EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement"), dated as of November __, 2000, is made between The Quizno's Corporation, a Colorado corporation (the "Company"), and Richard F. Schaden ("Employee"). 1. EMPLOYMENT The Company will...Employment Agreement • November 13th, 2000 • Quiznos Corp • Patent owners & lessors
EXHIBIT B-1Quiznos Corp • November 13th, 2000 • Patent owners & lessors • California
R E C I T A L SRights Agreement • November 13th, 2000 • Quiznos Corp • Patent owners & lessors • California
Exhibit 10.24 THIS WARRANT (AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT) ARE SUBJECT TO AN INVESTMENT AGREEMENT DATED DECEMBER 31, 1996, AS AMENDED AND A STOCKHOLDERS AGREEMENT DATED AS OF DECEMBER 31, 1996, COPIES OF WHICH ARE ON FILE...Stockholders Agreement • April 1st, 1998 • Quiznos Corp • Patent owners & lessors • Texas
Exhibit 10.28 ASSET PURCHASE AGREEMENT BETWEEN THE QUIZNO'S ACQUISITION COMPANY AND BAIN'S DELI CORPORATION Dated as of February 1, 1999Asset Purchase Agreement • March 31st, 1999 • Quiznos Corp • Patent owners & lessors • Colorado
EXHIBIT 10.26 AMENDED AND RESTATED SECURITY AGREEMENT This AMENDED AND RESTATED SECURITY AGREEMENT is made as of December 31, 1996 by and between The Quizno's Corporation a Colorado corporation ("Quizno's") and the Quizno's Operating Company ("QOC")...Security Agreement • March 27th, 1998 • Quiznos Corp • Patent owners & lessors • Colorado
Exhibit 10-11 INDEMNIFICATION AGREEMENT ------------------------- This Agreement, is made and entered into this 3rd day of September, 1997 ("Agreement"), by and between The Quizno's Corporation, a Colorado corporation ("Company"), and Mark L. Bromberg...Indemnification Agreement • April 1st, 1998 • Quiznos Corp • Patent owners & lessors • Colorado
RECITALSTermination Agreement • November 13th, 2000 • Quiznos Corp • Patent owners & lessors • Texas
EXHIBIT B-2Quiznos Corp • November 13th, 2000 • Patent owners & lessors • California
RECITALSPledge Agreement • November 13th, 2000 • Quiznos Corp • Patent owners & lessors • California
REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT is entered into as of the ___ day of November 2000 (this "Agreement"), by and between THE QUIZNO'S CORPORATION, a Colorado corporation (the "Company"), and LEVINE LEICHTMAN CAPITAL...Registration Rights Agreement • November 13th, 2000 • Quiznos Corp • Patent owners & lessors • California
R E C I T A L SGuaranty Agreement • November 13th, 2000 • Quiznos Corp • Patent owners & lessors • Colorado
EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement"), dated as of November __, 2000, is made between The Quizno's Corporation, a Colorado corporation (the "Company"), and Richard E. Schaden ("Employee"). 1. EMPLOYMENT The Company will...Employment Agreement • November 13th, 2000 • Quiznos Corp • Patent owners & lessors
BETWEENInvestment Agreement • March 31st, 1997 • Quiznos Corp • Patent owners & lessors • Texas
AMONGAgreement • November 26th, 1997 • Quiznos Corp • Patent owners & lessors • Colorado
RECITALSLicense Agreement • November 26th, 1997 • Quiznos Corp • Patent owners & lessors • Colorado
REIMBURSEMENT AGREEMENT THIS REIMBURSEMENT AGREEMENT (the "Agreement") is entered into this ____ day of November, 2000, by and between RICHARD E. SCHADEN (“Schaden”) and THE QUIZNO’S CORPORATION, a Colorado corporation (the “Corporation”). WITNESSETH...Reimbursement Agreement • December 29th, 2000 • Quiznos Corp • Patent owners & lessors
