General Purchasing Terms Agreement [Amendment] - Pacific Basin Foods Inc. and Rubio's Restaurants Inc.
AMENDMENT TO AGREEMENT BETWEEN
PACIFIC BASIN FOODS, INC.
AND RUBIO'S RESTAURANTS, INC.
This Amendment is entered into the 20th day of November, 1998, by and between
Rubio's Restaurants Inc. (hereinafter referred to as "Buyer") and Pacific Basin
Foods, Inc. (hereinafter referred to as "PBF").
RECITALS
1. Buyer and PBF entered into a written agreement dated October 21, 1996,
(hereinafter referred to as "Master Agreement") for the provision of
purchase and distribution of certain food products, related supplies, and
furniture, fixtures and equipment, all as specifically set forth in such
Agreement, to Buyer by PBF.
2. By this Agreement, Buyer and PBF desire to amend the Master Agreement in
the manner more particularly set forth herein as of the date first written
above.
TERMS
NOW THEREFORE, for and in consideration of the premises and the mutual promises
contained herein, the parties hereto agree as follows:
3. AMENDMENT OF MASTER AGREEMENT, ARTICLE I, SECTION 1(a) "TERM" AS FOLLOWS:
The parties hereto mutually agree to extend the term of the Master
Agreement for an additional period of one (1) year, commencing as of the
date first written above, herein referred to as the "Effective Date", and
expiring on January 19, 2000 (on the last Payment Due Date of the Attached
Schedule).
4. AMENDMENT OF MASTER AGREEMENT, ARTICLE IV, SECTION 4(a) "BILLING FOR
INVENTORY" AS FOLLOWS:
The parties hereto mutually agree that payment for inventory other than
Opportunistic Purchases and Furniture and Equipment, will be due from Buyer
to PBF based upon the attached schedule of payment due dates. Buyer will
make such payments *** or *** to *** , provided that the funds are
*** *** by PBF *** , on the scheduled due dates.
5. [Deleted]
6. AMENDMENT OF MASTER AGREEMENT, ARTICLE IV, SECTION 4(b) "BILLING FOR
FURNITURE, FIXTURE AND EQUIPMENT" AS FOLLOWS:
Billing for furniture, fixtures and equipment will be by invoice from PBF
to Buyer on a restaurant by restaurant basis. PBF will invoice Buyer for
furniture, fixture and equipment per contract amount ones the product is
completed (i.e. final walkthrough if
*** Portions of this page have been omitted pursuant to a request for
Confidential Treatment and filed separately with the Commission.
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applicable). Payment for furniture, fixtures and equipment shall be due
from Buyer to PBF within 10 days of the final installation date of the
original contract amount *** or *** , to *** , provided that the ***
*** , on the due dates. Any changes to the original contract (i.e. add
ons) shall be billed separately from the original contract. All add ons
and miscellaneous furniture, fixture and equipment purchases (i.e. other
than new restaurant openings) by Buyer shall be payable within 10 days of
the invoice date, and may be paid by any payment method (i.e. *** ).
7. AMENDMENT OF MASTER AGREEMENT, ARTICLE VII, SECTION 7(B) "FINANCIAL
INFORMATION" AS FOLLOWS:
Buyer shall provide PBF with quarterly financial statements, and will
notify PBF of any material changes in the financial structure of Buyer's
organization. Furthermore, Buyer shall provide PBF annual audited
financial statements issued by a certified public accountant(s).
IN WITNESS WHEREOF, the parties hereto have executed this amendment as of the
date and year first written above.
PBF BUYER
By: /s/ Herschel Hendrickson By: /s/ James W. Stryker
----------------------------------- ---------------------------------
Its: President Its: Vice Pres.
----------------------------------- ---------------------------------
*** Portions of this page have been omitted pursuant to a request for
Confidential Treatment and filed separately with the Commission.
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<CAPTION>
Rubio's Restaurants, Inc.
1999 Schedule of Payments Due: Pacific Basin Foods
Rubio's For Deliveries
---------------------------------------------------------------------------------------------------------------------
Period Acct. Week Starting Ending *** ***
---------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
1 1 12/28/98 01/03/99 *** 1
1 2 01/04/99 01/10/99 *** 2
1 3 01/11/99 01/17/99 *** 3
1 4 01/18/99 01/24/99 *** 4
2 5 01/25/99 01/31/99 *** 5
2 6 02/01/99 02/07/99 *** 6
2 7 02/08/99 02/14/99 *** 7
2 8 02/15/99 02/21/99 *** 8
3 9 02/22/99 02/28/99 *** 9
3 10 03/01/99 03/07/99 *** 10
3 11 03/08/99 03/14/99 *** 11
3 12 03/15/99 03/21/99 *** 12
3 13 03/22/99 03/28/99 *** 13
4 14 03/29/99 04/04/99 *** 14
4 15 04/05/99 04/11/99 *** 15
4 16 04/12/99 04/18/99 *** 16
4 17 04/19/99 04/25/99 *** 17
5 18 04/26/99 05/02/99 *** 18
5 19 05/03/99 05/09/99 *** 19
5 20 05/10/99 05/16/99 *** 20
5 21 05/17/99 05/23/99 *** 21
6 22 05/24/99 05/30/99 *** 22
6 23 05/31/99 06/06/99 *** 23
6 24 06/07/99 06/13/99 *** 24
6 25 06/14/99 06/20/99 *** 25
6 26 06/21/99 06/27/99 *** 26
7 27 06/28/99 07/04/99 *** 27
7 28 07/05/99 07/11/99 *** 28
7 29 07/12/99 07/18/99 *** 29
7 30 07/19/99 07/25/99 *** 30
8 31 07/26/99 08/01/99 *** 31
6 32 08/02/99 08/08/99 *** 32
8 33 08/09/99 08/15/99 *** 33
8 34 08/16/99 08/22/99 *** 34
9 35 08/23/99 08/29/99 *** 35
9 36 08/30/99 09/05/99 *** 36
9 37 09/06/99 09/12/99 *** 37
9 38 09/13/99 09/19/99 *** 38
9 39 09/20/99 09/26/99 *** 39
10 40 09/27/99 10/03/99 *** 40
10 41 10/04/99 10/10/99 *** 41
10 42 10/11/99 10/17/99 *** 42
10 43 10/18/99 10/24/99 *** 43
11 44 10/25/99 10/31/99 *** 44
*** Portions of this page have been omitted pursuant to a request for
Confidential Treatment and filed separately with the Commission.
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Rubio's Restaurants, Inc.
1999 Schedule of Payments Due: Pacific Basin Foods
<CAPTION>
Rubio's For Deliveries
---------------------------------------------------------------------------------------------------------------------
Period Acct. Week Starting Ending *** ***
---------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
11 45 11/01/99 11/07/99 *** 45
11 46 11/08/99 11/14/99 *** 46
11 47 11/15/99 11/21/99 *** 47
12 48 11/22/99 11/28/99 *** 48
12 49 11/29/99 12/05/99 *** 49
12 50 12/06/99 12/12/99 *** 50
12 51 12/13/99 12/19/99 *** 51
12 52 12/20/99 12/26/99 *** 52
*** Portions of this page have been omitted pursuant to a request for
Confidential Treatment and filed separately with the Commission.
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