EMPLOYMENT AGREEMENTEmployment Agreement • August 22nd, 2014 • J. Alexander's Holdings, Inc. • Retail-eating places • Tennessee
THIS EMPLOYMENT AGREEMENT, dated as of December 26, 2008, (the “Agreement”), is by and between J. Alexander’s Corporation, a Tennessee corporation (the “Company”), and Lonnie J. Stout II (the “Executive”).
AMENDED AND RESTATED SALARY CONTINUATION AGREEMENTSalary Continuation Agreement • August 22nd, 2014 • J. Alexander's Holdings, Inc. • Retail-eating places • Tennessee
This Amended and Restated Salary Continuation Agreement (“Agreement”), which supersedes and cancels any previously dated Salary Continuation Agreements, is made and entered into as of this 26th day of December, 2008, by and between J. Alexander’s Corporation, a Tennessee corporation with its principal office in Nashville, Tennessee (the “Corporation”), and Lonnie J. Stout II, a resident of Brentwood, Tennessee (“Employee”).
FORM OF AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF J. ALEXANDER’S HOLDINGS, LLC, A DELAWARE LIMITED LIABILITY COMPANY Dated [ ], 2014 by and among J. ALEXANDER’S HOLDINGS, LLC AND THE OTHER PARTIES HERETOLimited Liability Company Agreement • August 22nd, 2014 • J. Alexander's Holdings, Inc. • Retail-eating places • Delaware
THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) is entered into as of [ ] [ ], 2014, by and among (i) J. ALEXANDER’S HOLDINGS, LLC, a Delaware limited liability company (the “Company”), (ii) J. ALEXANDER’S HOLDINGS, INC., a Tennessee corporation, (“J. Alexander’s”), (iii) FIDELITY NATIONAL FINANCIAL VENTURES, LLC, a Delaware limited liability company (“FNFV”), (iv) NEWPORT GLOBAL OPPORTUNITIES FUND AIV-A LP, a Delaware limited partnership (“Newport”), (v) those Persons listed on Schedule I attached hereto, and (vi) the other Persons that may from time to time become parties hereto in accordance with the terms hereof. J. Alexander’s, FNFV, Newport, each member of management who hereafter is granted Management Units pursuant to the Company Profits Interest Incentive Plan and becomes a party hereto (each, a “Management Member”), and each other Person that is or may become listed on Schedule I hereto in accordance with the Agreement are sometimes referred t
Severance Benefits AgreementSeverance Benefits Agreement • August 22nd, 2014 • J. Alexander's Holdings, Inc. • Retail-eating places • Tennessee
The Board of Directors of Volunteer Capital Corporation (the “Company”) recognizes that your contributions to the past and future growth and success of the Company have been substantial. The Board therefore desires to assure the Company of your continued services for the benefit of the Company now, and in the event that the Company were to be faced with a takeover possibility.
ContractSalary Continuation Agreement • August 22nd, 2014 • J. Alexander's Holdings, Inc. • Retail-eating places • Tennessee
This letter describes changes to your Amended and Restated Salary Continuation Agreement (the “Salary Continuation Agreement”), dated as of December 26, 2008, between you and J. Alexander’s, LLC, a Tennessee limited liability company, f/k/a J. Alexander’s Corporation (the “Company”), and as previously amended pursuant to that certain Letter Agreement, dated as of July 30, 2012, by and among you and the Company, and for certain limited purposes set forth therein, Fidelity Newport Holdings, LLC, Fidelity National Financial, Inc. and American Blue Ribbon Holdings, Inc. Such changes shall be effective upon the date set forth above (the “Effective Date”).
FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 22nd, 2014 • J. Alexander's Holdings, Inc. • Retail-eating places • Tennessee
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of [ ], 20[ ] by and among (i) J. Alexander’s Holdings, Inc., a Tennessee corporation (including any successor, the “Company”), (ii)(A) each Person that is a holder of Units (as defined below) as of the date of this Agreement (other than any wholly-owned subsidiary of the Company) and (B) each other Person that from time to time becomes a holder of Units after the date of this Agreement, signs a Joinder (as defined below) and becomes a party to this Agreement as “Unitholder” in accordance with the terms of this Agreement (each such Person in this clause (ii), a “Unitholder” and, collectively, the “Unitholders”) and (C) each other Person that from time to time becomes a holder of Class A Common Stock (as defined below) as a result of a Transfer by a Holder after the date of this Agreement, signs a Joinder and becomes a party to this Agreement as a “Holder” in accordance with the terms of this Agreement (in the case
ASSIGNMENT AND ASSUMPTION OF PROMISSORY NOTEAssignment and Assumption of Promissory Note • August 22nd, 2014 • J. Alexander's Holdings, Inc. • Retail-eating places • New York
THIS ASSIGNMENT AND ASSUMPTION OF PROMISSORY NOTE (this “Assignment”) is made as of February 24, 2013, by and between FIDELITY NATIONAL SPECIAL OPPORTUNITIES, INC., a Delaware corporation (“Assignor”), and J. ALEXANDER’S HOLDING’S, LLC, a Delaware limited liability company (“Assignee”), and is consented to by FIDELITY NATIONAL SPECIAL OPPORTUNITIES, INC., a Delaware corporation (“Payee”).
LOAN AGREEMENTLoan Agreement • August 22nd, 2014 • J. Alexander's Holdings, Inc. • Retail-eating places • Tennessee
THIS AGREEMENT (“Loan Agreement”) is made and entered into this 3rd day of September, 2013, by and between J. ALEXANDER’S, LLC, a Tennessee limited liability company (herein called “Borrower”) and PINNACLE BANK (herein called “Lender”).
