Arg Property Management Corp – AMERICAN RESTAURANT GROUP, INC. $166,000,000 111/2% Series C Senior Secured Notes Due 2006 REGISTRATION RIGHTS AGREEMENT (January 8th, 2002)
American Restaurant Group, Inc., a Delaware corporation (the "Company"), is issuing and selling to Jefferies & Company, Inc. (the "Purchaser"), upon the terms set forth in a purchase agreement, dated as of September 28, 2001, (the "Purchase Agreement"), up to $30,000,000,000 aggregate principal amount of its 111/2% Series C Senior Secured Notes due 2006 (the "Additional Notes"). In addition, the Company is issuing up to $136,000,000 aggregate principal amount of its 111/2% Series C Senior Secured Notes due 2006 (the "Exchange Notes") in exchange for its outstanding 111/2% Series B Senior Secured Notes due 2003 pursuant to its Confidential Exchange Offer and Consent Solicitation Statement or as otherwise agreed to between the Company and a holder of such notes. As an inducement to the Purchaser to enter into the Purchase Agreement, the Company and each of the guarantors (the "Guarantors") named in the Indenture (defined below) agrees with the Purchaser, for the benefit of the holders of
Arg Property Management Corp – Second Amended and Restated Intercreditor and Collateral Agency Agreement (January 8th, 2002)
This SECOND AMENDED AND RESTATED INTERCREDITOR AND COLLATERAL AGENCY AGREEMENT (this "Agreement") is made as of the day of December, 2001, among (i) BNY Western Trust Company, formerly known as U.S. Trust Company, National Association, as successor to U.S. Trust Company of California, N.A. ("BNY"), as collateral agent (in such capacity, the "Collateral Agent") for the Secured Parties (as hereinafter defined), (ii) Foothill Capital Corporation (sometimes referred to herein as the "Agent"), (iii) BNY, as Trustee (in such capacity, the "Trustee") on behalf of the holders of Debentures (as defined below), and (iv) American Restaurant Group, Inc. ("ARG") and each of its subsidiaries listed on the signature pages hereto (together with ARG, collectively, the "Borrowers").
Arg Property Management Corp – Loan Agreement (January 8th, 2002)
THIS LOAN AGREEMENT (this "Agreement"), is entered into as of December 12, 2001 between, FOOTHILL CAPITAL CORPORATION, a California corporation ("Lender") and AMERICAN RESTAURANT GROUP, INC., a Delaware corporation ("ARG"), ARG Enterprises, Inc., a California corporation ("Enterprises"), ARG Property Management Corporation, a California corporation ("Property Management"), and ARG Terra, Inc., a Delaware corporation ("Terra"; ARG, Enterprises, Property Management and Terra are collectively referred to as "Borrowers" and individually as a "Borrower").