Holdings Corporation, a Delaware corporation (hereinafter called the "Company")...Unvested Stock Option Agreement • March 27th, 1997 • Carrols Corp • Retail-eating places
JOINDER AGREEMENTJoinder Agreement • August 6th, 2008 • Carrols Corp • Retail-eating places • New York
THIS JOINDER AGREEMENT, dated as of May 28, 2008 (the “Agreement”), to the Subsidiary Guaranty Agreement (as defined below) and the Pledge Agreement (as defined below) is entered into by and among CARROLS CORPORATION, a Delaware corporation (the “Borrower”), certain subsidiaries of the Borrower party hereto, CARROLS RESTAURANT GROUP, INC., a Delaware corporation (the “Parent”), CARROLS LLC, a Delaware limited liability company (the “New Subsidiary”) and Wachovia Bank, National Association, a national banking association, as administrative agent for the Lenders (the “Agent”) under the Loan Agreement referred to below.
LOAN AGREEMENT $220,000,000 TERM LOAN B FACILITY AND $50,000,000 REVOLVING LOAN FACILITY dated as of December 15, 2004 AMONG CARROLS CORPORATION, as Borrower, BANK OF AMERICA, N.A., as Syndications Agent, WACHOVIA BANK, NATIONAL ASSOCIATION,...Loan Agreement • December 21st, 2004 • Carrols Corp • Retail-eating places • New York
THIS LOAN AGREEMENT is made and entered into as of December 15, 2004 (the “Effective Date”), by and among CARROLS CORPORATION, a Delaware corporation (together with its permitted successors, herein called the “Borrower”); each of the lenders which is or may from time to time become a party hereto (individually, a “Lender” and, collectively, the “Lenders”), BANK OF AMERICA, N.A., as Syndications Agent, WACHOVIA BANK, NATIONAL ASSOCIATION, MANUFACTURERS AND TRADERS TRUST COMPANY AND SUNTRUST BANK, as Documentation Agents, and JPMORGAN CHASE BANK, N.A. (“Chase”), a national banking association, as agent for the Lenders (in such capacity, together with its successors in such capacity, the “Agent”).
CARROLS HOLDINGS CORPORATION EXTENSION OF STOCK OPTION AWARDSExtension of Stock Option Awards • March 31st, 2003 • Carrols Corp • Retail-eating places
THIS EXTENSION, dated as of March 1, 2002, is made by and between Carrols Holdings Corporation, a Delaware corporation (hereinafter called the “Company”), and Daniel T. Accordino, an employee of Carrols Corporation (hereinafter referred to as the “Optionee”). All capitalized terms herein shall have such meanings as are ascribed to them in the Plan (as defined below) and in this agreement (the “Agreement”).
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • March 31st, 2003 • Carrols Corp • Retail-eating places
Change of Control Agreement, dated as of December 27, 2002, by and among Carrols Corporation (the “Company” or the “Employer”) and the persons listed on Schedule I hereto.
2ND EXTENSION OF EMPLOYMENT AGREEMENTExtension of Employment Agreement • July 28th, 2005 • Carrols Corp • Retail-eating places
This Extension of Employment Agreement (this “Agreement”) effective as of September 30, 2004, by and between CARROLS CORPORATION (“Employer”), a corporation organized under the laws of Delaware having an address at 968 James Street, Syracuse, New York 13203 and ALAN VITULI whose principal residence is 789 Crandon Blvd., Suite 120, Key Biscayne, Florida 33149 (“Employee”).
1ST AMENDMENT TO CARROLS HOLDINGS CORPORATION STOCKHOLDERS AGREEMENTStockholders Agreement • May 6th, 2004 • Carrols Corp • Retail-eating places
THIS AMENDMENT, made as of this 14 day of October 2003 by and among Carrols Holdings Corporation, a Delaware corporation (the “Company”), Madison Dearborn Capital Partners, L.P., Madison Dearborn Capital Partners, II L.P. (the “Investors”), BIB Holdings (Bermuda), LTD. (“BIB”, as successor in interest to Atlantic Restaurants, Inc. (“ARI”)), Alan Vituli, (“Vituli”) Daniel T. Accordino (“Accordino”) and Joseph Zirkman (“Zirkman”) (Vituli, Accordino and Zirkman are collectively referred to herein as the “Management Holders”).
CARROLS CORPORATION STOCK OPTION AGREEMENT (NONQUALIFIED STOCK OPTION) THIS AGREEMENT, dated as of December 30, 1996 (the "Date of Grant") is made by and between Carrols Corporation, a Delaware corporation (hereinafter called the "Company") and Alan...Carrols Corporation • March 27th, 1997 • Carrols Corp • Retail-eating places
