exv10w1



 








EXHIBIT 10.1




AMENDED AND RESTATED CREDIT AGREEMENT




     THIS AMENDED AND RESTATED CREDIT AGREEMENT (as amended, modified, supplemented, renewed or
restated from time to time, the “Agreement”) is made as of July 25, 2006, by and among JOHN B.
SANFILIPPO & SON, INC., a Delaware corporation (“Borrower”), the financial institutions listed on
the signature pages hereof and each other financial institution that may hereafter become a party
hereto in accordance with the provisions hereof (collectively the “Lenders” and individually a
“Lender”) and U.S. BANK NATIONAL ASSOCIATION, a national banking association (“U.S. Bank”), in its
capacity as Agent for the Lenders and Issuer (in such capacity, the “Agent”).



RECITAL




     Borrower, the Agent and other lenders entered into a Credit Agreement dated March 31, 1998 (as
amended, the “Prior Agreement”). Borrower has requested that the Prior Agreement be amended and
restated to provided for additional loans, advances, extensions of credit and/or other financial
accommodations, and the Lenders are willing to do so on the following terms and conditions.



     NOW, THEREFORE, in consideration of the foregoing and of the terms and conditions contained in
this Agreement, and of any loans or extensions of credit or other financial accommodations at any
time made to or for the benefit of Borrower by the Agent and the Lenders, Borrower, the Agent and
the Lenders agree as follows:



     1 DEFINITIONS.




     1.1 General Definitions. When used herein, the following capitalized terms shall have
the meanings indicated, whether used in the singular or the plural:



     “Adjusted Borrowing Base Limit I” shall mean, at any time, (a) prior to any increase
of the total amount of the Line of Credit Loan Commitment per Section 8.30(b) an amount
equal to the lesser of (i) the Borrowing Base Limit, or (ii) the Available Amount plus the lesser
of (A) the positive difference, if any, of the Borrowing Base minus the total amount of the Line of
Credit Loan Commitment, or (B) $25,000,000, or (b) after any increase of the total amount of the
Line of Credit Loan Commitment per Section 8.30(b) an amount equal to the lesser of (i) the
Borrowing Base Limit, or (ii) the Available Amount.



     “Adjusted Borrowing Base Limit II” shall mean, at any time, (a) prior to any increase
of the total amount of the Line of Credit Loan Commitment per Section 8.30(b) an amount
equal to the lesser of (i) the Borrowing Base Limit, or (ii) the Available Amount plus the lesser
of (A) the positive difference, if any, of the Borrowing Base minus the total amount of the Line of
Credit Loan Commitment, or (B) $10,000,000, or (b) after any increase of the total amount of the




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Line of Credit Loan Commitment per Section 8.30(b) an amount equal to the lesser of
(i) the Borrowing Base Limit, or (ii) the Available Amount.



     “Adjusted Borrowing Base Limit III” shall mean, at any time, (a) prior to any increase
of the total amount of the Line of Credit Loan Commitment per Section 8.30(b) an amount
equal to the lesser of (i) the Borrowing Base Limit, or (ii) the Available Amount plus the lesser
of (A) the positive difference, if any, of the Borrowing Base minus the total amount of the Line of
Credit Loan Commitment, or (B) $20,000,000, or (b) after any increase of the total amount of the
Line of Credit Loan Commitment per Section 8.30(b) an amount equal to the lesser of (i) the
Borrowing Base Limit, or (ii) the Available Amount.



     “Affiliate” shall mean any Person: (a) that directly or indirectly, through one or
more intermediaries, controls or is controlled by, or is under common control with, Borrower; (b)
that directly or beneficially owns or holds ten percent (10%) or more of any class of the voting
equity interest of Borrower; (c) ten percent (10%) or more of the voting equity interest of which
is owned directly or beneficially or held by Borrower; or (d) that is a director or officer of
Borrower.



     “Agent” has the meaning set forth in the introduction and shall include any successor
to the Agent that has been appointed in accordance with Section 7.11.



     “Agent’s Letter” shall mean the letter agreement between Borrower and the Agent of
substantially even date with this Agreement.



     “Anniversary Date” shall mean July 25, 2007 and each July 25 thereafter.



     “Applicable Margin” shall mean with respect to Swing Line Loans or Line of Credit
Advances that are Prime Rate Loans or LIBOR Rate Loans, or with respect to Non-Use Fees and Letter
of Credit Fees the rates per annum set forth below for the then applicable Financial Performance
Level:



	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Swing Line Loans,	 	 
	 	 	 	 	 	 	LIBOR Rate Loans	 	 
	Financial	 	 	 	 	 	and Letter of	 	 
	Performance Level	 	Prime Rate Loans	 	Credit Fees	 	Non-Use Fees
	Level 1

	 	 	1.50	%	 	 	3.25	%	 	 	0.25	%
	Level 2

	 	 	1.00	%	 	 	2.75	%	 	 	0.25	%
	Level 3

	 	 	0.50	%	 	 	2.25	%	 	 	0.20	%
	Level 4

	 	 	0.000	%	 	 	1.75	%	 	 	0.20	%
	Level 5

	 	 	0.000	%	 	 	1.25	%	 	 	0.15	%






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     The initial Financial Performance Level shall be Level 3. The Agent will review Borrower’s
financial performance as of each fiscal quarter end, beginning with the fiscal quarter end in June
of 2006, after its receipt of Borrower’s financial statements and Compliance Certificate as of the
end of such fiscal quarter, and will confirm Borrower’s determination as to Borrower’s Financial
Performance Level based on such fiscal quarter. As so confirmed by the Agent, Borrower’s Financial
Performance Level will determine the Applicable Margin effective for Prime Rate Loans and LIBOR
Rate Loans, and with respect to Letter of Credit Fees and Non-Use Fees for the three month period
beginning on the fifteenth day of the second month following the end of such fiscal quarter. If
the Agent does not receive such quarter end statements on or before the date they are due in
accordance with Section 5.1, Borrower’s Financial Performance Level shall be deemed to be
Level 1 beginning with the fifteenth day of the second month following the end of such fiscal
quarter and shall remain at Level 1 until the 15th Business Day after such financial
statements are received by the Agent and a determination by the Agent that a different Financial
Level shall apply during the remainder of the three month period.



     “Available Amount ” shall mean, at any time, an amount equal to (a) the Line of Credit
Loan Commitments minus (b) the sum of (i) the aggregate principal amount of the Line of
Credit Loan Liabilities, and (ii) the aggregate amount of the LC Obligations.



     “Bainbridge Bonds” shall mean the bonds now or hereafter issued pursuant to the
Bainbridge Indenture.



     “Bainbridge Bond Documents” shall mean all agreements, instruments and documents as
now in effect and executed or delivered in connection with the Bainbridge Indenture, and as the
same may be amended, replaced, restated and/or supplemented from time to time hereafter, including
without limitation, the Bainbridge Loan Agreement.



     “Bainbridge Indenture” shall mean that certain Trust Indenture dated as of June 1,
1987 between the Decatur County — Bainbridge Industrial Development Authority and Trust Company
Bank, as now in effect and as the same may be amended, replaced, restated and/or supplemented from
time to time hereafter.



     “Bainbridge Letter” shall mean the Letter issued by LaSalle Bank National Association
now in existence or hereafter issued pursuant to this Agreement for the purpose of securing the
payment of principal or interest on the Bainbridge Bonds.



     “Bainbridge Loan Agreement” shall mean that certain Loan Agreement dated as of June 1,
1987, between the Decatur County — Bainbridge Industrial Development Authority and Borrower, as now
in effect and as the same may be amended, replaced, restated and/or supplemented hereafter.




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     “Bainbridge Loan Documents” shall mean all agreements, instruments and documents
executed or delivered in connection with the Bainbridge Loan Agreement, as now in existence and as
the same may be amended, replaced, restated and/or supplemented from time to time.



     “Borrowing Base” shall mean an amount determined and computed as follows:


The sum of:

100% of Immediately Available Funds in Cash Collateral Accounts;

85% of Eligible Accounts consisting of Accounts other than Foreign Accounts and other than
Accounts from the sale of peanut seed to growers;

75% of Eligible Accounts consisting of Foreign Accounts;

75% of Eligible Accounts consisting of Accounts from the sale of
peanut seed to growers not to exceed $3,000,000 in aggregate on a gross basis;

70% of Eligible Inventory, valued at the lower of cost or market; and

The lesser of (a) 75% of the appraised net orderly liquidation
value of Equipment covered by the Security Agreement plus 50% of the appraised fair market value of the real property
covered by the Mortgage, and (b) 100% of the Obligations
outstanding under the Note Purchase Agreement;

Minus:

100% of all Producer Payables, including related outstanding checks; and

100% of the Obligations outstanding under the Note Purchase Agreement.




     “Borrowing Base Certificate” shall mean a certificate in form and substance reasonably
acceptable to the Agent, signed by an officer of Borrower, setting forth the amount of Borrower’s
Borrowing Base.



     “Borrowing Base Limit” shall mean, at any time, an amount equal to (a) the Borrowing
Base minus (b) the sum of (i) the aggregate principal amount of the Line of Credit Loan
Liabilities, and (ii) the aggregate amount of the LC Obligations.



     “Business Day” shall mean any day of the year on which commercial banks in New York,
New York are not required or authorized to close, provided, however, that when used in the
definition of LIBOR Rate or Interest Period, or when otherwise used in connection with a rate
determination, borrowing or payment in respect of a LIBOR Rate Loan, the term “Business Day” shall
also exclude any day on which banks in London, England are not open for dealings in deposits of
Dollars in the London interbank market.



     “Cash Against Document Sales” shall mean sales by Borrower of Inventory in transit to
an Account Debtor located outside of the United States or Canada, but in a country listed on
Exhibit 1A (which may be amended from time to time in the reasonable determination of the
Agent to either add or delete countries form the list), covered by Documents held or constructively
held by Borrower, wherein the Documents shall not be delivered or released until





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the related
Foreign Account has been paid in full in Immediately Available Funds in a deposit account of
Borrower in the United States.



     “Cash Collateral Accounts” shall mean Deposit Accounts that have been blocked from any
use except for application of funds to the Obligations.



     “Closing Date” shall mean the date of this Agreement.



     “Commitment” shall mean, as to any Lender, such Lender’s Line of Credit Loan
Commitment and the Agent’s commitment to cause the Issuance of Letters under the Line of Credit,
and “Commitments” shall mean collectively, such Commitments for all the Lenders and the
Agent.



     “Daily Reset LIBOR Rate” shall mean, an annual rate equal to the one-month LIBOR rate
quoted by Bank from Telerate Page 3750 or any successor thereto, which shall be that one-month
LIBOR rate in effect and reset each Business Day, adjusted for any reserve requirement and any
subsequent costs arising from a change in any Governmental Requirement.



     “Default” shall mean the occurrence or existence of: (a) an event which, through the
passage of time or the service of notice or both, would (assuming no action is taken by Borrower or
any other Person to cure the same) mature into a Matured Default; or (b) an event which requires
neither the passage of time nor the service of notice to mature into a Matured Default.



     “Dollars” and “$” shall mean lawful currency of the United States of America.



     “EBITDA” shall mean, for the then preceding four fiscal quarters, the net income of
Borrower before provision for income taxes, interest expense (including without limitation,
implicit interest expense on capitalized leases and including the percentage fees assessed under
the Note Purchase Agreement, regardless of how the charge is accounted for per GAAP), depreciation,
amortization and other non-cash expenses or charges (including (i) any non-cash charges associated
with FAS 142 adjustments, and (ii) any one-time slotting fees or distribution allowances),
excluding (to the extent otherwise included): (a) non-operating gains (including without
limitation, extraordinary or nonrecurring gains, gains from discontinuance of operations and gains
arising from the sale of assets other than Inventory or property, plant and equipment) during the
applicable period; and (b) similar non-operating losses, costs and expenses during such period
(including without limitation fees and expenses associated with this Agreement and the
corresponding amendment to the Note Purchase Agreement). To the extent not included in net income,
proceeds from business interruption insurance shall be added in the calculation of EBITDA.



     “Eligible Accounts” shall mean, Accounts that the Agent shall have reasonably
determined to be eligible for inclusion in the Borrowing Base at any particular time. Without
limiting the Agent’s right to reasonably determine that Accounts do not constitute Eligible
Accounts, the following Accounts shall not be Eligible Accounts: (a) all Accounts which are at




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that
time unpaid for a period exceeding ninety (90) days after the original invoice due date of the
original invoice related thereto; (b) all Accounts owing by an Account Debtor if more than
twenty percent (20%) of the Accounts owing by such Account Debtor are at that time unpaid for
a period exceeding that set forth in the preceding subsection; (c) those Accounts, except Accounts
owing from the Account Debtors listed on Exhibit 1A, of an Account Debtor, the aggregate
face amount of which is in excess of ten percent (10%) of the aggregate face amount of all other
Eligible Accounts of all other Account Debtors; (d) those Accounts owing from the United States or
any department, agency or instrumentality thereof unless Borrower shall have complied with the
Assignment of Claims Act to the reasonable satisfaction of the Agent; (e) Accounts which arise out
of transactions with Affiliates; (f) Foreign Accounts, unless such Accounts (i) are covered by a
letter of credit issued or confirmed by a bank acceptable to the Agent, (ii) are covered by foreign
credit insurance acceptable to the Agent; or (iii) arise from Cash Against Document Sales; (g)
Accounts which are or may be subject to rights of setoff or counterclaim by the Account Debtor (to
the extent of the amount of such setoff or counterclaim); (h) Accounts in which the Collateral
Agent does not, for any reason, have a first priority perfected security interest; and (i) Accounts
which in the Agent’s reasonable determination may be subject to liens or conflicting claims of
ownership, whether such liens or conflicting claims are asserted or could be asserted by any
Person, except for encumbrances permitted by Section 6.1.



     “Eligible Inventory” shall mean, Inventory that the Agent shall have reasonably
determined to be eligible for inclusion in the Borrowing Base at any particular time. Without
limiting the Agent’s right to reasonably determine that Inventory does not constitute Eligible
Inventory, the following Inventory shall not be Eligible Inventory: (a) Inventory reasonably
determined by the Agent to be out-of-condition or otherwise unmerchantable, including, without
limitation, Inventory deemed to be out-of-condition or otherwise unmerchantable by the United
States Department of Agriculture, any state’s Department of Agriculture, or any other Governmental
Authority having regulatory authority over Borrower or any of Borrower’s assets or activities; (b)
Inventory for which a prepayment has been received; (c) Inventory with a gross value in excess of
$3,000,000 in the aggregate or in excess of $300,000 at any one location, in the possession of
third parties, unless it is (i) Inventory for which the Agent has received a bailee letter
satisfactory to the Agent, executed by such third party, or (ii) covered by warehouse receipts or
bills of lading issued by either: (A) a warehouseman licensed and bonded by the United States
Department of Agriculture or any state’s Department of Agriculture, or (B) a recognized carrier
having an office in the United States and in a financial condition reasonably acceptable to the
Agent; (d) Inventory in which the Collateral Agent does not, for any reason, have a first priority
perfected security interest; and (e) Inventory which in the Agent’s reasonable determination may be
subject to liens or conflicting claims of ownership, whether such liens or conflicting claims are
asserted or could be asserted by any Person, (except with regard to Producer Payables deducted in
accordance with the Borrowing Base computation and except for encumbrances otherwise permitted by
Section 6.1).



