0001104659-06-016173 Sample Contracts

March 1, 2006
Vicorp Restaurants Inc • March 13th, 2006 • Retail-eating places

Reference is hereby made to the Equity Purchase Agreement dated as of April 22, 2005 by and between VI Acquisition Corp., a Delaware corporation (the “Company”) and Anthony Carroll (“Carroll”) (such agreement, the “Agreement”). Pursuant to the Agreement, Carroll purchased 284.087 shares of the Company’s Series A Preferred Stock, par value $0.0001 per share (the “Preferred Stock”), at a purchase price of $1,134.16 per share (such Preferred Stock purchased by Carroll, the “Carroll Stock”). The purchase price for the Carroll Stock included the dividends that would have accrued on the Carroll Stock had such stock been issued on June 13, 2003, although such dividends had not actually accrued on the Carroll Stock as of the date of purchase.

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EQUITY PURCHASE AGREEMENT
Equity Purchase Agreement • March 13th, 2006 • Vicorp Restaurants Inc • Retail-eating places • Illinois

THIS EQUITY PURCHASE AGREEMENT (this “Agreement”) is made as of April 22, 2005, between VI ACQUISITION CORP., a Delaware corporation (the “Company”), and ANTHONY CARROLL (“Purchaser”).

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