W I T N E S S E T H:Voting Trust Agreement • December 30th, 1999 • Quiznos Corp • Patent owners & lessors
SACRAMENTO AVIATION MANAGEMENT CO. PURCHASE AGREEMENTPurchase Agreement • December 30th, 1999 • Quiznos Corp • Patent owners & lessors
THE QUIZNO'S FRANCHISE COMPANY AREA DIRECTOR MARKETING AGREEMENT TABLE OF CONTENTSMarketing Agreement • December 29th, 2000 • Quiznos Corp • Patent owners & lessors • Colorado
RECITALSSecurity Agreement • November 13th, 2000 • Quiznos Corp • Patent owners & lessors • California
THE QUIZNO'S FRANCHISE COMPANY FRANCHISE AGREEMENT THE QUIZNO'S FRANCHISE COMPANY FRANCHISE AGREEMENT TABLE OF CONTENTS EXHIBITS 1 Addendum -- Location and Initial Franchise Fee 2 Addendum -- QUIZNO'S Classic Subs Express Facility 3 Addendum --...Franchise Agreement • December 29th, 2000 • Quiznos Corp • Patent owners & lessors • Colorado
BY AND AMONGSecurities Purchase Agreement • November 13th, 2000 • Quiznos Corp • Patent owners & lessors • California
Exhibit A C Form of Secured Senior Note Exhibit B-1 C Form of Common Warrant Exhibit B-2 C Form of Preferred Warrant Exhibit C C Form of Guaranty Exhibit D C Form of Intellectual Property Security Agreement Exhibit E C Form of Investor Rights Agreement Exhibit F C Form of Pledge Agreement Exhibit G C Form of Registration Rights Agreement Exhibit H C Form of Security Agreement Exhibit I C Form of Compliance Certificate
W I T N E S S E T H:Quiznos Corp • November 13th, 2000 • Patent owners & lessors • California
This SECURITY AGREEMENT is made as of December 31, 1996 by and between The Quizno's Corporation a Colorado corporation ("Debtor"), with an address at 7555 E. Hampden Ave., Suite 601, Denver, Colorado 80231, and Retail & Restaurant Growth Capital,...Security Agreement • March 31st, 1997 • Quiznos Corp • Patent owners & lessors
INTERCHANGE AGREEMENT THIS AGREEMENT, made and entered into as of the 13th day of October, 1999, by and between Richard F. Schaden, P.C., with an address of 11870 Airport Way, Broomfield, Colorado 80021 ("Schaden") and The Quizno's Corporation, with...Interchange Agreement • December 30th, 1999 • Quiznos Corp • Patent owners & lessors
October 4, 1999 All Parties described below as "Borrowers" c/o John H. Gallivan 1415 Larimer Street Denver, CO 80202 Via Facsimile: (720) 359-3395 Re Fixed Rate Commitment Letter: Total Note Amount: $15,555,555.64 (consisting of $14,000,000.00 of...Quiznos Corp • December 30th, 1999 • Patent owners & lessors
EXHIBIT B (TO MASTER FRANCHISE OFFERING CIRCULAR)Master Franchise Agreement • December 30th, 1999 • Quiznos Corp • Patent owners & lessors • Colorado
THIS WARRANT (AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT) AND THE COMMON SHARES INTO WHICH SUCH SECURITIES ARE CONVERTIBLE ARE SUBJECT TO AN INVESTMENT AGREEMENT DATED DECEMBER 31, 1996, AND A STOCKHOLDERS AGREEMENT DATED AS OF DECEMBER...Stockholders Agreement • December 30th, 1999 • Quiznos Corp • Patent owners & lessors • Texas
INDEX 1. Exhibit 3.3 ARTICLES OF AMENDMENT TO THE ARTICLES OF INCORPORATION 2. Exhibit 3.4 BYLAWS OF THE QUIZNO'S CORPORATION ADOPTED AUGUST 25, 1994, AS AMENDED 3. Exhibit 9.3 SECOND AMENDMENT TO VOTING TRUST AGREEMENT 4. Exhibit 10.4 AMENDED AND...Investment Agreement • March 31st, 1997 • Quiznos Corp • Patent owners & lessors
MARGIN AGREEMENT TO TUCKER ANTHONYMargin Agreement • November 13th, 2000 • Quiznos Corp • Patent owners & lessors • New York