     “Excess Sale Proceeds” shall mean, during any period of determination, Borrower’s
proceeds from the sale of assets (other than (i) the sale of Inventory in the ordinary course of




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business, (ii) the sale of worn out or obsolete equipment at salvage value, and (iii) dispositions
of property as described as part of the Project), which are not used by Borrower for the
replacement of the assets sold, in excess of $1,000,000 in the aggregate in any fiscal year of
Borrower.



     “Farm Products” shall mean all personal property of Borrower used or for use in
farming or livestock operations, including without limitation, seed and harvested or un-harvested
crops of all types and descriptions, whether annual or perennial and including trees, vines and the
crops growing thereon, native grass, grain, feed, feed additives, feed ingredients, feed
supplements, fertilizer, hay, silage, supplies (including without limitation, chemicals, veterinary
supplies and related Goods), livestock of all types and descriptions (including without limitation,
the offspring of such livestock and livestock in gestation) and any other “farm products” (as
defined in the Code).



     “Financial Performance Level” shall mean the applicable level of Borrower’s financial
performance determined in accordance with the table set forth below.



	 	 	 
	Financial	 	 
	Performance	 	 
	Level	 	Adjusted Borrowing Base Limit I
	Level 1

	 	Less than or equal to $20,000,000
	Level 2

	 	Less than or equal to $40,000,000 but greater than $20,000,000
	Level 3

	 	Less than or equal to $60,000,000 but greater than $40,000,000
	Level 4

	 	Less than or equal to $80,000,000 but greater than $60,000,000
	Level 5

	 	Greater than $80,000,000






     “Financing Agreements” shall mean all agreements, instruments and documents, including
without limitation, this Agreement and all security agreements (including but not limited to the
Security Agreement), loan agreements, notes, letter of credit applications, letters of credit,
guarantees, mortgages and deeds of trust (including but not limited to the Mortgage), subordination
agreements, pledges, powers of attorney, consents, assignments, contracts, notices, leases,
financing statements and all other written matter at any time executed by, on behalf of or for the
benefit of Borrower and delivered to the Agent, together with all amendments and all agreements and
documents referred to therein or contemplated thereby and all Bank Products Agreements. Without
limitation, the Financing Agreements shall include the Bainbridge Loan Documents and the
Intercreditor Agreement.



     “Fixed Charge Coverage Ratio” shall mean, for the then preceding four fiscal quarters,
the ratio of Borrower’s: (a) (i) EBITDA during such period, minus (ii) the amount of cash income
taxes paid during such period, minus (iii) the amount of cash dividends or distributions paid and
the amount paid to redeem capital stock or other equity interests during such period, minus (iv)
the lesser of (A) capital expenditures during such period or (B) depreciation expense
during such period, plus (v) the amount of rent and other lease expense under operating leases
and Synthetic Leases during such period; divided by (b) (i) the amount of principal paid (or due





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to be paid if not paid on or before the original due date) by Borrower during such period with respect
to long term debt (including capitalized leases), excluding payments that were due and counted as
of their original due date, plus (ii) the amount of cash interest paid by Borrower during such
period (including without limitation, implicit interest expense on capitalized leases), plus (iii)
the amount of rent and other lease payments under operating leases and Synthetic Leases paid during
such period.



     “Foreign Accounts” shall mean Accounts of an Account Debtor located outside of the
United States or Canada.



     “GAAP” shall mean generally accepted accounting principles set forth in the opinions
and pronouncements of the Accounting Principles Board of the American Institute of Certified Public
Accountants and statements and pronouncements of the Financial Accounting Standards Board, or in
such other statements by such other entity as may be in general use by significant segments of the
accounting profession, which are applicable to the circumstances as of the date of determination.



     “Governmental Authority” shall mean any nation or government, any state or other
political subdivision thereof and any entity exercising executive, legislative, judicial,
regulatory or administrative functions of or pertaining to government, including without
limitation, any arbitration panel, any court, any commission, any agency or any instrumentality of
the foregoing.



     “Governmental Requirement” shall mean any material law, statute, code, ordinance,
order, rule, regulation, judgment, decree, injunction, franchise, permit, certificate, license,
authorization or other directive or requirement of any federal, state, county, municipal, parish,
provincial or other Governmental Authority or any department, commission, board, court, agency or
any other instrumentality of any of them (including any of the foregoing that relate to
environmental standards or controls and occupational safety and health standards or controls).



     “Highest Lawful Rate” means, with respect to each Lender, the maximum non-usurious
interest rate, if any, that at any time or from time to time may be contracted for, taken,
reserved, charged, or received with respect to the Notes or on other amounts, if any, payable to
such Lender pursuant to this Agreement or any other Financing Agreement, under laws applicable to
such Lender which are presently in effect, or, to the extent allowed by law, under such applicable
laws which may hereafter be in effect and which allow a higher maximum non-usurious interest rate
than applicable laws now allow.



     “Immediately Available Funds” shall mean funds with good value on the day and in the
city in which payment is received.



     “Interest Period” shall mean: (a) with respect to LIBOR Rate Loans, the period of time
for which the LIBOR Rate shall be in effect as to any LIBOR Rate Loan and which shall be a
seven or fourteen day, or one, two, three, six, nine or twelve month period of time,
commencing with the borrowing date of the LIBOR Rate Loan or the expiration date of the immediately




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preceding Interest Period, as the case may be, applicable to and ending on the effective date of
any rate change or rate continuation made as provided in Section 2.2 as Borrower may
specify in the notice of borrowing delivered pursuant to Section 2.2 or the notice of
interest conversion or continuation delivered pursuant to Section 2.2; provided
however, (b) any Interest Period which would otherwise end on a day which is not a Business
Day shall be extended to the next succeeding Business Day unless such Business Day falls in another
calendar month, in which case such Interest Period shall end on the next preceding Business Day,
(c) no Interest Period shall extend beyond the Maturity Date; and (d) there shall be no more than
ten (10) Interest Periods for LIBOR Rate Loans at any one time.



     “Inventory” shall mean any and all Goods which shall at any time constitute
“inventory” (as defined in the Code) or Farm Products of Borrower, wherever located (including
without limitation, Goods in transit and Goods in the possession of third parties), or which from
time to time are held for sale, lease or consumption in Borrower’s business, furnished under any
contract of service or held as raw materials, work in process, finished inventory or supplies
(including without limitation, packaging and/or shipping materials).



     “IRC” shall mean the Internal Revenue Code of 1986, as amended, as at any time in
effect, together with all regulations and rulings thereof or thereunder issued by the Internal
Revenue Service.



     “Issue”, “Issued”, “Issues” and “Issuance” shall mean, as the
context requires, with respect to a Letter, the issuance, extension or other amendment of a Letter
pursuant to this Agreement or the Prior Agreement.



     “Issuer” shall mean, with respect to a Letter, any party that Issues such Letter
pursuant to this Agreement.



     “LC Obligations” shall mean, at any time, an amount equal to the aggregate undrawn and
unexpired amount of the outstanding Letters.



     “Letter” or “Letters” shall mean a documentary or standby letter of credit,
issued or outstanding under the Prior Agreement (including but not limited to the Bainbridge
Letter) or Issued for the account of Borrower pursuant to Section 2.1.3, or all of such
letters of credit, respectively.



     “Liabilities” shall mean any and all liabilities, obligations and indebtedness of
Borrower to any Lender or Issuer of any and every kind and nature, at any time owing, arising, due
or payable and howsoever evidenced, created, incurred, acquired or owing, whether primary,
secondary, direct, contingent, fixed or otherwise (including without limitation LC Obligations,
Bank Products Obligations, fees, charges and obligations of performance) and whether arising or
existing under this Agreement or any of the other Financing Agreements or by operation of law.




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     “LIBOR Rate” shall mean, with respect to each day during each Interest Period
applicable to a LIBOR Rate Advance, the seven or fourteen day, or one, two, three, six, nine or
twelve month LIBOR rate quoted by the Agent from Telerate Page 3750 or any successor thereto (which
shall be the LIBOR rate in effect two Business Days prior to the LIBOR Rate Loan) rounded up to the
nearest one sixteenth of one percent.



     “LIBOR Rate Loan” shall mean any Loan that bears interest at the LIBOR Rate plus the
Applicable Margin.



     “Line of Credit Loan Commitment” shall mean as to any Lender, such Lender’s Pro Rata
Percentage of One Hundred Million Dollars $100,000,000, as set forth opposite such Lender’s name
under the heading “Loan Commitments” on Schedule A, subject to Assignment and Acceptance in
accordance with Section 8.22, as such amount may be reduced or terminated from time to time
pursuant to Sections 2.3, 2.8 or 7.1 and as such amount may be increased from time to time
pursuant to Section 8.30(b); and “Line of Credit Loan Commitments” shall mean
collectively, the Line of Credit Loan Commitments for all the Lenders.



     “Line of Credit Loan Liabilities” shall mean all of the Liabilities other than: (a)
the LC Obligations; and (b) Bank Products Obligations.



     “Margin Accounts” shall mean, collectively, all Commodity Accounts and all Commodity
Contracts.



     “Matured Default” shall mean the occurrence or existence of any one or more of the
following events: (a) Borrower fails to pay any principal pursuant to any of the Financing
Agreements (other than the Bank Products Agreements) at the time such principal becomes due or is
declared due or Borrower fails to pay any interest pursuant to any of the Financing Agreements
(other than the Bank Products Agreements) on or before five (5) Business Days after such interest
becomes due or is declared due; (b) Borrower fails to pay any of the Liabilities (other than the
Liabilities referred to in (a) above) on or before ten (10) Business Days after such
Liabilities become due or are declared due; (c) Borrower fails or neglects to perform, keep or
observe any of the covenants, conditions, promises or agreements contained in Sections 6.1,
6.2 or 6.4; (d) Borrower fails or neglects to perform, keep or observe any of the
covenants, conditions, promises or agreements contained in this Agreement or in any of the other
Financing Agreements (other than those covenants, conditions, promises and agreements referred to
or covered in (a), (b), and (c) above and other than the covenants set
forth in Section 5.6), and such failure or neglect continues for more than thirty (30) days
after the earlier of the date the Agent gives Borrower written notice thereof or the date Borrower
first learns of such failure or neglect, provided, however, that such grace period
shall not apply, and a Matured Default shall be deemed to have occurred and to exist immediately if
such failure or neglect may not, in the Agent’s reasonable determination, be cured by Borrower
during such thirty (30) day grace period; (e) the Available Amount or the Borrowing Base Limit, as
calculated in accordance with the definitions thereof, result in a negative amount; (f) any
warranty or representation set forth
herein or at any time made by or on behalf of Borrower in connection with this Agreement or





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any of the other Financing Agreements is untrue or incorrect in any material respect, or any
schedule, certificate, statement, report, financial data, notice, or writing furnished at any time
by or on behalf of Borrower to the Agent or any other Lender is untrue or incorrect in any material
respect on the date as of which the facts set forth therein are stated or certified; (g) a judgment
in excess of $1,000,000 is rendered against Borrower and such judgment remains unsatisfied or
un-discharged and in effect for thirty (30) consecutive days without a stay of enforcement or
execution, provided, however, that this clause (g) shall not apply to any judgment
to the extent Borrower is insured and with respect to which the insurer has admitted liability in
writing for such judgment; (h) all or any part of the assets of Borrower or any guarantor of any of
the Liabilities come within the possession of any receiver, trustee, custodian or assignee for the
benefit of creditors; (i) a proceeding under any bankruptcy, reorganization, arrangement of debt,
insolvency, readjustment of debt or receivership law or statute is filed against Borrower or any
guarantor of any of the Liabilities and such proceeding is not dismissed within sixty (60) days of
the date of its filing, or a proceeding under any bankruptcy, reorganization, arrangement of debt,
insolvency, readjustment of debt or receivership law or statute is filed by Borrower or any
guarantor of any of the Liabilities, or Borrower or any guarantor of any of the Liabilities makes
an assignment for the benefit of creditors; (j) Borrower or any guarantor of any of the Liabilities
voluntarily or involuntarily dissolves or is dissolved, terminates or is terminated or dies; (k)
Borrower is enjoined, restrained, or in any way prevented by the order of any court or any
administrative or regulatory agency or by the termination or expiration of any permit or license,
from conducting all or any material part of Borrower’s business affairs; (l) Borrower or any
guarantor of any of the Liabilities fails to make any payment due or otherwise defaults on any
other obligation for borrowed money in excess of $1,000,000 (including but not limited to the
Bainbridge Indenture) and the effect of such failure or default is to cause or permit the holder of
such obligation or a trustee to cause such obligation to become due prior to its date of maturity;
(m) any guarantor of any of the Liabilities asserts the invalidity of their guaranty, purports to
terminate their guaranty or purports to limit the application thereof to then existing Liabilities;
(n) the Agent makes an expenditure under Section 8.3 and Borrower fails to reimburse the
Agent for such an expenditure in accordance with Section 8.3; (o) Borrower fails or
neglects to perform, keep or observe any of the covenants, conditions, promises or agreements
contained in Section 5.6 of this Agreement, and such failure or neglect continues for more
than thirty (30) days after such failure or neglect first occurs, provided however,
that such grace period shall not apply, and a Matured Default shall be deemed to have occurred and
to exist immediately if such failure or neglect may not, in the Agent’s reasonable determination,
be cured by Borrower during such thirty (30) day grace period.



     “Maturity Date” shall mean, as applicable, the earlier of: (a) the Termination Date;
or (b) the earlier date of termination in whole of the Commitments pursuant to Sections 2.3,
2.8 or 7.1.



     “Mortgage” shall mean collectively Borrower’s mortgage and deed of trust referred to
in the Security Agreement.





- 11 -








 





     “Note” or “Notes” shall mean any one of the Line of Credit Notes or all of the
Line of Credit Notes, respectively.



     “Note Purchase Agreement” shall mean the JOHN B. SANFILIPPO & SON, INC., $65,000,000,
4.67% Senior Notes due December 1, 2014, Note Purchase Agreement, Dated December 16, 2004 (as
amended, supplemented, restated or otherwise modified and in effect from time to time).



     “Owner” shall mean any Person who is a holder of Borrower’s capital stock.



     “Person” shall mean any individual, sole proprietorship, partnership, limited
liability company, joint venture, trust, unincorporated organization, association, corporation,
institution, entity, party or government (whether national, federal, state, provincial, county,
city, municipal or otherwise, including without limitation, any instrumentality, division, agency,
body or department thereof).



     “Prime Rate” shall mean the prime rate announced by the Agent from time to time, which
is a base rate that the Agent from time to time establishes and which serves as the basis upon
which effective rates of interest are calculated for those loans which make reference thereto. The
Prime Rate is not necessarily the lowest rate offered by the Agent. With respect to Prime Rate
Loans, each change in the rate of interest hereunder shall become effective on the date each Prime
Rate change is announced by the Agent.



     “Prime Rate Loan” shall mean any Loan that bears interest at the Prime Rate plus the
Applicable Margin.



