FIRST AMENDMENTCredit Agreement • February 18th, 2003 • American Italian Pasta Co • Miscellaneous food preparations & kindred products • Illinois
December 14, 2005 American Italian Pasta Company 4100 N. Mulberry Drive Suite 200 Kansas City, MO 64116 Re: Waivers under Credit Agreement Ladies/Gentlemen: Please refer to the Credit Agreement dated as of July 16, 2001 (as previously amended or...American Italian Pasta Co • December 16th, 2005 • Miscellaneous food preparations & kindred products
AND BESTFOODSAsset Purchase Agreement • January 5th, 2001 • American Italian Pasta Co • Miscellaneous food preparations & kindred products • Missouri
EXHIBIT 1 RIGHTS AGREEMENTRights Agreement • December 14th, 1998 • American Italian Pasta Co • Miscellaneous food preparations & kindred products • New York
ARTICLE I DEFINITIONS AND INTERPRETATIONSAsset Purchase Agreement • May 16th, 2003 • American Italian Pasta Co • Miscellaneous food preparations & kindred products • Missouri
April 7, 1998 amongShareholders' Agreement • April 9th, 1998 • American Italian Pasta Co • Miscellaneous food preparations & kindred products • Delaware
Schedule of Parties to Indemnification AgreementIndemnification Agreement • August 16th, 2005 • American Italian Pasta Co • Miscellaneous food preparations & kindred products • Delaware
Exhibit 10.1 AMENDMENT TO SEVERANCE AGREEMENT WALTER N. GEORGE This agreement is entered into by and between American Italian Pasta Company, a Delaware corporation, (the "Employer") and Walter N. George ("Employee"). WHEREAS, the parties entered into...Severance Agreement • February 11th, 2009 • American Italian Pasta Co • Miscellaneous food preparations & kindred products
UNDERWRITING AGREEMENTAmerican Italian Pasta Co • April 9th, 1998 • Miscellaneous food preparations & kindred products • New York
CONFORMED COPY] SECOND AMENDMENT THIS SECOND AMENDMENT dated as of December 27, 2007 (this "Amendment") amends the Amended and Restated Credit Agreement dated as of March 13, 2006 (as previously amended, the "Credit Agreement") among American Italian...American Italian Pasta Co • December 31st, 2007 • Miscellaneous food preparations & kindred products
WITNESSETH:Employment Agreement • December 20th, 2002 • American Italian Pasta Co • Miscellaneous food preparations & kindred products
CONFIDENTIAL PORTIONS OF MATERIALS HAVE BEEN OMITTED AND FILED SEPERATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. THE REDACTED MATERIAL HAS BEEN INDICATED WITH AN ASTERISK IN BRACKETS ([*]). SECOND AMENDED AND RESTATED SUPPLY AGREEMENT THIS...Supply Agreement • August 18th, 2003 • American Italian Pasta Co • Miscellaneous food preparations & kindred products • Delaware
CERTIFICATE AND FIRST AMENDMENT TO RIGHTS AGREEMENT This Certificate and First Amendment to Rights Agreement (the "Amendment"), dated as of December 31, 2002, is entered into by and between American Italian Pasta Company, a Delaware corporation (the...Rights Agreement • January 6th, 2003 • American Italian Pasta Co • Miscellaneous food preparations & kindred products • Delaware
SEPARATION AGREEMENT This Separation Agreement (the "Agreement") between Horst Schroeder and American Italian Pasta Company (the "Company") sets forth the parties' mutual agreement with respect to the resignation by Mr. Schroeder as director of the...Separation Agreement • January 31st, 2006 • American Italian Pasta Co • Miscellaneous food preparations & kindred products • Missouri
FIRST AMENDMENTCredit Agreement • March 16th, 2007 • American Italian Pasta Co • Miscellaneous food preparations & kindred products
WITNESSETH:Employment Agreement • September 15th, 2004 • American Italian Pasta Co • Miscellaneous food preparations & kindred products
BANK OF AMERICA, N.A., AS ADMINISTRATIVE AGENT AND ISSUERCredit Agreement • March 16th, 2006 • American Italian Pasta Co • Miscellaneous food preparations & kindred products • Illinois
WITNESSETH:Employment Agreement • December 20th, 2002 • American Italian Pasta Co • Miscellaneous food preparations & kindred products
