January 14, 1998
Buffets, Inc.
00000 Xxxxxx Xxxxx
Xxxxx 000
Xxxx Xxxxxxx, Xxxxxxxxx 00000
Attention: Xxxxx X. Xxxxx
Re: Second Amended and Restated Credit Agreement dated as of
April 30, 1996, as amended, by and among Buffets, Inc.,
the Banks, as parties thereto, and First Bank National
Association, in its individual capacity and as agent for
the banks
Dear Xx. Xxxxx:
Reference is made to the above-referenced Second Amended and
Restated Credit Agreement, as amended (the "Credit Agreement"). Each capitalized
term used herein without being defined that is defined in the Credit Agreement
shall have the meaning given to it in the Credit Agreement.
Pursuant to Section 6.7 of the Credit Agreement the Borrower is
prohibited from making Restricted Payments in excess of the limitations set
forth in such section.
The Borrower has requested the permission of the Banks to repurchase
its common stock during 1998 for an amount not to exceed $40,000,000 at a price
per share not to exceed ten dollars ("Proposed Stock Repurchase"). The Proposed
Stock Repurchase would constitute a Restricted Payment and would exceed the
limitations set forth in Section 6.7 of the Credit Agreement.
In reliance upon the Borrower's description of the Proposed Stock
Repurchase, as set forth in this letter, and in reliance upon the other
information provided by the Borrower to the Banks, the Banks hereby consent to
the Proposed Stock Repurchase. This consent is limited to the Proposed Stock
Repurchase, and shall not extend to any other Restricted Payment. The Proposed
Stock Repurchase shall be in lieu of any other Restricted Payments that would
otherwise be permitted by the terms of Section 6.7(b) of the Credit Agreement
during 1998. Any material deviation from the description of the Proposed Stock
Repurchase contained in this letter and as described by the Borrower to the
Banks, shall render this consent null and void. This Consent shall automatically
terminate upon the occurrence of an Event of Default.
Except as specifically provided above, the Credit Agreement shall
remain in full force and effect in accordance with its terms. This consent shall
take effect when the Agent shall have received a copy of this consent letter,
duly acknowledged by the Borrower.
Very truly yours,
FIRST BANK NATIONAL ASSOCIATION
in its individual capacity and
as Agent
By /s/ Xxxxx X. Xxxxxxxx
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Its: Vice President
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Acknowledged and Agreed to this 27 day of January 1998.
BUFFETS, INC.
By /s/ Xxxxx X. Xxxxx
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Its: EVP
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