     “Project” shall mean the series of transactions whereby Borrower:




     (a) has purchased or will purchase one or more separate parcels of property in Elgin,
Illinois, including the site located at 750 South State Street, Elgin, Illinois (the
“Original Elgin Site”) and the site located at 1707 Randall Road, Elgin, Illinois (the
“Alternate Elgin Site”) (the “Property Purchases”);




     (b) with respect to the Original Elgin Site (whether or not such site is purchased by
Borrower), (w) has previously advanced approximately four million dollars ($4,000,000) to
the City of Elgin, Illinois (or the applicable instrumentality thereof, the “City”) to
facilitate its purchase of such site from the State of Illinois, (x) has incured and/or
advanced or will incur and/or advance up to an additional $8,000,000 in capital expenditures
for the environmental remediation of site, demolition and removal of buildings on such site,
and preparation of such site for development (the amounts described in clause (w) and clause
(x) being evidenced by non-recourse notes made by the City of Elgin, Illinois or other
instrumentality thereof payable to Borrowers solely out of sales proceeds of the Original
Elgin Site), (y) has developed or may develop the Original Elgin Site for resale or its own
operations and (z) has sold or may sell such site





- 12 -









 







prior to or after such development, as in each case, Borrower in its reasonable
judgment may determine appropriate (collectively, the “Original Site Plan”);




     (c) with regard to the Alternate Elgin Site, (y) has constructed or may construct
additions to the buildings, expand the existing facilities and upgrade parts of the existing
facility at the Alternate Elgin Site (collectively, the “Build Out”) and (z) has operated or
may operate for lease and lease portions of office facilities located on the Alternate
Elgin Site to third parties (including leasing office space to the seller of the Alternate
Elgin Site);




     (d) has obtained or will obtain up to $65,000,000 of new unsecured term financing to
finance the Property Purchase, the Build Out, the Original Site Plan and to equip new
operating facilities as described above;




     (e) has sold and leased back or may sell and lease back (on an operating lease basis)
all or a portion of its existing facilities located at 3001 Malmo Drive, Arlington Heights,
Illinois, 2299 Busse Road, Chicago and 1851 Arthur Avenue, Chicago, Illinois and has
restructured or may restructure its certain capital lease of the aforementioned Busse Road
location as an operating lease, and in connection with such sales has prepaid or may prepay
the mortgage debt secured by these facilities and, in the case of the prepayment of the
mortgage debt on the aforementioned Malmo Drive facility, has paid or may pay any prepayment
penalties owing under and pursuant to the documents evidencing such debt (collectively, the
“Sale and Leaseback Arrangements”). Furthermore, Borrower has terminated or may terminate
the capital lease of the facility located at 300 East Touhy Avenue, Des Plaines, Illinois;




     (f) in connection with the rationalization of its operations, has sold or otherwise
disposed of or may sell or otherwise dispose of equipment and assets that are redundant, no
longer necessary or no longer usable in its business or which have otherwise become
obsolete; and




     (g) has acquired, refurbished, constructed and/or renovated or will acquire, refurbish,
construct and/or renovate equipment, assets and facilities at the Original Elgin Site and
the Alternate Elgin Site in connection with the development and operation of such locations



     “Property” shall mean those premises owned or operated by Borrower.



     “Pro Rata Percentage” shall mean with respect to any Lender, a fraction (expressed as
a percentage), the numerator of which shall be the amount of such Lender’s Line of Credit Loan
Commitment, and the denominator of which shall be the aggregate amount of all the Line of Credit
Loan Commitments of the Lenders, respectively, as adjusted from time to time in accordance with
Section 8.22, which percentages shall be applicable even in the event that the




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commitments of the Lenders to make Advances have been suspended or terminated in accordance
with the terms of this Agreement.



     “Required Lenders” shall mean, at any time Lenders holding in the aggregate at least
fifty one percent (51%) of the aggregate amount of all of the Lenders’ Commitments, which
percentage shall be applicable even in the event that the commitments of the Lenders to make
Advances have been suspended or terminated in accordance with the terms of this Agreement.



     “Security Agreement” shall mean, the Security Agreement of even date with this
Agreement (as amended, modified, supplemented, renewed or restated from time to time), by and among
Borrower and U.S. Bank, in its capacity as agent for itself, as Agent under this Agreement, and for
the holders of the notes from time to time outstanding under the Note Purchase Agreement.



     “Swing Line Loan” shall mean any Loan made under the Swing Line.



     “Synthetic Lease” means any synthetic lease, tax retention operating lease,
off-balance sheet loan or similar off-balance sheet financing product where such transaction is
considered borrowed money indebtedness for tax purposes but is classified as an operating lease
under GAAP.



     “Type” shall mean, with respect to any Loan, whether such Loan is a Prime Rate Loan or
a LIBOR Rate Loan.



     “Working Capital” shall mean as of any particular date, Borrower’s combined current
assets, less Borrower’s combined current liabilities determined in accordance with GAAP, provided,
however (a) temporary long-term debt reclassifications as current liabilities (including during a
Sharing Period) shall not be included as current liabilities, and (b) the aggregate amount of Loans
outstanding shall be included as current liabilities regardless of their maturity.



     1.2 Index to Other Definitions. When used herein, the following capitalized terms
shall have the meanings given in the indicated portions of this Agreement, the Security Agreement
or the Intercreditor Agreement:



	 	 	 
	Term	 	Location
	Accounts

	 	Security Agreement
	Account Debtor

	 	Security Agreement
	Advance, Advances

	 	Section 2.1.4
	Agreement

	 	introduction
	Application

	 	Section 2.1.3
	Assignee

	 	Section 8.22
	Assignment and Acceptance

	 	Section 8.22
	Bank Products Agreements

	 	Security Agreement
	Bank Products Obligations

	 	Security Agreement








- 14 -









 






	 	 	 
	Term	 	Location
	Beneficiary

	 	Section 2.1.3
	Benefit Plans

	 	Section 4.16
	Borrower

	 	introduction
	Code

	 	Section 1.4
	Collateral Agent

	 	Intercreditor Agreement
	Compliance Certificate

	 	Section 5.1
	Default Rate

	 	Section 2.2
	Deposit Accounts

	 	Security Agreement
	Environmental Laws

	 	Section 4.8
	Equalization Transfer

	 	Section 2.1.4
	Equipment

	 	Security Agreement
	ERISA

	 	Section 4.16
	Excess

	 	Section 8.23
	Intercreditor Agreement

	 	Security Agreement
	ISP98

	 	Section 2.1.3
	Lenders

	 	introduction
	Letter of Credit Fee

	 	Section 2.5
	Line of Credit

	 	Section 2.1.2
	Line of Credit Advances

Line of Credit Notes

	 	Section 2.1.2


Section 2.1.2
	Loan Account

	 	Section 2.6
	Loan, Loans

	 	Section 2.1.4
	Non-Use Fee

	 	Section 2.5
	Note Purchase Agreement

	 	Security Agreement
	Obligations

	 	Security Agreement
	Producer Payables

	 	Security Agreement
	Project Related Capital Expenditures

	 	Section 6.7
	Purchasing Lender

	 	Section 2.1.4
	Replacement Candidate

	 	Section 8.31
	Secured Parties

	 	Security Agreement
	Securities Act

	 	Section 8.32
	Selling Lender

	 	Section 2.1.4
	Sharing Period

	 	Intercreditor Agreement
	Swing Line

	 	Section 2.1.1
	Swing Line Advances

	 	Section 2.1.1
	Taxes

	 	Section 8.21
	Termination Date

	 	Section 2.1.1
	UCP

	 	Section 2.1.3






     1.3 Accounting Terms. Any accounting terms used in this Agreement which are not
specifically defined in this Agreement shall have the meanings customarily given them in accordance
with GAAP, as consistently applied as of the date of this Agreement.





- 15 -









 





     1.4 Others Defined in Colorado Uniform Commercial Code. All other terms contained in
this Agreement (which are not specifically defined in this Agreement) shall have the meanings set
forth in the Uniform Commercial Code of Colorado (“Code”) to the extent the same are used or
defined therein, specifically including, but not limited to the following: Chattel Paper, Commodity
Accounts, Commodity Contracts, Goods and Instruments.



     2 LOANS, LETTERS OF CREDIT AND FEES.



     2.1 Loans and Letters of Credit. Subject to all of the terms and conditions contained
in this Agreement, the Agent and the Lenders severally and not jointly agree to make the following
extensions of credit to or for the benefit of Borrower:



     2.1.1 Swing Line. The Agent agrees to make advances (“Swing Line Advances”) to
Borrower from time to time on any one or more Business Days from and after the date of this
Agreement, upon Borrower’s written (including facsimile) notice given by Borrower to the Agent not
later than 11:00 a.m. (Denver Time) on the Business Day of any proposed Advance, through and
including the earlier of the Maturity Date or July 25, 2009 (“Termination Date”), in amounts up to
the lesser of: (a) Twenty Million Dollars ($20,000,000) minus the outstanding Swing Line Advances;
(b) the Available Amount or (c) the then current Borrowing Base Limit (“Swing Line”). The Swing
Line Advances shall be evidenced by and repayable in accordance with the terms of Borrower’s Line
of Credit Note to the Agent. The Agent, upon the written approval of the Required Lenders, may
elect to make Swing Line Advances to Borrower in excess of the dollar amount stated above (but not
in excess of the Available Amount or the then current Borrowing Base Limit), and any such Swing
Line Advances shall also be governed by the terms hereof.



     2.1.2 Line of Credit. Each Lender severally agrees to make advances (“Line of Credit
Advances”) to Borrower from time to time on any one or more Business Days from and after the date
of this Agreement (through the Agent as set forth in Section 2.1.4), upon Borrower’s
written (including facsimile) notice given by Borrower to the Agent not later than 11:00 a.m.
(Denver Time) on the third Business Day prior to the date of any proposed LIBOR Rate Loan or upon
Borrower’s written (including facsimile) notice given by Borrower to the Agent not later than 11:00
a.m. (local time of Agent) on the Business Day of any proposed Prime Rate Loan, up to an aggregate
principal amount not exceeding each such Lender’s Pro Rata Percentage of the Available Amount on
such Business Day through and including the earlier of the Termination Date or the Maturity Date,
in aggregate amounts up to the lesser of the Available Amount or the then current Borrowing Base
Limit (“Line of Credit”). The Line of Credit Advances shall be evidenced by and repayable in
accordance with the terms of Borrower’s promissory notes to each of the Lenders (“Line of Credit
Notes”), the form of which is attached as Exhibit 2A. The Lenders, acting unanimously, in
their sole and absolute discretion and without any obligation to do so, may elect to make Line of
Credit Advances to Borrower in excess of the amounts available pursuant to the terms of this
Agreement, and any such Line of Credit Advances shall also be governed by the terms hereof. The
Lenders, acting unanimously, shall also have the option, in their sole discretion and without any
obligation to do so, to extend




- 16 -









 







the Termination Date for the making of Swing Line Advances and Line of Credit Advances. In
the event that the Lenders elect to extend such Termination Date, the Agent shall give notice to
Borrower pursuant to Section 8.18.



     2.1.3 Letters of Credit.




     (a) The Agent further agrees to Issue or cause to be Issued by a Lender, Letters for
Borrower’s account for any purpose acceptable to the Agent in its reasonable discretion (the Agent
or such Lender thereby becoming an Issuer) in amounts up to the lesser of: (a) Twenty Million
Dollars ($20,000,000) minus the then outstanding LC Obligations, (b) the Available Amount or (c)
the then current Borrowing Base Limit, with an expiration date not later than one year after the
Termination Date for the benefit of one or more beneficiaries to be named by Borrower (the
“Beneficiary”, whether one or more), in form and substance reasonably acceptable to the
Beneficiary. In order to effect the Issuance of each Letter, Borrower shall deliver to the Agent a
letter of credit application (the “Application”) not later than 11:00 a.m. (Denver Time), five (5)
Business Days prior to the proposed date of Issuance of the Letter. The Application shall be duly
executed by a responsible officer of Borrower, shall be irrevocable and shall (i) specify the day
on which such Letter is to be Issued (which shall be a Business Day), and (ii) be accompanied by a
certificate executed by a responsible officer setting forth calculations evidencing availability
for the Letter and stating that all conditions precedent to such Issuance have been satisfied. The
Agent shall provide Borrower and each Lender with a copy of the Letter that has been Issued. Each
Letter shall (i) provide for the payment of drafts presented for honor thereunder by the
Beneficiary in accordance with the terms thereof, when such drafts are accompanied by the documents
described in the Letter, if any, and (ii) to the extent not inconsistent with the express terms
hereof or the applicable Application, be subject, as applicable, to the Uniform Customs and
Practice for Documentary Credits (1993 Revision), International Chamber of Commerce Publication No.
500 or the International Standby Practices (ISP 98—International Chamber Of Commerce Publication
Number 590) (in each case, together with any subsequent revisions thereof approved by a Congress of
the International Chamber of Commerce and adhered to by Issuer, the “UCP” and the “ISP98”,
respectively), and shall, as to matters not governed by the UCP or the ISP98, be governed by, and
construed and interpreted in accordance with, the laws of the State in which Issuer resides.



     (b) Upon the Issuance date of each Letter, the Issuer shall be deemed, without further action
by any party hereto, to have sold to each other Lender, and each other Lender shall be deemed,
without further action by any party hereto, to have purchased from the Issuer, a participation, to
the extent of such Lender’s Pro Rata Percentage, in such Letter, the obligations thereunder and in
the reimbursement obligations of Borrower due in respect of drawings made under such Letter. If
requested by the relevant Issuer, the Agent, the other Lenders will execute any other documents
reasonably requested by such Issuer to evidence the purchase of such participation.



     (c) If Issuer has received documents purporting to draw under a Letter that Issuer believes
conform to the requirements of the Letter, or if Issuer has decided that it will comply





- 17 -









 







with Borrower’s written or oral request of authorization to pay a drawing on any Letter that Issuer
does not believe conforms to the requirements of the Letter, Issuer or the Agent will notify
Borrower of that fact. An amount equal to the amount of such drawing shall be paid by a Swing Line
Advance or Line of Credit Advances initiated by the Agent on the date such drawing is made. The
obligation of Borrower to repay the Agent and the Lenders for any Advance made to fund such
reimbursement, shall be absolute, unconditional and irrevocable, shall continue for so long as any
LC Obligation is outstanding notwithstanding any termination of this Agreement, and shall be paid
strictly in accordance with the terms of this Agreement, notwithstanding any of the following:




	 	(i)	 	Any lack of validity or enforceability of any Letter or LC Obligation;
	 
	 	(ii)	 	The existence of any claim, setoff, defense or other right which Borrower may
have or claim at any time against any Beneficiary, transferee or holder of any Letter
(or any Person for whom any such Beneficiary, transferee or holder may be acting),
Issuer or any other Person, whether in connection with a Letter, this Agreement, the
transactions contemplated hereby, or any unrelated transaction; or
	 
	 	(iii)	 	Any statement or any other document presented under any Letter proving to be
forged, fraudulent, invalid or insufficient in any respect or any statement therein
being untrue or inaccurate in any respect whatever so long as such statement or
document appeared to comply with the terms of the Letter.





     (d) None of Issuer, the Lenders or any of the officers, directors employees, agents or
affiliates of any of them shall be liable or responsible for, and the obligations of Borrower to
Issuer and the Lenders shall not be impaired by:




	 	(i)	 	The use that may be made of any Letter or for any acts or omissions of any
Beneficiary, transferee or holder thereof in connection therewith;
	 
	 	(ii)	 	The validity, sufficiency or genuineness of documents, or of any endorsements
thereon, even if such documents or endorsements should in fact prove to be in any or
all respects invalid, insufficient, fraudulent or forged so long as such statement or
document appeared to comply with the terms of the Letter;
	 
	 	(iii)	 	The acceptance by Issuer of documents that appear on their face to be in
order, without responsibility for further investigation, regardless of any notice or
information to the contrary; or
	 
	 	(iv)	 	Any other action of Issuer in making or failing to make payment under any
Letter if in good faith and in conformity with applicable U.S. or foreign laws,
regulations or customs.






