Agreement ---------Stock Purchase Agreement • January 31st, 1997 • Main Street & Main Inc • Retail-eating places • Florida
RECITALSManagement Agreement • January 31st, 1997 • Main Street & Main Inc • Retail-eating places • Florida
Execution Version --------------------------------- SECURITY AGREEMENT THIS SECURITY AGREEMENT (this "Security Agreement") is made and entered into as of October 31, 2005 by MAIN STREET RESTAURANT GROUP, INC., a Delaware corporation (the "Borrower"...Security Agreement • November 4th, 2005 • Main Street Restaurant Group, Inc. • Retail-eating places • New York
Execution Version --------------------------------- Published CUSIP Number: ________________ CREDIT AGREEMENT dated as of October 31, 2005Credit Agreement • November 4th, 2005 • Main Street Restaurant Group, Inc. • Retail-eating places • New York
OFPledge and Security Agreement • May 15th, 2000 • Main Street & Main Inc • Retail-eating places • Connecticut
Execution Version --------------------------------- GUARANTY AGREEMENT THIS GUARANTY AGREEMENT (this "Guaranty Agreement"), dated as of October 31, 2005, is made by EACH OF THE UNDERSIGNED AND EACH OTHER PERSON WHO SHALL BECOME A PARTY HERETO BY...Guaranty Agreement • November 4th, 2005 • Main Street Restaurant Group, Inc. • Retail-eating places • New York
EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement") is made and entered into as of January 1, 1999, by and between MAIN STREET AND MAIN INCORPORATED, A Delaware corporation ("Employer"), and BART A. BROWN, JR. ("Employee"). WHEREAS, Employer...Employment Agreement • March 29th, 1999 • Main Street & Main Inc • Retail-eating places • Arizona
DATE FRANCHISE DATE OF PRELIMINARY AGREEMENT SIGNED DATE RESTAURANT NO. SITE CONSENT & FEES PAID OPEN & OPERATING -------------- ------------ ----------- ---------------- 1 3/31/03 6/30/03 12/31/03Development Agreement • April 1st, 2002 • Main Street & Main Inc • Retail-eating places
WHEREASRegistration Rights Agreement • May 10th, 1999 • Main Street & Main Inc • Retail-eating places • Arizona
RIGHTS AGREEMENT DATED AS OF MAY 23, 2005 BY AND BETWEEN MAIN STREET RESTAURANT GROUP, INC. AND COMPUTERSHARE TRUST COMPANY, INC., AS RIGHTS AGENTRights Agreement • May 24th, 2005 • Main Street Restaurant Group, Inc. • Retail-eating places • Delaware
RIGHTS AGREEMENT, dated as of May 23, 2005, between Main Street Restaurant Group, Inc., a Delaware corporation (the "Company"), and Computershare Trust Company, Inc., a Colorado corporation, as rights agent (the "Rights Agent").
CREDIT AGREEMENT This Credit Agreement ("Agreement") is made and entered into on April 2, 1999, Main Street and Main Incorporated, a Delaware corporation, ("Borrower") and Imperial Bank, a California banking corporation, ("Bank"). Subject to the terms...Credit Agreement • July 24th, 2000 • Main Street & Main Inc • Retail-eating places • California
RECITALSCredit Agreement • July 24th, 2000 • Main Street & Main Inc • Retail-eating places
AMENDED AND RESTATED ASSET PURCHASE AGREEMENT AMENDED AND RESTATED ASSET PURCHASE AGREEMENT (this "Agreement") made as of the 17th day of March 1998 by and between RJR HOLDINGS, INC., a Delaware corporation ("Seller"), and MAIN ST. CALIFORNIA, INC.,...Asset Purchase Agreement • March 27th, 1998 • Main Street & Main Inc • Retail-eating places • California
TERMS OF EMPLOYMENT FOR MICHAEL GARNREITER APRIL 1, 2002 THROUGH MARCH 31, 2005Main Street & Main Inc • May 15th, 2003 • Retail-eating places
Each annual salary shall be paid in twenty-six (26) equal installments for each year per usual payroll practices of Main Street.
STOCK TENDER AND VOTING AGREEMENT (JOHN F. ANTIOCO)Stock Tender and Voting Agreement • May 23rd, 2006 • Main Street Restaurant Group, Inc. • Retail-eating places • Delaware
STOCK TENDER AND VOTING AGREEMENT dated as of May 19, 2006 (this “Agreement”), by and among Briad Main Street, Inc., a Nevada corporation (“Parent”), Main Street Acquisition Corporation, a Delaware corporation and wholly owned subsidiary of Parent (“Purchaser”), and the persons listed on attached Schedule 1 (each a “Stockholder,” and collectively, the “Stockholders”).