Exhibit 10.1 AMERICAN ITALIAN PASTA COMPANY EMPLOYMENT AGREEMENT JOHN P. KELLY This EMPLOYMENT AGREEMENT (this "Agreement"), effective November 6, 2007 (the "Effective Date") is by and between American Italian Pasta Company ("Employer"), and John P....Employment Agreement • November 8th, 2007 • American Italian Pasta Co • Miscellaneous food preparations & kindred products
WARRANT TO PURCHASE CLASS A CONVERTIBLE COMMON STOCK OF AMERICAN ITALIAN PASTA COMPANYAmerican Italian Pasta Co • March 16th, 2006 • Miscellaneous food preparations & kindred products • Delaware
RECITALSConfidential Treatment • July 31st, 1998 • American Italian Pasta Co • Miscellaneous food preparations & kindred products • Minnesota
SN&R DRAFT 10/7/97 10:41 A.M. THOMPSON HOLDINGS, L.P. (Name of Selling Stockholder) CUSTODY AGREEMENT AND POWER OF ATTORNEY FOR SALE OF CLASS A COMMON STOCK OF AMERICAN ITALIAN PASTA COMPANYAmerican Italian Pasta Co • October 8th, 1997 • Miscellaneous food preparations & kindred products • Delaware
1 EXHIBIT 10.1 CREDIT AGREEMENTCredit Agreement • August 5th, 1997 • American Italian Pasta Co
Exhibit 10.1 AMERICAN ITALIAN PASTA COMPANY AND GOOCH FOODS, INC. AND ARCHER- DANIELS-MIDLAND COMPANY ASSET PURCHASE AGREEMENT SEPTEMBER 30, 2002Asset Purchase Agreement • February 18th, 2003 • American Italian Pasta Co • Miscellaneous food preparations & kindred products • Missouri
WITNESSETH:Employment Agreement • December 26th, 2001 • American Italian Pasta Co • Miscellaneous food preparations & kindred products
September 28, 2005 American Italian Pasta Company 4100 N. Mulberry Drive Suite 200 Kansas City, MO 64116 Dear Sirs: This letter confirms and sets forth the terms and conditions of the engagement between Alvarez & Marsal, LLC ("A&M") and American...Indemnification Agreement • October 4th, 2005 • American Italian Pasta Co • Miscellaneous food preparations & kindred products
ASSET PURCHASE AND SALE AGREEMENT THIS ASSET PURCHASE AND SALE AGREEMENT (this "Agreement") is made and entered into as of this 28th day of January, 2003, by and among American Italian Pasta Company, a Delaware corporation ("Buyer"), PepsiCo Puerto...Asset Purchase and Sale Agreement • May 16th, 2003 • American Italian Pasta Co • Miscellaneous food preparations & kindred products • Illinois
THIS ASSET PURCHASE AND SALE AGREEMENT (this "Agreement") is made and entered into as of this 28th day of January, 2003, by and among American Italian Pasta Company, a Delaware corporation ("Buyer"), PepsiCo Puerto Rico, Inc., a Delaware corporation ("PPR") and an indirect wholly owned subsidiary of PepsiCo, Inc., and Golden Grain Company, a California corporation ("Golden Grain") and a direct wholly owned subsidiary of PPR. PPR and Golden Grain are hereinafter collectively referred to as "Sellers".
FOURTH AMENDMENT THIS FOURTH AMENDMENT dated as of November 10, 2004 (this "Amendment") amends the Credit Agreement dated as of July 16, 2001 (as previously amended, the "Credit Agreement") among American Italian Pasta Company (the "Company"), various...Fourth Amendment • November 12th, 2004 • American Italian Pasta Co • Miscellaneous food preparations & kindred products
RECITALSEmployment Agreement • October 8th, 1997 • American Italian Pasta Co • Miscellaneous food preparations & kindred products
SECOND AMENDMENTSecond Amendment • May 14th, 2004 • American Italian Pasta Co • Miscellaneous food preparations & kindred products
DANIEL W. TROTTEmployment Agreement • December 30th, 2003 • American Italian Pasta Co • Miscellaneous food preparations & kindred products
Exhibit 10.2 AMERICAN ITALIAN PASTA COMPANY INDEPENDENT CONTRACTOR AGREEMENT THIS AGREEMENT (this "Agreement"), dated December 18, 2003 is by and between American Italian Pasta Company ("AIPC"), and David E. Watson, an individual ("Watson")...Independent Contractor Agreement • February 17th, 2004 • American Italian Pasta Co • Miscellaneous food preparations & kindred products
THIRD AMENDMENTThird Amendment • August 2nd, 2004 • American Italian Pasta Co • Miscellaneous food preparations & kindred products
RECITALSEmployment Agreement • October 8th, 1997 • American Italian Pasta Co • Miscellaneous food preparations & kindred products
AMERICAN ITALIAN PASTA COMPANY CLASS A COMMON STOCK, $.001 PAR VALUEUnderwriting Agreement • October 8th, 1997 • American Italian Pasta Co • Miscellaneous food preparations & kindred products • New York