- 18 -









 











     (e) Notwithstanding the foregoing, Borrower shall have a claim against Issuer and the Agent,
and Issuer and/or the Agent shall be liable to Borrower, to the extent, but only to the extent, of
any direct, as opposed to consequential, damages suffered by Borrower which Borrower proves were
caused by Issuer’s or the Agent’s willful misconduct or gross negligence in determining whether
documents presented under any Letter comply with the terms thereof.



     (f) If any Letter is Issued and outstanding on the Maturity Date, Borrower shall, subject to
the terms of the Intercreditor Agreement, deposit with the Collateral Agent, for the ratable
benefit of the Secured Parties and Issuer, cash collateral in an amount equal to the LC Obligations
relating to such Letter.



     2.1.4 Equalization Transfers.



     (a) The Swing Line Advances and the Line of Credit Advances (collectively “Advances” and
individually, an “Advance”) shall also sometimes collectively be referred to in each case as a
“Loan” and collectively the “Loans”. It is anticipated that on each Business Day Borrower may wish
to borrow and repay Loans. To the extent possible, these Loans will be made by under the Swing
Line. To minimize the number of transfers of funds to and from the Lenders resulting from such
borrowings and repayments, the Agent may fund daily Loans for the accounts of the Lenders and apply
daily repayments of Loans to the accounts of the Lenders, other than according to the Lenders’ Pro
Rata Percentages (i.e., without receiving from the other Lenders their Pro Rata Percentage
of a Loan on the date of disbursement thereof or without paying the other Lenders their Pro Rata
Percentage of a repayment of a Loan on the date of payment thereof), provided
however, that no such Loan shall be made and no repayment of a Loan shall be applied other
than according to the Lenders’ Pro Rata Percentages, if: (i) at the time of such Loan or repayment
the Agent has actual knowledge of a Matured Default, or (ii) after giving effect to the requested
Loan or after applying the repayment, the absolute value of the amount that would have to be
reallocated to make the Loans held according to the Lenders’ Pro Rata Percentages, would exceed
$20,000,000; or (iii) after giving effect to the requested Loan, the Agent would hold at the end of
any Business Day, Loans under the Swing Line and the Line of Credit exceeding its Line of Credit
Loan Commitment plus $20,000,000.



     (b) At any time in the discretion of the Agent, if the outstanding Loans are not held
according to the Lenders’ Pro Rata Percentages, by reason of Swing Line Advances by the Agent or
otherwise, the Agent shall give notice to the Lenders of the amount of funds to be transferred from
the Agent to the Lenders, or from the Lenders to the Agent, or from one Lender to another, as the
case may be (each such transfer, an “Equalization Transfer”) required (giving effect to anticipated
Swing Line Advances and to anticipated payments to be applied under the Swing Line) to cause the
Loans to be held by the Lenders according to their Pro Rata Percentages. On the next Business Day
following such notice the necessary Equalization Transfers shall be made in Immediately Available
Funds not later than 11:00 a.m. (Denver Time); provided, however, Equalization Transfers necessary
to avoid the event described in Section 2.1.4(a)(iii) shall be made on the same Business
Day.




- 19 -









 





     (c) Except as provided in Section 2.1.4(d), any Equalization Transfer by the Lenders
to the Agent shall be deemed to constitute Loans by such Lenders to Borrower and repayments by
Borrower of Loans held by the Agent, and any Equalization Transfer by the Agent to the Lenders
shall be deemed to constitute Loans by the Agent to Borrower and repayments of Loans held by the
Lenders.



     (d) In the event that on the date on which any Equalization Transfer is required to be made
pursuant to Section 2.1.4(b), a Matured Default of the type described in clause (i)
of the definition thereof shall have occurred and be continuing, any Equalization Transfer by the
Lenders to the Agent, and any Equalization Transfer by the Agent to the Lenders shall be deemed to
constitute a purchase by the Lenders or the Agent, as the case may be, of a direct interest, in the
amount of such Equalization Transfer, in outstanding Loans of the Lenders to Borrower, to the end
that each of the Lenders shall have an interest therein equal to their respective Pro Rata
Percentages as of the date of occurrence of such Matured Default.



     (e) At any time after any Lender (a “Selling Lender”) has received any Equalization Transfer
that constitutes a purchase by any other Lender (a “Purchasing Lender”) of a direct interest in
such Selling Lender’s Loans pursuant to Section 2.1.4(d), if such Selling Lender receives
any payment on account of its Loans, such Selling Lender will distribute to such Purchasing Lender
its proportionate share of such payment (appropriately adjusted in the case of interest payments,
to reflect the period of time during which such Purchasing Lender’s direct interest was outstanding
and funded); provided however, that in the event that such payment received by such
Selling Lender is required to be returned, such Purchasing Lender will return to such Selling
Lender any portion thereof previously distributed to it by such Selling Lender.



     (f) Each Lender’s obligation to make Equalization Transfers pursuant to Section
2.1.4(b) shall be absolute and unconditional and shall not be affected by any circumstance,
including without limitation, (i) any set-off, counterclaim, recoupment, defense or other right
which such Lender or any other Person may have against the Agent or any other Person for any reason
whatsoever; (ii) the occurrence or continuance of a Default or a Matured Default or the termination
of the Commitments; (iii) any adverse change in the condition (financial or otherwise) of Borrower
or any other Person; (iv) any breach of this Agreement by Borrower or any other Lender, including
without limitation, any other Lender’s failure to make any Equalization Transfer; or (v) any other
circumstance, happening or event whatsoever, whether or not similar to any of the foregoing.



     (g) Payments of principal, interest, non-use fees, letter of credit fees and reimbursements by
Borrower and Equalization Transfers between the Lenders, shall be made on the Closing Date: (i) to
cause the payment in full of the Lenders under the Prior Agreement who are not Lenders under this
Agreement (including the payment of all unpaid interest, non-use fees and letter of credit fees to
the date of closing), (ii) to cause the payment of unpaid interest, non-use fees and letter of
credit fees to the date of closing, to the Lenders under the Prior Agreement who are Lenders under
this Agreement; and (iii) to cause the Loans to be held by the Lenders under this Agreement
according to their respective Pro Rata Percentage (adjusted in the




- 20 -









 







reasonable discretion of the Agent for anticipated Loans or repayments). Borrower acknowledges
that, as a result of Equalization Transfers on the Closing Date pursuant to this Section
2.1.4(g), (i) that Loans or portions of Loans outstanding under the Prior Agreement as LIBOR
Rate Loans may be converted to Prime Rate Loans; and (ii) that Borrower may have reimbursement
obligations under Section 5.3 of the Prior Agreement.



     2.2 Payment of Principal and Interest; Default Rate. Except as otherwise provided in
this Agreement the principal amount outstanding under the Line of Credit Notes shall be due and
payable on the Maturity Date. Additional mandatory prepayments of the principal amount outstanding
under the Line of Credit Notes shall be payable as follows: On or before the 10th
Business Day after the receipt thereof, an amount equal to any Excess Sale Proceeds. Borrower
shall be deemed to have given the notice described in Section 2.3(c) on the fifth Business
Day prior to the date of any payment of Excess Sale Proceeds that the Line of Credit Loan
Commitments are being reduced in the amount of the Excess Sale Proceeds and shall otherwise comply
with the terms of Section 2.3 as applicable. Loans under the Swing Line shall be Swing
Line Loans. Loans under the Line of Credit shall, at the option of Borrower, be Prime Rate Loans
or LIBOR Rate Loans. Each request for LIBOR Rate Loans shall be in a minimum amount of $1,000,000
and an integral multiple of $100,000 and shall be subject to the restrictions set forth in the
definition of Interest Period and the other restrictions set forth in this Section 2.2.
Borrower shall pay interest on the unpaid principal amount of each Loan made by each Lender from
the date of such Loan until such principal amount shall be paid in full, at the times and at the
rates per annum set forth below:



     (a) So long as no Matured Default has occurred and is continuing, during such periods as such
Loan is a Swing Line Loan, a rate per annum equal to the lesser of (i) the sum of the Daily Reset
LIBOR Rate in effect from time to time, plus one fifth of one percent (0.20%), plus the Applicable
Margin and (ii) the Highest Lawful Rate, payable monthly in arrears on the first day of each month
commencing August 1, 2006, and on the Maturity Date, which interest shall be paid by an Agent
initiated Advance pursuant to Section 2.1, without prior demand by the Agent.



     (b) So long as no Matured Default has occurred and is continuing, during such periods as such
Loan is a Prime Rate Loan, a rate per annum equal to the lesser of (i) the sum of the Prime Rate in
effect from time to time plus the Applicable Margin and (ii) the Highest Lawful Rate, payable
monthly in arrears on the first day of each month commencing August 1, 2006, and on the Maturity
Date, which interest shall be paid by an Agent initiated Advance pursuant to Section 2.1,
without prior demand by the Agent.



     (c) So long as no Matured Default has occurred and is continuing, during such periods as such
Loan is a LIBOR Rate Loan, a rate per annum during each day of each Interest Period for such Loan
equal to the lesser of (i) the sum of the LIBOR Rate for such Interest Period for such Loan plus
the Applicable Margin and (ii) the Highest Lawful Rate, payable in arrears on the last day of the
Interest Period in respect of such LIBOR Rate Loan, and, if the Interest Period with respect to
such LIBOR Rate Loan exceeds three months, the day which is




- 21 -









 







three months, six months and nine months after the making of such LIBOR Rate Loan, as the case
may be, which interest shall be paid by an Agent initiated Advance pursuant to Section 2.1,
without prior demand by the Agent.



     (d) After the occurrence of a Matured Default and for so long as such Matured Default is
continuing, the Agent shall (upon the direction of the Required Lenders) notify Borrower that any
and all amounts due hereunder, under the Notes or under any other Financing Agreement, whether for
principal, interest (to the extent permitted by applicable law), fees, expenses or otherwise, shall
bear interest, from the date of such notice by the Agent and for so long as such Matured Default
continues, payable on demand, at a rate per annum (the “Default Rate”) equal to the lesser of (i)
(A) with respect to a Swing Line Loan, the sum of two percent (2.0%) per annum, plus the
Daily Reset LIBOR Rate in effect from time to time, plus one fifth of one percent (0.20%),
plus the Applicable Margin; (B) with respect to a Prime Rate Loan, the sum of two percent
(2.0%) per annum plus the Prime Rate in effect from time to time plus the
Applicable Margin; or (C) with respect to a LIBOR Rate Loan, the sum of two percent (2.0%) per
annum plus the LIBOR Rate then in effect for such LIBOR Rate Loan plus the
Applicable Margin; or (ii) the Highest Lawful Rate.



     (e) All computations of interest pursuant to this Section 2.2 shall be made by the
Agent with respect to Prime Rate Loans on the basis of a year of 365 or 366 days, as the case may
be, and with respect to LIBOR Rate Loans on the basis of a year of 360 days, unless the foregoing
would result in a rate exceeding the Highest Lawful Rate, in which case such computations shall be
based on a year of 365 or 366 days, as the case may be. Interest with respect to all Loans,
whether based on a year of 360, 365 or 366 days, shall be charged for the actual number of days
(including the first day but excluding the last day) occurring in the period for which such
interest is payable. Each determination by the Agent of an interest rate shall be conclusive and
binding for all purposes, absent manifest error.



     (f) Borrower may on any Business Day, upon Borrower’s written (including facsimile) notice
given by Borrower to the Agent not later than 11:00 a.m. (Denver time) on the third Business Day
prior to the date of any proposed interest conversion or rollover, (a) convert Loans of one Type
into Loans of another Type, or (b) continue or rollover existing LIBOR Rate Loans; provided
however, (i) with respect to any conversion into or rollover of a LIBOR Rate Loan, no
Default or Matured Default shall have occurred and be continuing, (ii) with respect to any
facsimile notice of interest conversion, Borrower shall promptly confirm such notice by sending the
original notice to the Agent and (iii) any continuation or rollover of LIBOR Rate Loans for the
same or a different Interest Period or into Prime Rate Loans, shall be made on, and only on, the
last day of an Interest Period for such LIBOR Rate Loans. Each such notice of interest conversion
shall be substantially in the form attached hereto as Exhibit 2B and shall specify therein
the requested (x) date of such conversion, (y) the Loans to be converted and whether such Loans
constitute LIBOR Rate Loans, and (z) if such interest conversion is into Loans constituting LIBOR
Rate Loans, the duration of the Interest Period for each such Loan. The Agent shall promptly
deliver a copy thereof to each Lender. Each such notice shall be irrevocable and binding on
Borrower. If Borrower shall fail to give a notice of interest




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conversion with respect to any LIBOR Rate Loan as set forth above, such Loan shall
automatically convert to a Prime Rate Loan on the last day of the Interest Period with respect
thereto. The provisions of this Section 2.2(e) shall also apply to initial Advances made
as LIBOR Rate Loans.



     2.3 Prepayments; Termination of the Commitments.



     (a) Borrower may at any time prepay the outstanding principal amount of any Loan, in each case
in whole or in part, in accordance with this Section 2.3. With respect to any prepayment
other than prepayments made pursuant to the Agent’s routine collection of Accounts in accordance
with the provisions of this Agreement, Borrower shall give prior written notice of any such
prepayment to the Agent, which notice shall state the proposed date of such prepayment (which shall
be a Business Day), the Loans to be prepaid and the aggregate amount of the prepayment which shall
be in minimum amount of $1,000,000, and which notice shall be delivered to the Agent not later than
11:00 a.m. (Denver Time): (a) with respect to any Loan which is a Prime Rate Loan, on the date of
the proposed prepayment, and (b) with respect to any Loan which is a LIBOR Rate Loan, three (3)
Business Days prior to the date of the proposed prepayment. All prepayments of Prime Rate Loans
shall be without premium, except as may be provided in Section 2.3(c). All prepayments of
LIBOR Rate Loans shall be made together with accrued and unpaid interest (if any) to the date of
such prepayment on the principal amount prepaid without premium thereon, except as may be provided
in Section 2.3(c), and provided however, that losses, costs or expenses
incurred by any Lender as described in Section 2.3(b) shall be payable with respect to each
such prepayment. All notices of prepayment shall be irrevocable and the payment amount specified
in each such notice shall be due and payable on the prepayment date described in such notice,
together with, in the case of LIBOR Rate Loans, accrued and unpaid interest (if any) on the
principal amount prepaid and any amounts due under Section 2.3(b). Borrower shall have no
optional right to prepay the principal amount of any LIBOR Rate Loan other than as provided in
Section 2.3(b).