Exhibit 10.41 LOAN AGREEMENT AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT made this 31st day of January, 2001, by and between BANK OF AMERICA, N.A., a national banking association as lender; MAIN STREET AND MAIN INCORPORATED, a Delaware...Loan Agreement and Security Agreement • March 29th, 2001 • Main Street & Main Inc • Retail-eating places • Georgia
MAIN STREET AND MAIN INCORPORATED STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT ("Agreement") is made as of June 15, 1998, by and between MAIN STREET AND MAIN INCORPORATED, a Delaware corporation (the "Company"), and JAMES YEAGER ("Yeager")....Main Street and Main Incorporated Stock Option Agreement • May 10th, 1999 • Main Street & Main Inc • Retail-eating places • Arizona
THIRD AMENDMENT TO CREDIT AGREEMENT AND FIRST AMENDMENT TO PROMISSORY NOTECredit Agreement • April 1st, 2002 • Main Street & Main Inc • Retail-eating places
AGREEMENT AND PLAN OF MERGER AMONG BRIAD MAIN STREET, INC., MAIN STREET ACQUISITION CORPORATION, AND MAIN STREET RESTAURANT GROUP, INC. DATED AS OF MAY 19, 2006Agreement and Plan of Merger • May 23rd, 2006 • Main Street Restaurant Group, Inc. • Retail-eating places • Delaware
AGREEMENT AND PLAN OF MERGER dated as of May 19, 2006 (this “Agreement”), by and among Briad Main Street, Inc., a Nevada corporation (“Parent”), Main Street Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of the Parent (the “Purchaser”), and Main Street Restaurant Group, Inc., a Delaware corporation (the “Company”).
MERRILL LYNCH SECURITY AGREEMENT ============================================== ================================== SECURITY AGREEMENT ("Agreement") dated as of November 22, 1999, between MAIN ST. CALIFORNIA, INC., a corporation organized and existing...Merrill Lynch Security Agreement • March 28th, 2000 • Main Street & Main Inc • Retail-eating places • Illinois
STOCK TENDER AND VOTING AGREEMENT (LORRAINE ANTIOCO)Stock Tender and Voting Agreement • May 23rd, 2006 • Main Street Restaurant Group, Inc. • Retail-eating places • Delaware
STOCK TENDER AND VOTING AGREEMENT dated as of May 19, 2006 (this “Agreement”), by and among Briad Main Street, Inc., a Nevada corporation (“Parent”), Main Street Acquisition Corporation, a Delaware corporation and wholly owned subsidiary of Parent (“Purchaser”), and the persons listed on attached Schedule 1 (each a “Stockholder,” and collectively, the “Stockholders”).
MERRILL LYNCH UNCONDITIONAL GUARANTY ========================================== ====================================== FOR VALUE RECEIVED, and in order to induce MERRILL LYNCH BUSINESS FINANCIAL SERVICES INC. ("MLBFS") to advance moneys or extend or...Main Street & Main Inc • March 28th, 2000 • Retail-eating places • Illinois
This Guaranty is absolute, unconditional and continuing and shall remain in effect until all of the Obligations shall have been fully and indefeasibly paid, performed and discharged. Upon the occurrence and during the continuance of any default or Event of Default under any of the Guaranteed Documents, any or all of the indebtedness hereby guaranteed then existing shall, at the option of MLBFS, become immediately due and payable from Guarantor (it being understood, however, that upon the occurrence of any "Bankruptcy Event", as defined in the Loan Agreements, all such indebtedness shall automatically become due and payable without action on the part of MLBFS). Notwithstanding the occurrence of any such event, this Guaranty shall continue and remain in full force and effect. To the extent MLBFS receives payment with respect to the Obligations, and all or any part of such payment is subsequently invalidated, declared to be fraudulent or preferential, set aside, required to be repaid by M
DEVELOPMENT AGREEMENT MAIN ST. CALIFORNIA, INC. Date: March 15, 2004Development Agreement • March 8th, 2005 • Main Street Restaurant Group, Inc. • Retail-eating places • Texas
This Development Agreement is entered into as of the 15th day of March, 2004 with an effective date of January 1, 2004 by and between TGI Friday’s Inc., a New York corporation (“Friday’s”), with its principal place of business located at 4201 Marsh Lane, Carrollton, Texas, 75007, and Main St. California, Inc., an Arizona corporation (“Developer”), with its principal place of business located at 5050 North 40th Street, Suite 200, Phoenix, Arizona 85018 and its Principals (as defined herein below).