     (b) Borrower will indemnify each Lender against, and reimburse each Lender on demand for, any
loss, cost or expense incurred or sustained by such Lender (including without limitation, any loss
or expense incurred by reason of the liquidation or redeployment of deposits or other funds
acquired by such Lender to fund or maintain any LIBOR Rate Loan and/or loss of net yield) as a
result of (a) any payment, conversion, rollover, or prepayment of all or a portion of any LIBOR
Rate Loan on a day other than the last day of an Interest Period for such LIBOR Rate Loan, (b) any
payment, conversion, rollover or prepayment (whether required hereunder or otherwise) of such
Lender’s Loan made after the delivery of a notice of borrowing delivered pursuant to Section
2.2 (whether oral or written) but before the proposed date for such LIBOR Rate Loan if such
payment or prepayment prevents the proposed borrowing from becoming fully effective, (c) after
receipt by the Agent of a notice of borrowing delivered pursuant to Section 2.2, the
failure of any Loan to be made or effected by such Lender due to any condition precedent to a
borrowing not being satisfied or due to any other action or inaction of Borrower or (d) any
rescission of a notice of borrowing delivered pursuant to Section 2.2 or a notice of
interest conversion delivered pursuant to Section 2.2. Any Lender demanding payment under
this Section 2.3 shall deliver to Borrower and the Agent a statement reasonably setting
forth the




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amount and manner of determining such loss, cost or expense, which statement shall be
conclusive and binding for all purposes, absent manifest error. Compensation owing to a Lender as
a result of any such loss, cost or expense resulting from a payment, prepayment, conversion or
rollover of a LIBOR Rate Loan shall include without limitation, an amount equal to the sum of (i)
the amount of the net yield that, but for such event, such Lender would have earned for the
remainder of the applicable Interest Period plus (ii) any expense incurred by such Lender.
Notwithstanding any provision herein to the contrary, each Lender shall be entitled to fund and
maintain its funding of all of any part of the LIBOR Rate Loans in any manner it elects; it being
understood, however, that all determinations hereunder shall be made as if the Lender had actually
funded and maintained each LIBOR Rate Loan during the Interest Period for such Advance through the
purchase of deposits having a term corresponding to such Interest Period and bearing an interest
rate equal to the LIBOR Rate for such Interest Period (whether or not the Lender shall have granted
any participations in such Loans).



     (c) Borrower shall have the right, upon at least five Business Days’ written notice to the
Lenders, to terminate the Line of Credit Loan Commitments, (i) in whole, or (ii) in part, in a
minimum amount of $1,000,00 and an integral multiple of $1,000,000, but not to an amount less than
$50,000,000. Provided, however, that any such termination shall be accompanied, (i) in the case of
a termination in whole, by payment of the Liabilities in full and the return or cash coverage of
any Letter then outstanding, or (ii) in the case of a partial termination, payment of the Line of
Credit Loan Liabilities to the extent necessary to cause the Available Amount to be not less than
zero. Any partial reduction of the Line of Credit Loan Commitments pursuant to this Section
2.3(c) shall result in a reduction pro-rata of the Line of Credit Loan Commitments of each of
the Lenders. In the event Line of Credit Loan Commitments are terminated in whole as a result of
financing by lenders other than Lenders under this Agreement, such termination shall also be
accompanied by payment to the Agent for distribution to the Lenders (based on their respective Pro
Rata Percentages), of the following early termination fees: (i) for any termination occurring prior
to the first Anniversary Date, an early termination fee in the amount of $2,000,000; (ii) for any
termination occurring on or after the first Anniversary Date but prior to the second Anniversary
Date, an early termination fee in the amount of $1,000,000.



     2.4 Purpose. The purpose of the Line of Credit is to provide funds to Borrower for
general corporate purposes.



     2.5 Loan Fees.



     (a) Agent’s Fee. Borrower agrees to pay to the Agent, in respect of its
administrative duties hereunder: a one time arranger fee on the Closing Date; an annual agent’s fee
from the Closing Date to the Maturity Date; and, if applicable in the event a Sharing Period exists
during any calendar quarter, the special agent’s fees; and fronting fees from time to time in
respect of the Issuance of Letters, all in amounts set forth in the Agent’s Letter. The annual
Agent’s fee shall be due and payable in advance on the date of this Agreement and on each
Anniversary Date as long as Advances are available or outstanding hereunder. Fronting fees shall
be payable to the Agent, for the account of Issuer, at the Issuance of each Letter, computed at the
rate set forth in




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the Agent’s Letter on the face amount of such Letter. Each of the Agent’s and Issuer’s fees
shall be fully earned on the date they become payable and, at the option of the Agent, shall be
paid by Advances pursuant to Section 2.1, without prior demand by the Agent. The Agent’s
Letter also covers the audit fees referred to in Section 8.6. No Persons other than the
Agent and Issuer shall have any interest in the Agent’s or Issuer’s fees, respectively.



     (b) Initial Commitment Fee. On the Closing Date Borrower agrees to pay to the Agent
for distribution to the Lenders, including the Agent, an initial commitment fee in the amount set
forth in the Agent’s Letter. The foregoing fee shall be fully earned and, at the option of the
Agent, shall be paid by an Advance pursuant to Section 2.1, without prior demand by the
Agent.



     (c) Non-Use Fee. Borrower agrees to pay to the Agent for distribution to the Lenders
(based on their respective pro rata average principal amounts outstanding under the Swing Line and
the Line of Credit) a quarterly non-use fee (“Non-Use Fee”) from the Closing Date to the Maturity
Date, calculated using the applicable rate per annum set forth in the definition of Applicable
Margin, and applied to the daily average Available Amount (minus $10,000,000 after any increase of
the total amount of the Line of Credit Loan Commitment per Section 8.30(b)). The quarterly
non-use fee shall be due and payable in arrears with respect to the prior quarter on the first day
of each January, April, July and October hereafter through the Maturity Date. A pro-rated non-use
fee shall be due and payable on the first day of the quarter following the Closing Date and on the
Maturity Date. Each quarterly non-use fee shall be earned as it accrues and, at the option of the
Agent, shall be paid by Advances pursuant to Section 2.1, without prior demand by the
Agent.



     (d) Letter of Credit Fees. Borrower agrees to pay to the Agent, for distribution to
the Lenders (based on their respective Pro Rata Percentages), a quarterly fee (“Letter of Credit
Fee”) payable in arrears with respect to the prior quarter on the first day of each January, April,
July and October, in respect of each Letter Issued, calculated using the applicable rate per annum
set forth in the definition of Applicable Margin, and applied to the aggregate daily average face
amounts of all Letters outstanding during such quarter. Pro-rated letter of credit fees shall be
due and payable on the first day of the quarter following the Closing Date, on the Maturity Date
and, with respect to a Letter that terminates, on the date such Letter terminates. Borrower shall
also pay to the Agent for the account of Issuer Issuing any Letter, the normal and customary
processing fees charged by such Issuer in connection with the Issuance of or drawings under each
such Letter. Each letter of credit fee and processing fee shall be fully earned as it accrues and,
at the option of the Agent, shall be paid by Advances pursuant to Section 2.1, without
prior demand by the Agent.



     (e) Calculation of Fees. The fees payable under this Section 2.5 which are
based on an annual percentage rate shall be calculated by the Agent on the basis of a 360-day year,
for the actual days (including the first day but excluding the last day) occurring in the period
for which such fee is payable. Each determination by the Agent of fees payable under this
Section 2.5 shall be conclusive and binding for all purposes, absent manifest error.




- 25 -









 





     (f) Fees Not Interest. The fees described in this Agreement represent compensation
for services rendered and to be rendered separate and apart from the lending of money or the
provision of credit and do not constitute compensation for the use, detention, or forbearance of
money, and the obligation of Borrower to pay each fee described herein shall be in addition to, and
not in lieu of, the obligation of Borrower to pay interest, other fees described in this Agreement,
and expenses otherwise described in this Agreement. Fees shall be payable when due in Dollars and
in Immediately Available Funds. All fees shall be non-refundable.



     2.6 Borrower’s Loan Account. The Agent shall maintain a loan account (“Loan Account”)
on its books in which shall be recorded: (a) all Line of Credit Advances made by the Agent to
Borrower pursuant to this Agreement; (b) all receipts and disbursements from and to the other
Lenders; (c) all payments made by Borrower; and (d) all other appropriate debits and credits as
provided in this Agreement, including without limitation, all receipts of cash proceeds of
collateral, fees, charges, expenses and interest. All entries in Borrower’s Loan Account shall be
made in accordance with the Agent’s customary accounting practices as in effect from time to time.
Absent manifest error Borrower promises to pay the amount reflected as owing by and under its Loan
Account and all other obligations hereunder as such amounts become due or are declared due pursuant
to the terms of this Agreement.



     2.7 Statements. All Advances to Borrower, and all other debits and credits provided
for in this Agreement, shall be evidenced by entries made by the Agent in its internal data control
systems showing the date, amount and reason for each such debit or credit. Until such time as the
Agent shall have rendered to Borrower and the Lenders written statements of account, the balance in
Borrower’s Loan Account, as set forth on the Agent’s most recent printout, shall be rebuttable
presumptive evidence of the amounts due and owing the Lenders by Borrower and, as the case may be,
by the Lenders to each other. On or about the last day of each calendar month, the Agent shall
mail to Borrower a statement setting forth the balance of Borrower’s Loan Account, including
without limitation, principal, interest, expenses and fees. Each such statement shall be subject
to subsequent adjustment by the Agent but shall, absent manifest errors or omissions, be presumed
correct and binding upon Borrower and shall constitute an account stated unless, within sixty (60)
days after receipt of any statement from the Agent, Borrower or a Lender shall deliver to the Agent
written objection specifying the error or errors, if any, contained in such statement.



     2.8 Termination of Agreement. Subject to and in accordance with Section 7.1,
the Agent shall have the right, without notice to Borrower, to terminate the Commitments
immediately upon a Matured Default. In addition, the Commitments shall be deemed immediately
terminated and all of the Liabilities shall be immediately due and payable, without notice to
Borrower, on the Termination Date if the Lenders elect not to extend the Termination Date of the
Swing Line and the Line of Credit pursuant to Sections 2.1.1 and 2.1.2. In the event the
Commitments are terminated, the remainder of this Agreement shall remain in full force and effect
until the payment in full of the Liabilities and the termination of any Letters. Notwithstanding
the foregoing, in the event that (a) all or any part of the assets of Borrower or




- 26 -









 







any guarantor of any of the Liabilities come within the possession of any receiver, trustee,
custodian or assignee for the benefit of creditors, (b) a proceeding under any bankruptcy,
reorganization, arrangement of debt, insolvency, readjustment of debt or receivership law or
statute is filed against Borrower or any guarantor of any of the Liabilities and such proceeding is
not dismissed within sixty (60) days of the date of its filing, or a proceeding under any
bankruptcy, reorganization, arrangement of debt, insolvency, readjustment of debt or receivership
law or statute is filed by Borrower or any guarantor of any of the Liabilities, or Borrower or any
guarantor of any of the Liabilities makes an assignment for the benefit of creditors, or (c)
Borrower or any guarantor of any of the Liabilities voluntarily or involuntarily dissolves or is
dissolved, terminates or is terminated or dies, the Commitments shall be deemed to be terminated
immediately, and all the Liabilities shall be due and payable, without presentment, demand, protest
or further notice (including without limitation, notice of intent to accelerate and notice of
acceleration) of any kind, all of which are expressly waived by Borrower, provided,
however, that in the event a proceeding against Borrower or any guarantor of the
Liabilities is dismissed within sixty (60) days of the date of its filing then the Commitments
shall be deemed to be reinstated as of the date the order of dismissal becomes final and the Agent
is given notice thereof, and provided, however, the automatic reimbursement of
Issuer by the Lenders as provided for in this Agreement shall continue with respect to any
post-petition drawings under any Letters. This Agreement shall terminate when the Commitments have
terminated, any Letters Issued hereunder have terminated and the Liabilities (except for contingent
Liabilities which have not been asserted by the Agent and/or any Lender) have been paid in full.
With respect to unasserted contingent Liabilities, including those that arise from an obligation of
indemnification or arise as a result of any receipt by the Agent and/or any Lender of any payment
or any proceeds of collateral, of which any part thereof are subsequently invalidated, declared to
be fraudulent or preferential, set aside and/or required to be repaid to Borrower, Borrower’s
estate, trustee, receiver or any other person, under any bankruptcy law, state or federal law,
common law or equitable cause, then to the extent of such obligation of indemnification, payment or
repayment or other unasserted contingent Liabilities, as the case may be, this Agreement, and all
of the other Financing Agreements shall be reinstated and continued in full force and effect as of
the date of such initial payment, reduction or satisfaction occurred or such obligation of
indemnification or other unasserted contingent Liabilities first accrued, as the case may be.



     3 CONDITIONS TO ADVANCES.



     Notwithstanding any other provisions to the contrary contained in this Agreement, the making
of Advances or the Issuance of Letters provided for in this Agreement shall be conditioned upon the
following:



     3.1 Approval of the Agent’s Counsel. Legal matters, if any, relating to any Advance
or the Issuance of any Letter shall have been reviewed by and shall be reasonably satisfactory to
counsel for the Agent.




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     3.2 Compliance. No Default or Matured Default shall have occurred and be continuing
or shall exist.



     3.3 Documentation. Prior to the initial Advance or Issuance of a Letter, Borrower
shall have executed and/or delivered to the Agent all of the documents listed on the List of
Closing Documents attached as Exhibit 3A, and Borrower’s Borrowing Base Certificate setting
forth the Borrowing Base as of the date of Borrower’s request for the initial Line of Credit
Advance, all in form and substance acceptable to the Agent.



     4 WARRANTIES.



     Borrower makes the following representations and warranties to the Lenders, which shall be
true (subject to the qualifications set forth therein) at all times so long as any Liabilities
remain outstanding (other than contingent obligations to indemnify or reimburse the Agent or the
Lenders, which survive the termination of this Agreement), and (even if there shall be no
Liabilities outstanding) so long as the Lenders remain committed to make Loans or Issue Letters
under this Agreement:



     4.1 Litigation and Proceedings. Except as set forth on Part 1 of Exhibit 4A,
no judgments are outstanding against Borrower, nor is there pending or threatened any litigation,
contested claim, or governmental proceeding by, against or with respect to Borrower as of the date
of this Agreement, except for judgments and pending or threatened litigation, contested claims and
governmental proceedings which are not, in the aggregate, material to Borrower’s financial
condition, results of operations or business. After the date of this Agreement, no judgments are
outstanding against Borrower, nor is there pending or threatened any litigation, contested claim,
or governmental proceeding by, against or with respect to Borrower, (a) except to the extent they
relate back to matters disclosed on Part 1 of Exhibit 4A (for example, a disclosed claim
results in a judgment that could be anticipated from the description of a disclosed claim), and (b)
except for judgments and pending or threatened litigation, contested claims and governmental
proceedings which are not, in the aggregate, material to Borrower’s financial condition, results of
operations or business.



     4.2 Other Agreements. Except as set forth on Part 2 of Exhibit 4A, Borrower
is not in default under any contract, lease or commitment to which Borrower is a party or by which
Borrower is bound except those defaults which are not, in the aggregate, material to Borrower’s
financial condition, results of operations or business. Borrower knows of no dispute, except as
set forth on Part 2 of Exhibit 4A, relating to any contract, lease, or commitment except
those disputes which are not, in the aggregate, material to Borrower’s financial condition, results
of operations or business.



     4.3 Tax Liabilities. Borrower has filed all federal tax reports and returns, and all
material state and local tax reports and returns required by any law or regulation to be filed by
Borrower and has either duly paid all taxes, duties and charges indicated to be due on the basis of
such returns and reports or is contesting the payment thereof in good faith and has made




- 28 -









 







adequate provision for the payment thereof according to GAAP, and the assessment of any
material amount of additional taxes in excess of those paid and reported or in good faith contest
is not reasonably expected. The reserves for taxes reflected on Borrower’s balance sheet are
adequate in amount for the payment of all liabilities for all taxes (whether or not disputed) of
Borrower accrued through the date of such balance sheet. There are no material unresolved
questions or claims concerning any tax liability of Borrower, except as described on Part 4 of
Exhibit 4A.



     4.4 Indebtedness. Except as contemplated by this Agreement, as disclosed on Part 5 of
Exhibit 4A and as disclosed on the financial statements identified in Section 4.12,
Borrower has no other indebtedness, contingent obligations or liabilities, outstanding bonds,
letters of credit or acceptances to any other Person or loan commitments from any other Person,
other than accounts payable incurred in the ordinary course of business. Borrower has adequate
procedures in place so that Inventory purchased by Borrower is substantially free of security
interests in accordance with the Federal Food Security Act.



     4.5 Other Names. Borrower has not, during the preceding five (5) years, been known by
or used any names other than those disclosed on Part 6 of Exhibit 4A.



     4.6 Affiliates. Borrower has no Affiliates, other than its directors, officers,
agents and employees and those Persons disclosed on Part 7 of Exhibit 4A as updated from
time to time by Borrower, and the legal relationships of Borrower to each such Affiliate are
accurately and completely described thereon.



     4.7 Environmental Matters. Except as disclosed on Part 8 of Exhibit 4A, (a)
Borrower has not received any notice to the effect, or has any knowledge, that the Property or its
operations are not in compliance with any of the requirements of applicable federal, state and
local environmental, health and safety statutes and regulations (“Environmental Laws”) or are the
subject of any federal or state investigation evaluating whether any remedial action is needed to
respond to a release of any toxic or hazardous waste or substance into the environment, which
noncompliance or remedial action would reasonably be expected to have a material adverse effect on
the business, operations, Property, assets or financial conditions of Borrower; (b) there have been
no releases of hazardous materials at, on or under the Property that, singly or in the aggregate
would reasonably be expected to have a material adverse effect on the business, operations,
Property, assets or financial conditions of Borrower; (c) there are no underground storage tanks,
active or abandoned, including without limitation petroleum storage tanks, on or under the Property
that, singly or in the aggregate would reasonably be expected to have a material adverse effect on
the business, operations, Property, assets or financial conditions of Borrower; (d) Borrower has
not directly transported or directly arranged for the transportation of any hazardous material to
any location which is listed or proposed for listing on the National Priorities List pursuant to
CERCLA or on any similar state list or which is the subject of federal, state or local enforcement
actions or other investigations which may lead to material claims against Borrower for any remedial
work, damage to natural resources or personal injury, including without limitation, claims under
CERCLA; and (e) no conditions exist at, on or under




- 29 -









 







the Property which, with the passage of time or the giving of notice, or both, would rise to
any material liability under any Environmental Laws.



     4.8 Existence. Borrower is a corporation duly organized and in good standing under
the laws of the State of Delaware and is duly qualified to do business and is in good standing in
all states where such qualification is necessary, except for those jurisdictions in which the
failure so to qualify would not, in the aggregate, reasonably be expected to have a material
adverse effect on Borrower’s financial condition, results of operations or business.



     4.9 Authority. The execution and delivery by Borrower of this Agreement and all of
the other Financing Agreements and the performance of Borrower’s obligations hereunder and
thereunder: (a) are within Borrower’s powers; (b) are duly authorized by Borrower’s board of
directors or board of managers (as applicable); (c) are not in contravention of the terms of
Borrower’s articles of incorporation or bylaws; (d) are not in contravention of any law or laws, or
of the terms of any material indenture, agreement or undertaking to which Borrower is a party or by
which Borrower or any of Borrower’s property is bound; (e) do not require any consent, registration
or approval of any Governmental Authority or of any other Person, except such consents or approvals
as have been obtained; (f) do not contravene any contractual restriction or Governmental
Requirement binding upon Borrower; and (g) will not, except as contemplated or permitted by this
Agreement, result in the imposition of any lien, charge, security interest or encumbrance upon any
property of Borrower under any existing indenture, mortgage, deed of trust, loan or credit
agreement or other material agreement or instrument to which Borrower is a party or by which
Borrower or any of Borrower’s property may be bound or affected. Borrower shall deliver to the
Agent, upon the Agent’s request, a written opinion of counsel as to the matters described in the
foregoing clauses (a) through (g).



     4.10 Binding Effect. This Agreement and all of the other Financing Agreements set
forth the legal, valid and binding obligations of Borrower and are enforceable against Borrower in
accordance with their respective terms, except as such enforcement may be limited by applicable
bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights
generally, and except as such enforcement may be limited by general principles of equity.



     4.11 Correctness of Financial Statements. The financial statements delivered from
time to time by Borrower to the Lenders present fairly in all material respects the financial
condition of Borrower, and have been prepared in accordance with GAAP consistently applied. Since
the date of the most recent financial statements delivered to the Lenders, there has been no
materially adverse change in the financial condition or operation of Borrower.



     4.12 Employee Controversies. There are no controversies pending or threatened between
Borrower or any of Borrower’s employees, other than employee grievances arising in the ordinary
course of Borrower’s business or which are not, in the aggregate, material to Borrower’s financial
condition, results of operations or business.




- 30 -









 





     4.13 Compliance with Laws and Regulations. Borrower is in compliance with all
Governmental Requirements relating to the business operations and the assets of Borrower, except
for violations of Governmental Requirements that would not reasonably be expected to have a
material adverse effect on Borrower’s financial condition, results of operations or business.



     4.14 Solvency. Borrower is solvent, able to pay Borrower’s debts generally as such
debts mature, and has capital sufficient to carry on Borrower’s business and all businesses in
which Borrower is about to engage. The saleable value of Borrower’s total assets at a fair
valuation, and at a present fair saleable value, is greater than the amount of Borrower’s total
obligations to all Persons (taking into account, as applicable, rights of contribution, subrogation
and indemnity with regard to obligations shared with others). Borrower will not be rendered
insolvent by the execution or delivery of this Agreement or of any of the other Financing
Agreements or by the transactions contemplated hereunder or thereunder.



     4.15 Pension Reform Act. No events, including without limitation, any “reportable
event” or “prohibited transactions,” as those terms are defined in the Employee Retirement Income
Security Act of 1974 as the same may be amended from time to time (“ERISA”), have occurred in
connection with any type of plan, arrangement, association or fund covered by ERISA in which any
personnel of Borrower or an Affiliate which is under common control with Borrower (within the
meaning of applicable provisions of the IRC) participate (“Benefit Plans”). The Benefit Plans meet
the minimum funding standards of ERISA.



     4.16 Margin Security. None of the loans advanced hereunder shall be used for the
purpose of purchasing or carrying any margin securities or for the purpose of reducing or retiring
any indebtedness which was originally incurred to purchase any margin securities or for any other
purpose not permitted by Regulations T, U or X of the Board of Governors of the Federal Reserve
System.



     4.17 Investment Company Act Not Applicable. Borrower is not an “investment
company”, or a company “controlled” by an “investment company”, within the
meaning of the Investment Company Act of 1940, as amended.



     4.18 Public Utility Holding Company Act Not Applicable. Borrower is not a “holding
company”, or a “subsidiary company” of a “holding company”, or an “affiliate” of a “holding
company”, or an affiliate of a “subsidiary company” of a “holding company”, or a “public utility”,
as such terms are defined in the Public Utility Holding Company Act of 1935, as amended.



     4.19 Full Disclosure. All factual information taken as a whole in the materials
furnished by or on behalf of Borrower to the Agent or any Lender for purposes of or in connection
with the transactions contemplated under this Agreement and the other Financing Agreements, does
not contain any untrue statement of a material fact or omit to
state any material fact necessary to keep the statements contained therein from being
misleading as of the




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date of this Agreement. The financial projections furnished to the Agent and
the Lenders by Borrower and to be delivered under this Agreement, while not a guaranty of future
performance, were prepared in good faith on the basis of information and assumptions that Borrower
believed to be reasonable as of the date of such financial projections.



     4.20 Intellectual Property. Borrower owns or possesses (or will be licensed or
otherwise have the full right to use) all intellectual property that is necessary for the operation
of its business as presently operated and, except as set forth in Part 1 of Exhibit 3A of the
Security Agreement, the board of directors and the senior officers of Borrower have no actual
knowledge of any conflict with the rights of others. No product produced by Borrower infringes
upon any intellectual property owned by any other Person and no claim or litigation is pending or
(to the knowledge of Borrower) threatened against or affecting Borrower, contesting its right to
sell or to use any product or material, in any case which could reasonably be expected to have a
material adverse effect on the business, operations, Property, assets or financial condition of
Borrower. To the best knowledge of Borrower, and except as set forth in Part 1 of Exhibit 3A of
the Security Agreement, there is no violation by any Person of any right of Borrower with respect
to any material patent, trademark, trade name, service mark, copyright or license owned or used by
Borrower.



     4.21 Security Agreement Warranties. All representations and warranties set forth in
the Security Agreement are true (subject to the qualifications set forth therein).



     4.22 Survival of Warranties. All representations and warranties contained in this
Agreement or any of the other Financing Agreements shall survive the execution and delivery of this
Agreement and shall continue to be true and correct (subject to the qualifications set forth
therein) from the date of this Agreement until the termination of this Agreement as set forth in
Section 2.8.



     5 AFFIRMATIVE COVENANTS.




     Borrower covenants and agrees that so long as any Liabilities remain outstanding (other than
contingent obligations to indemnify or reimburse the Agent or the Lenders, which survive the
termination of this Agreement), and (even if there shall be no Liabilities outstanding) so long as
the Lenders remain committed to make Loans or Issue Letters under this Agreement:



     5.1 Financial and Other Information. Except as otherwise expressly provided for in
this Agreement, Borrower shall keep proper books of record and account in which full and true
entries will be made of all dealings and transactions of or in relation to the business and affairs
of Borrower, in accordance with GAAP consistently applied, and Borrower shall cause to be furnished
to the Agent (with copies to the other Lenders), from time to time and in a form reasonably
acceptable to the Agent, such information as the Agent may reasonably request, including without
limitation, the following:




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     (a) as soon as practicable and in any event within one hundred twenty (120) days after the end
of each fiscal year of Borrower, audited statements of income, retained earnings and cash flow of
Borrower for each year, and a balance sheet of Borrower for such year, setting forth in each case,
in comparative form, corresponding figures as of the end of the preceding fiscal year, all in
reasonable detail and satisfactory in scope to the Agent and certified to Borrower by such
independent public accountants as are selected by Borrower and reasonably satisfactory to the
Agent, whose opinion shall be in scope and substance reasonably satisfactory to the Agent;



     (b) as soon as practicable and in any event within thirty (30) days after the end of each
monthly accounting period in each fiscal year of Borrower: (i) statements of income and retained
earnings of Borrower for such monthly period and for the period from the beginning of the then
current fiscal year to the end of such monthly period, and a balance sheet of Borrower as of the
end of such monthly period, setting forth in each case, in comparative form, figures for the
corresponding periods in the preceding fiscal year, all in reasonable detail and certified as
accurate by the chief financial officer of Borrower, subject to changes resulting from normal year
end adjustments, (ii) copies of all operating statements for such month prepared by Borrower for
its internal use, including without limitation, statements of cash flow, and (iii) a compliance
certificate of the chief financial officer of Borrower in substantially the form attached as
Exhibit 5A (“Compliance Certificate”); and



     (c) as soon as practicable and in any event within thirty (30) days after the end of each
monthly accounting period in each fiscal year of Borrower, a Borrowing Base Certificate for
Borrower computed as of the last day of such month, signed by the chief financial officer of
Borrower.



     5.2 Conduct of Business. Except as contemplated by this Agreement, Borrower shall:
(a) maintain Borrower’s existence and maintain in full force and effect all licenses, bonds,
franchises, leases, patents, contracts and other rights necessary to the conduct of Borrower’s
business; (b) continue in, and limit Borrower’s operations to, the same general line of business as
that presently conducted by Borrower; (c) comply with all Governmental Requirements, except for
such violations of Governmental Requirements which would not, in the aggregate, reasonably be
expected to have a material adverse effect on Borrower’s financial condition, results of operations
or business; and (d) keep and conduct Borrower’s business separate and apart from the business of
Borrower’s Affiliates.



     5.3 Maintenance of Properties. Borrower shall keep Borrower’s real estate,
leaseholds, equipment and other fixed assets in good condition, repair and working order, normal
wear and tear excepted.



     5.4 Borrower’s Liability Insurance. Borrower shall maintain, at Borrower’s expense,
such liability insurance (including as applicable commercial general liability insurance, products
liability insurance and workman’s compensation insurance) as is ordinarily maintained by other
companies in similar businesses, provided, however, that in no event shall such
liability insurance provide for coverage less than $2,000,000 per occurrence for personal injury
and




- 33 -









 




$2,000,000 per occurrence for property damage. Borrower’s liability insurance may provide for
a deductible of not more than $50,000 per occurrence. All such policies of insurance shall be in
form and with insurers reasonably acceptable to the Agent and copies thereof, together with all
amendments and schedules, shall be provided to the Agent within ten (10) days of Borrower’s receipt
of the same.




     5.5 Borrower’s Property Insurance. At Borrower’s own cost and expense, Borrower shall
keep its assets insured, with carriers, and in amounts acceptable to the Agent, against the hazards
of fire, theft, collision, spoilage, hail, those covered by extended or all risk coverage insurance
and such others as may be required by the Agent. Borrower shall cause to be delivered to the Agent
the insurance policies or proper certificates evidencing the same. Each such policy shall include
a provision for written notice to the Agent not less than thirty (30) days prior to any
cancellation or expiration. If Borrower fails to procure insurance as provided in this Agreement,
or to keep the same in force, then the Agent may, at the option of the Agent or the Required
Lenders, and without obligation to do so, obtain such insurance and pay the premium thereon for the
account of Borrower, or make whatever other payments the Agent or the Required Lenders may
reasonably deem appropriate to protect the Lender’s in respect of the Liabilities. Any such
payments shall be additional Liabilities of Borrower to the Lenders, payable on demand.



     5.6 Financial Covenants and Ratios. Borrower shall maintain (a) as of the end of each
fiscal month, Working Capital of not less than $75,000,000; (b) as of the end of each fiscal month,
an Adjusted Borrowing Base Limit II of not less than $10,000,000; and (c) at the end of each fiscal
quarter at which the Adjusted Borrowing Base Limit III is less than $20,000,000, a Fixed Charge
Coverage Ratio of not less than 1.10 to 1.00.



     5.7 Benefit Plans. Borrower shall: (a) keep in full force and effect any and all
Benefit Plans which are presently in existence or may, from time to time, come into existence under
ERISA, unless such Benefit Plans can be terminated without material liability to Borrower in
connection with such termination (as distinguished from any continuing funding obligation); (b)
make contributions to all Benefit Plans in a timely manner and in an amount sufficient to comply in
all material respects with the requirements of ERISA; (c) comply with material requirements of
ERISA which relate to such Benefit Plans; and (d) notify the Agent promptly upon receipt by
Borrower of any notice of the institution of any proceeding or other action relating to any Benefit
Plans that would reasonably be expected to have a material adverse effect on Borrower or its
financial condition.