April 19, 2006Stock Purchase Agreement • May 23rd, 2006 • Main Street Restaurant Group, Inc. • Retail-eating places
Reference is made to the Amended and Restated Stock Purchase Agreement, dated April 20, 2005 (the “Agreement”), between Brad Honigfeld (“Honigfeld”) and Bart A. Brown, Jr. (“Brown”), pursuant to which Brown sold to Honigfeld 1,689,296 shares of the common stock, par value $0.001 per share (the “Common Stock”), of Main Street Restaurant Group, Inc. (the “Company”), owned by Brown, and pursuant to which Brown granted to Honigfeld the right to purchase the shares of Common Stock issuable upon exercise by Brown of the options previously granted to him by the Company to purchase up to 1,200,000 shares of Common Stock (the “Brown Options”) at a purchase price of $3.1203 per share. By executing below, the parties hereto hereby agree to amend the Agreement, pursuant to Section 12.6 thereof, to provide that if Honigfeld and/or his affiliates acquire substantially all of the issued and outstanding shares of Common Stock of the Company not then owned by Honigfeld and/or his affiliates in a single
MAIN STREET RESTAURANT GROUP, INC. COMMON STOCK PURCHASE WARRANTMain Street Restaurant Group, Inc. • May 4th, 2005 • Retail-eating places • Delaware
This certifies that, for good and valuable consideration, Main Street Restaurant Group, Inc., a Delaware corporation (the “Company”), grants to the Warrantholder, the right to subscribe for and purchase from the Company validly issued, fully paid and nonassessable Warrant Shares of the Company’s Common Stock, $0.001 par value per share (the “Common Stock”), at the Exercise Price, at any time after November 27, 2005 and prior to the Expiration Date, all subject to the terms, conditions and adjustments herein set forth.
MERRILL LYNCH WCMA(R)REDUCING REVOLVER(SM) LOAN AGREEMENT ===================== =========================================================== WCMA REDUCING REVOLVER(SM) LOAN AGREEMENT NO. 78M-07B82 ("Loan Agreement") dated as of November 22, 1999,...Loan Agreement • March 28th, 2000 • Main Street & Main Inc • Retail-eating places • Illinois
MAIN STREET RESTAURANT GROUP, INC. RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • April 24th, 2006 • Main Street Restaurant Group, Inc. • Retail-eating places • Arizona
THIS RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”) is made as of [_________], 200_, by and between Main Street Restaurant Group, Inc., a Delaware corporation (the “Company”), and [___________] (the “Participant”).
CALIFORNIA DEVELOPMENT INCENTIVE AGREEMENTCalifornia Development Incentive Agreement • March 8th, 2005 • Main Street Restaurant Group, Inc. • Retail-eating places
This CALIFORNIA DEVELOPMENT INCENTIVE AGREEMENT (this “Agreement”) is entered this 15 day of March, 2004 but effective as of January 1, 2004 (the “Effective Date”), by and among TGI Friday’s Inc. (“Friday’s”), Main St. California, Inc. (the “Franchisee”), and Main Street and Main Incorporated (the “Principal”).
JOINT FILING AGREEMENTJoint Filing Agreement • May 23rd, 2006 • Main Street Restaurant Group, Inc. • Retail-eating places
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.001 per share, of Main Street Restaurant Group, Inc.
EXHIBIT 10.25AMain Street & Main Inc • May 10th, 1999 • Retail-eating places
Mr. Michael GarnreiterMain Street Restaurant Group, Inc. • March 8th, 2005 • Retail-eating places
SECURITIES PURCHASE AGREEMENT BY AND BETWEEN MAIN STREET RESTAURANT GROUP, INC. AND CIC MSRG LP APRIL 27, 2005Securities Purchase Agreement • May 4th, 2005 • Main Street Restaurant Group, Inc. • Retail-eating places • Delaware
This SECURITIES PURCHASE AGREEMENT, dated as of April 27, 2005, is entered into by and between MAIN STREET RESTAURANT GROUP, INC., a Delaware corporation, and CIC MSRG LP, a Delaware limited partnership.
FIRST AMENDMENT TO DEVELOPMENT AGREEMENTDevelopment Agreement • March 8th, 2005 • Main Street Restaurant Group, Inc. • Retail-eating places
This First Amendment to Development Agreement (this “Amendment”) is entered into effective as of February 17, 2005, (the “Effective Date”), by and between TGI Friday’s Inc. (“Friday’s”), and Main St. California, Inc. (“Developer”).
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the...Joint Filing Agreement • February 23rd, 2004 • Main Street & Main Inc • Retail-eating places
This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.
WITNESSETH:Dveleopment Agreement • April 1st, 2002 • Main Street & Main Inc • Retail-eating places