     5.8 Notice of Suit, Adverse Change in Business or Default. Borrower shall, as soon as
possible, and in any event within five (5) days after Borrower learns of the following, give
written notice to the Agent of: (a) any proceeding being instituted or threatened to be instituted
by or against Borrower in any federal, state, local or foreign court or before any commission or
other regulatory body (federal, state, local or foreign) for which claimed damages exceed
$1,000,000; (b) any material adverse change in the business, assets or financial condition of
Borrower; and (c) the occurrence of any Default.




- 34 -









 





     5.9 Use of Proceeds. Borrower shall use Advances only for the purposes stated in
Section 2.4 and for no other purpose.



     5.10 Books and Records. Borrower shall maintain proper books of record and account in
accordance with GAAP consistently applied in which true, full and correct entries will be made of
all their respective dealings and business affairs. If any changes in accounting principles are
hereafter required or permitted by GAAP and are adopted by Borrower with the concurrence of its
independent certified public accountants and such changes in GAAP result in a change in the method
of calculation or the interpretation of any of the financial covenants, standards or terms found in
Section 5.6 or any other provision of this Agreement, Borrower and the Required Lenders
agree to amend any such affected terms and provisions so as to reflect such changes in GAAP with
the result that the criteria for evaluating Borrower’s financial condition shall be the same after
such changes in GAAP as if such changes in GAAP had not been made.



     6 NEGATIVE COVENANTS.




     Borrower covenants and agrees that so long as any Liabilities remain outstanding (other than
contingent obligations to indemnify or reimburse the Agent or the Lenders, which survive the
termination of this Agreement), and (even if there shall be no Liabilities outstanding) so long as
the Lenders remain committed to make Loans or Issue Letters under this Agreement (unless the Agent,
with the written approval of the Required Lenders, shall give the Agent’s prior written consent):



     6.1 Encumbrances. Except for those liens, security interests and encumbrances
presently in existence and reflected in Borrower’s financial statements referred to in Section
4.12, and those created by the Security Agreement and the Mortgage, Borrower shall not create,
incur, assume or suffer to exist any security interest, mortgage, pledge, lien, capitalized lease,
levy, assessment, attachment, seizure, writ, distress warrant, or other encumbrance of any nature
whatsoever on or with regard to any of Borrower’s assets (and, for this purpose, the Company’s
“priced as sold” arrangements with respect to its purchases of almonds and walnuts from growers in
the ordinary course of business as customarily conducted in the past shall not be considered an
assignment or a conveyance of a right to receive income or profits) other than: (a) liens securing
the payment of taxes, either not yet due or the validity of which is being contested in good faith
by appropriate proceedings, and as to which Borrower shall, if appropriate under GAAP, have set
aside on Borrower’s books and records adequate reserves; (b) liens securing deposits with insurance
carriers or under workmen’s compensation, unemployment insurance, social security and other similar
laws, or securing the performance of bids, tenders, contracts (other than for the repayment of
borrowed money) or leases, or securing indemnity, performance or other similar bonds for the
performance of bids, tenders, contracts (other than for the repayment of borrowed money) or leases,
or securing statutory obligations (including obligations to landlords, warehousemen and mechanics)
or surety bonds, or securing indemnity, performance or other similar bonds in the ordinary course
of Borrower’s business, which are not past due; (c) liens
securing appeal bonds securing judgments not in excess of $1,000,000; (d) liens and security




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interests in favor of the Agent for the ratable benefit of the Lenders; (e) liens securing the
interests of Broker in any Margin Account; (f) zoning restrictions, easements, licenses, covenants
and other restrictions affecting the use of Borrower’s real property, and other liens, security
interests and encumbrances on property and which do not, in the Agent’s reasonable determination:
(i) materially impair the use of such property, or (ii) materially lessen the value of such
property for the purposes for which the same is held by Borrower; (g) purchase money security
interests securing amounts not exceeding $1,500,000 in the aggregate during any fiscal year of
Borrower; and (h) liens and encumbrances as described as part of the Project.



     6.2 Consolidations, Mergers or Acquisitions. Borrower shall not recapitalize or
consolidate with, merge with, or otherwise acquire (including by the formation or acquisition of a
subsidiary) all or substantially all of the assets or properties of any other Person, except as may
be required as part of the Project.



     6.3 Deposits, Investments, Advances or Loans. Borrower shall not make or permit to
exist deposits, investments, advances or loans (other than loans existing on the date of the
execution of this Agreement and disclosed to the Agent in writing on or prior to such date) in or
to Affiliates or any other Person, except: (a) investments in short term direct obligations of the
United States Government; (b) investments in negotiable certificates of deposit issued by a bank
satisfactory to the Agent in the Agent’s reasonable determination, made payable to the order of
Borrower or to bearer; (c) loans to officers, directors, employees, or Affiliates as and when
permitted by Section 6.8; (d) demand deposits, other than Deposit Accounts, not to exceed
$100,000 in the aggregate; (e) pre-payments to vendors in the ordinary course of business; and (f)
deposits, investments, advances or loans as described as part of the Project.



     6.4 Indebtedness. Except for those obligations and that indebtedness presently in
existence and reflected in Borrower’s financial statements referred to in Section 4.12 or
referred to in Section 6.7, Borrower shall not incur, create, assume, become or be liable
in any manner with respect to, or permit to exist, any obligations or indebtedness, direct or
indirect fixed or contingent, including obligations under capitalized leases, except: (a) the
Liabilities; (b) obligations secured by liens or security interests permitted under Section
6.1 or contingent obligations permitted under Section 6.5; (c) trade obligations and
normal accruals in the ordinary course of Borrower’s business not yet due and payable, or with
respect to which Borrower is contesting in good faith the amount or validity thereof by appropriate
proceedings, and then only to the extent that Borrower has set aside on Borrower’s books adequate
reserves, if appropriate under GAAP; (d) other unsecured indebtedness, not exceeding the lesser of
(i) $2,000,000 or (ii) $3,500,000 less the amount of indebtedness incurred under Section
6.1(g); (e) indebtedness as described as part of the Project; and (f) and obligations to make
premium payments for officer’s and director’s life insurance contracts.



     6.5 Guarantees and Other Contingent Obligations. Except as permitted under
Section 6.4, Borrower shall not guarantee, endorse or otherwise in any way become or be
responsible for obligations of any other Person, whether by agreement to purchase the
indebtedness of such Person or through the purchase of Goods, supplies or services, or




- 36 -









 







maintenance of working capital or other balance sheet covenants or conditions, or by way of stock
purchase, capital contribution, advance or loan for the purpose of paying or discharging any
indebtedness or obligation of such Person or otherwise, except: (a) for endorsements of negotiable
Instruments for collection in the ordinary course of business; (b) that Borrower may indemnify
Borrower’s officers, directors and managers to the extent permitted under the laws of the State in
which Borrower is organized and may indemnify (in the customary manner) underwriters and any
selling shareholders in connection with any public offering of Borrower’s securities; (c) that
Borrower may guaranty and fund obligations of the Supplemental Retirement Plan to cover certain
executive officers of the Borrower; (d) guaranties and other contingent obligations not exceeding
$1,000,000 in the aggregate during any one fiscal year; and (e) guaranties as described as part of
the Project.



     6.6 Disposition of Property. Except as set forth on Exhibit 6A, except as
otherwise permitted under this Agreement, and except for the disposition of Inventory or obsolete
or worn out property in the ordinary course of business, Borrower shall not sell, lease, transfer
or otherwise dispose of any of Borrower’s properties, assets or rights.



     6.7 Capital Investment Limitations. Borrower shall not (i) purchase, invest in or
otherwise acquire (including acquisitions through capitalized leases) additional real estate,
equipment or other fixed assets in connection with the Project, in excess $110,000,000, in
aggregate, over fiscal years 2004 through and including 2008 (“Project Related Capital
Expenditures”) or (ii) purchase, invest in or otherwise acquire (including acquisitions through
capitalized leases) additional real estate, equipment or other fixed assets (including Project
Related Capital Expenditures) in any fiscal year, in an amount in excess of $13,000,000 in the
aggregate in any such fiscal year; it being agreed that the maximum permissible expenditures in
clauses (i) and (ii) shall be cumulative and expenditures under one clause shall not reduce the
permitted amounts expendable under the other clause.



     6.8 Loans to Affiliates. Borrower shall not make any loans to any officers,
directors, Affiliates or shareholders of Borrower, except for (a) advances for travel and expenses
to Borrower’s officers, directors or employees in the ordinary course of Borrower’s business; (b)
loans (including obligations under existing split-dollar life insurance contracts) to Borrower’s
officers, directors or employees not exceeding $2,500,000 in the aggregate at any one time
outstanding; and (c) payments made under the lease of the Selma facility.



     6.9 Distributions in Respect of Equity, Prepayment of Debt. Borrower shall not
directly or indirectly: (a) redeem any of Borrower’s shares of capital stock; (b) declare any cash
dividends in any year on any class of Borrower’s capital stock, except that during each fiscal
year, the Borrower may make, declare and pay cash dividends to its shareholders in amounts up to
the lesser of (i) 25% of Borrower’s consolidated net income during the previous fiscal year, or
(ii) $5,000,000; or (c) prepay any principal, interest or other payments on or in connection with
any indebtedness of Borrower other than (i) prepayments of the Liabilities or the notes
outstanding from time to time under the Note Purchase Agreement and (ii) prepayments of debt
as described as part of the Project.




- 37 -









 





     6.10 Amendment of Organizational Documents. Borrower shall not amend Borrower’s
articles or certificate of incorporation, bylaws or any other agreement, instrument or document
affecting Borrower’s organization, management or governance or form any subsidiaries, provided,
however, that a request by Borrower for a waiver of this Section 6.10, shall not be
unreasonably withheld or delayed by the Required Lenders.



     6.11 Use of Names. Except to the extent that Agent has been notified in advance,
Borrower shall not use any corporate names (as distinguished from brand names) other than those
referred to in Section 4.6, nor shall Borrower change any of said names.



     6.12 Amendment of Bainbridge Documents. The Bainbridge Bond Documents or the
Bainbridge Loan Documents shall not be amended without the prior written consent of the Agent, the
Issuer and the Required Lenders, provided, however, that a request by Borrower for a waiver of this
Section 6.12, shall not be unreasonably withheld or delayed by the Required Lenders.



     7 DEFAULT AND RIGHTS AND REMEDIES; THE AGENT.



     7.1 Liabilities. Except as provided in Section 2.8 (regarding automatic
termination of the Commitments and acceleration of the Liabilities in certain events) upon a
Matured Default, the Agent may with the consent of the Required Lenders, and shall at the request
of the Required Lenders, by notice to Borrower and the Lenders, (i) declare the Commitments to be
terminated, whereupon such obligations and the Commitments of each Lender shall terminate, and (ii)
declare all of the Liabilities to be due and payable, whereupon the Liabilities shall become and be
due and payable, without presentment, demand, protest or further notice (including without
limitation, notice of intent to accelerate and notice of acceleration) of any kind, all of which
are expressly waived by Borrower. Anything herein to the contrary notwithstanding, it is
understood that (i) no Lender shall have the individual right upon the occurrence of a Default or a
Matured Default to terminate or suspend the funding of its Commitments or accelerate any
Liabilities owed to it (such termination, suspension of funding and/or acceleration to occur, if at
all, only as provided in this Agreement), and (ii) no Lender shall have the right to individually
enforce any Financing Agreement which is entered into with or for the Agent or the Issuer of the
Bainbridge Letter, such enforcement residing with the Agent or the Issuer of the Bainbridge Letter
as contemplated by Section 7.2 and Section 7.3 of this Agreement and by the
applicable provisions of the other Financing Agreements.



     7.2 Rights and Remedies. Upon the occurrence and during the continuance of any
Matured Default, the Agent may with the consent of the Required Lenders and shall at the direction
of the Required Lenders, (subject to the provisions of the other Financing Agreements) proceed to
protect and enforce the rights of the Lenders as set forth in this Section 7.2. The
Agent may proceed by suit in equity, by action at law or both, whether for the specific
performance of any covenant or agreement contained in this Agreement or in any other Financing
Agreement or in aid of the exercise of any power granted in this Agreement or any




- 38 -









 







other Financing
Agreement to enforce the payment of the Liabilities. Agent shall have, in addition to any other
rights and remedies contained in this Agreement or in any of the other Financing Agreements, all of
the rights and remedies of a creditor under any applicable laws.



     7.3 Rights and Remedies of the Issuer of the Bainbridge Letter. Without limiting the
forgoing, and in addition to the rights of the Agent under this Agreement, upon the occurrence and
during the continuance of any Matured Default, the Issuer of the Bainbridge Letter may with the
consent of the Required Lenders (subject to the provisions of the Bainbridge Loan Documents), and
shall at the direction of the Required Lenders, proceed to protect and enforce the rights of the
Issuer of the Bainbridge Letter under the Bainbridge Loan Documents. In so doing the Issuer of the
Bainbridge Letter shall have the same rights and protections afforded to Agent set forth in this
Agreement with regard to the exercise of rights and remedies under the other Financing Agreements
(including, without limitation, all right of indemnity set forth herein). Any proceeds of the
enforcement of the rights of the Issuer of the Bainbridge Letter under the Bainbridge Loan
Documents shall be subject to pro-rata sharing as set forth in Section 8.27.



     7.4 Waiver of Demand. Borrower expressly waives demand, presentment, protest, and
notice of nonpayment, notice of intent to accelerate and notice of acceleration. Borrower also
waives the benefit of all valuation, appraisal and exemption laws.



     7.5 Authorization and Action. Each Lender appoints the Agent as its Agent under, and
irrevocably authorizes the Agent (subject to Section 7.11) to take such action on its
behalf and to exercise such powers under any Financing Agreement as are delegated to the Agent by
the terms thereof, together with such powers as are reasonably incidental thereto. Without
limitation of the foregoing, each Lender expressly authorizes the Agent to execute, deliver, and
perform its obligations under each of the Financing Agreements to which the Agent is a party, and
to exercise all rights, powers, and remedies that the Agent may have thereunder. As to any matters
not expressly provided for by this Agreement, the Agent shall not be required to exercise any
discretion or take any action, but shall be required to act, or to refrain from acting (and shall
be fully protected in so acting or refraining from acting), upon the instructions of the Required
Lenders, and such instructions shall be binding upon all the Lenders and all holders of any Note;
provided however, that the Agent shall not be required to take any action which
exposes the Agent to personal liability or which is contrary to this Agreement or applicable law.
The Agent agrees to give to each Lender prompt notice of each notice given to it by Borrower
pursuant to the terms of any Financing Agreement.



     7.6 Agent’s Reliance, Etc. Neither the Agent nor any of its directors, officers,
agents or employees shall be liable to any Lender for any action taken or omitted to be taken by it
or them under or in connection with any Financing Agreement, except for its or their own gross
negligence or willful misconduct. Without limiting the generality of the foregoing, the Agent: (a)
may treat the original or any successor holder of any Note as the holder thereof until it
receives notice from the Lender which is the payee of such Note concerning the assignment of such
Note; (b) may employ and consult with legal counsel (including counsel for Borrower), independent




- 39 -









 







public accountants, and other experts selected by it and shall not be liable to any Lender for any
action taken, or omitted to be taken, in good faith by it or them in accordance with the advice of
such counsel, accountants, or experts received in such consultations and shall not be liable for
any negligence or misconduct of any such counsel, accountants or other experts; (c) makes no
warranty or representation to any Lender and shall not be responsible to any Lender for any
opinions, certifications, statements, warranties or representations made in or in connection with
any Financing Agreement; (d) shall not have any duty to any Lender to ascertain or to inquire as to
the performance or observance of any of the terms, covenants, or conditions of any Financing
Agreement or any other instrument or document furnished pursuant thereto or to satisfy itself that
all conditions to and requirements for any Loan have been met or that Borrower is entitled to any
Loan or to inspect the property (including the books and records) of Borrower; (e) shall not be
responsible to any Lender for the due execution, legality, validity, enforceability, genuineness,
sufficiency or value of any Financing Agreement or any other instrument or document furnished
pursuant thereto; and (f) shall incur no liability under or in respect of this Agreement by acting
upon any notice, consent, certificate, or other instrument or writing (which may be by telegram,
cable, telex, or otherwise) believed by it to be genuine and signed or sent by the proper party or
parties.



     7.7 Notices of Defaults. Except as provided in this Section 7.7, the Agent
shall not be deemed to have knowledge of the occurrence of a Default or a Matured Default unless
the Agent has received written notice from a Lender or Borrower specifying such Default or Matured
Default and stating that such notice is a “Notice of Default”. Notwithstanding the
foregoing, the Agent shall be deemed to have knowledge of the occurrence of a Default or a Matured
Default: (a) consisting of the non-payment of principal or interest, on the due date of such
principal or interest, (b) on the date the Agent has received a Compliance Certificate of Borrower
as required by Section 5.1, which Compliance Certificate discloses (without review of any
financial statements attached thereto) the existence of any Default or Matured Default, and (c) ten
(10) Business Days after the date the Agent has received a Compliance Certificate of Borrower as
required by Section 5.1, which Compliance Certificate (after review of any financial
statements attached thereto) would disclose the existence of any Default or Matured Default. In
the event that the Agent obtains such knowledge of the occurrence of a Default or a Matured
Default, the Agent shall within three (3) Business Days thereafter, give notice thereof to the
Lenders. The Agent shall (subject to Sections 7.1 and 7.2) take such action with respect
to such Default or Matured Default as may be directed by the Required Lenders; provided
that, unless and until the Agent shall have received the directions referred to in Sections 7.1
and 7.2, the Agent may (but shall not be obligated to) take such action, or refrain from taking
such action, with respect to such Default or Matured Default as it shall deem advisable and in the
best interest of the Lenders.



     7.8 The Agent as a Lender, Affiliates. With respect to its Commitment, any Loan made
by it, and the Note issued to it, the Agent shall have the same rights and powers under this
Agreement as any other Lender and may exercise the same as though it were not the Agent; and
the term “Lender” or “Lenders” shall, unless otherwise expressly indicated, include
the Agent in its individual capacity. The Agent and its affiliates may accept deposits from, lend
money to, act




- 40 -









 







as trustee under indentures of, and generally engage in any kind of business with,
Borrower, any Affiliates and any Person who may do business with or own securities of Borrower or
any such Affiliate, all as if the Agent were not the Agent and without any duty to account to the
Lenders.



     7.9 Non-Reliance on Agent and Other Lenders. Each Lender agrees that it has,
independently and without reliance on the Agent or any other Lender, and based on such documents
and information as it has deemed appropriate, made its own credit analysis of Borrower and its
decision to enter into the transactions contemplated by the Financing Agreements and that it will,
independently and without reliance upon the Agent or any other Lender, and based on such documents
and information as it shall deem appropriate at the time, continue to make its own analysis and
decisions in taking or not taking action under any Financing Agreement. The Agent shall not be
required to keep itself informed as to the performance or observance by Borrower or any other
Person of any Financing Agreement or to inspect the properties or books of Borrower. Except for
notices, reports, and other documents and information expressly required to be furnished to the
Lenders by the Agent hereunder, the Agent shall not have any duty or responsibility to provide any
Lender with any credit or other information concerning the affairs, financial condition or business
of Borrower (or any Affiliates) which may come into the possession of the Agent or any of its
affiliates. Notwithstanding the foregoing, the Agent will, upon the request of any Lender, provide
to such Lender, at such Lender’s expense, copies of any and all written information provided to the
Agent by Borrower.



     7.10 Indemnification. Notwithstanding anything to the contrary herein contained, the
Agent shall be fully justified in failing or refusing to take any action unless it shall first be
indemnified to its satisfaction by the Lenders against any and all liabilities, obligations,
losses, damages, penalties, actions, judgments, suits, costs, expenses, and disbursements of any
kind or nature whatsoever which may be imposed on, incurred by or asserted against the Agent in any
way relating to or arising out of its taking or continuing to take any action. Each Lender agrees
to indemnify the Agent (to the extent not reimbursed by Borrower), on a pro-rata basis
according to such Lender’s Commitments, from and against any and all liabilities, obligations,
losses, damages, penalties, actions, judgments, suits, costs, expenses and disbursements of any
kind or nature whatsoever which may be imposed on, incurred by, or asserted against the Agent in
any way relating to or arising out of any Financing Agreement or any action taken or omitted by the
Agent under any Financing Agreement; provided that no Lender shall be liable for any
portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits,
costs, expenses, or disbursements resulting from the gross negligence or willful misconduct of the
Agent; and provided further, that it is the intention of each Lender to indemnify
the Agent against the consequences of the Agent’s own negligence, whether such negligence be sole,
joint, concurrent, active or passive. Without limiting the foregoing, each Lender agrees to
reimburse the Agent promptly upon demand for its pro-rata share, according to such Lender’s
Commitments of any out-of-pocket expenses (including attorneys’ fees) incurred by the Agent in
connection with the
preparation, administration, or enforcement of, or legal advice in respect of rights or
responsibilities under, any Financing Agreement, to the extent that the Agent is not reimbursed for
such expenses by Borrower.




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     7.11 Successor Agent. The Agent may resign at any time as Agent under the Financing
Agreements by giving written notice thereof to the Lenders and Borrower and may be removed by the
Required Lenders if it has breached its obligations under the Financing Agreements. Upon any such
resignation or removal, the Required Lenders shall have the right to appoint a successor Agent
with, provided that no Default has occurred and is continuing hereunder, the prior written consent
of Borrower, such consent not to be unreasonably withheld. If no successor Agent shall have been so
appointed by the Required Lenders or shall have accepted such appointment within sixty (60) days
after the retiring Agent’s giving of notice of resignation or the Required Lenders’ removal of the
Agent, then the retiring Agent may, on behalf of the Lenders, appoint a successor Agent with,
provided that no Default has occurred and is continuing hereunder, the prior written consent of
Borrower, such consent not to be unreasonably withheld, which shall be a commercial bank or other
financial institution organized under the laws of the United States of America or of any State
thereof and having a combined capital and surplus of at least $500,000,000. Upon the acceptance of
any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon
succeed to and become vested with all the rights, powers, privileges and duties of the retiring
Agent, and the retiring Agent shall be discharged from its duties and obligations under this
Agreement. After the retiring Agent’s resignation or removal as Agent, the provisions of
Section 7.10 shall inure to its benefit as to any actions taken or omitted to be taken by
it while it was Agent under this Agreement.



     7.12 Verification of Borrowing Notices. The Person or Persons designated on the
Notice of Authorized Borrowers delivered to the Agent with this Agreement (or any one of them, if
more than one), or any natural Person designated by them (or any one of them) in a subsequently
issued Notice of Authorized Borrowers shall be presumed to have the authority to request Advances
or request the Issuance of Letters under this Agreement. The Agent shall have no duty to verify
the authenticity of the signature appearing on any notice of borrowing or request for the Issuance
of a Letter, and with respect to any oral request for an Advance or request for the Issuance of a
Letter, the Agent shall have no duty to verify the identity of any Person representing himself as
one of the natural Persons authorized to make such request on behalf of Borrower. Neither the
Agent nor any Lender shall incur any liability to Borrower in acting upon any telephonic notice
referred to above which the Agent or such Lender believes in good faith to have been given by a
duly authorized Person authorized to borrow on behalf of Borrower or for otherwise acting in good
faith.



     8 MISCELLANEOUS.




     8.1 Timing of Payments. For purposes of determining the outstanding balance of the
Liabilities, including without limitation, the computations of interest which may from time to time
be owing to the Agent or the Lenders, the receipt by the Agent of any check or any other item of
payment, shall not be treated as a payment on account of the Liabilities until such check
or other item of payment is actually received by the Agent and is paid to the Agent in cash or
a cash equivalent. Notwithstanding the terms of this Agreement or any other Financing Agreement,
if the due date of any payment falls on a day that is not a Business Day, such payment may be made
and shall not be considered late if made on the next succeeding Business Day.




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     8.2 Attorneys’ Fees and Costs. If at any time the Agent employs counsel in connection
with any matters contemplated by or arising out of this Agreement, whether: (a) to commence,
defend, or intervene in any litigation or to file a petition, complaint, answer, motion or other
pleading; (b) to take any other action in or with respect to any suit or proceeding (bankruptcy or
otherwise); (c) to consult with officers of the Agent to advise the Agent or to draft documents for
the Agent in connection with any of the foregoing or in connection with any release of the Agent’s
claims or security interests or any proposed extension, amendment or refinancing of the
Liabilities; or (d) to enforce any rights of the Agent to collect any of the Liabilities; then in
any of such events, all of the reasonable attorneys’ fees arising from such services, and any
related expenses, costs and charges, including without limitation, all reasonable fees of all
paralegals, legal assistants and other staff employed by such attorneys, together with interest at
the highest interest rate then payable by Borrower under this Agreement or any other Financing
Agreement, shall constitute additional Liabilities, payable on demand.



     In addition, if a Matured Default has occurred and is continuing, and thereafter any Lender
employs counsel: (a) in connection with, arising out of, or any way related to, protecting,
exercising or enforcing such Lender’s interest in this Agreement or the other Financing Agreements;
(b) to commence, defend or intervene in any litigation or to file a petition, complaint, answer,
motion or other pleading; (c) to take any other action in or with respect to any suit or proceeding
(bankruptcy or otherwise); or (d) to enforce any rights of such Lender to collect any of the
Liabilities; then in any of such events, all of the reasonable attorneys’ fees arising from such
services, and any expenses, costs and charges relating thereto, including without limitation, all
reasonable fees of all paralegals, legal assistants and other staff employed by such attorneys,
together with interest at the highest interest rate then payable by Borrower under this Agreement
or any other Financing Agreement, shall constitute additional Liabilities, payable on demand.



     This Section 8.2 shall survive the termination of this Agreement.



     8.3 Expenditures by the Agent. In the event that Borrower shall fail to pay taxes,
insurance, assessments, costs or expenses which Borrower is, under any of the terms hereof or of
any of the other Financing Agreements, required to pay, the Agent may, in the Agent’s sole
discretion and without obligation to do so, make expenditures for any or all of such purposes, and
the amount so expended, together with interest at the highest interest rate then payable by
Borrower under this Agreement or any other Financing Agreement, shall constitute additional
Liabilities, payable on demand.



     8.4 The Agent’s Costs and Expenses as Additional Liabilities. Borrower shall
reimburse the Agent for all expenses and fees paid or incurred in connection with the
documentation, negotiation and closing of the Loans and other financial accommodations described in
this Agreement (including without limitation, filing fees, recording fees, document




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or recording
taxes, search fees, appraisal fees and expenses, and the reasonable fees and expenses of the
Agent’s attorneys, paralegals, and legal assistants, and whether such expenses and fees are
incurred prior to or after the Closing Date). Borrower further agrees to reimburse the Agent for
all reasonable expenses and fees paid or incurred in connection with the documentation of any
renewal or extension of the Loans, any additional financial accommodations, or any other amendments
to this Agreement. All reasonable costs and expenses incurred by the Agent with respect to such
negotiation and documentation, together with interest at the highest interest rate then payable by
Borrower under this Agreement or any other Financing Agreement, shall constitute additional
Liabilities, payable on demand.



     8.5 Claims and Taxes. Borrower agrees to indemnify and hold the Agent and the Lenders
harmless from and against any and all claims, demands, liabilities, losses, damages, penalties,
costs, obligations, actions, judgments, suits, disbursements and expenses (including without
limitation, reasonable attorneys’ fees) relating to or in any way arising out of the possession,
use, operation or control of any of Borrower’s assets, or in any way arising out of or related to
this Agreement or the other Financing Agreements, except for those resulting from the gross
negligence or willful misconduct of the Agent or the Lenders, which agreement to indemnify and hold
the Agent and the Lenders harmless shall survive the termination of this Agreement. Borrower shall
pay or cause to be paid all license fees, bonding premiums and related taxes and charges, and shall
pay or cause to be paid all of Borrower’s real and personal property taxes, assessments and charges
and all of Borrower’s franchise, income, unemployment, use, excise, old age benefit, withholding,
sales and other taxes and other governmental charges assessed against Borrower, or payable by
Borrower, at such times and in such manner as to prevent any penalty from accruing or any lien or
charge from attaching to Borrower’s property, provided, however, that Borrower
shall have the right to contest in good faith, by an appropriate proceeding promptly initiated and
diligently conducted, the validity, amount or imposition of any such tax, and upon such good faith
contest to delay or refuse payment thereof, if: (a) Borrower establishes adequate reserves to cover
such contested taxes; and (b) such contest does not have a material adverse effect on the financial
condition of Borrower or the ability of Borrower to pay any of the Liabilities.



     8.6 Inspection. Upon reasonable prior notice (provided that such notice shall
not be required after the occurrence and during the continuance of a Default or a Matured Default),
the Agent (by and through its officers and employees), or any Person designated by the Agent in
writing, shall have the right, from time to time hereafter, to call at Borrower’s place or places
of business (or any other place where any information relating thereto is kept or located) during
reasonable business hours, and without hindrance or delay, to: (a) inspect, audit, check and make
copies of and extracts from Borrower’s books, records, journals, orders, receipts and any
correspondence and other data relating to Borrower’s business or to any transactions between the
parties to this Agreement; and (b) review operating procedures, review maintenance of property
and discuss the affairs, finances and business of Borrower with Borrower’s officers, employees
or directors. The Borrower agrees to pay to the Agent audit fees, in accordance with the Agent’s
Letter, upon the completion of any audit. The foregoing fees shall be fully earned on the dates
they become payable and, at the option of the Agent, shall be paid by Agent initiated Loans. The




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Lenders shall have the right to accompany the Agent on any inspections under this Section
8.6, at their own expense.



     8.7 Examination of Banking Records. Borrower consents to the examination by the Agent
(by and through its officers and employees), or any Person designated by the Agent in writing
(including officers and employees of the other Lenders), whether or not there shall have occurred a
Default or a Matured Default, of any and all of Borrower’s banking records, wherever they may be
found, and directs any Person which may be in control or possession of such records (including
without limitation, any bank, other financial institution, accountant or lawyer) to provide such
records to the Agent and the Agent’s officers, employees and agents, upon their request. Such
examination may be conducted by the Agent with or without notice to Borrower at the option of the
Agent, any such notice being waived by Borrower.



     8.8 Governmental Reports. Borrower will furnish to the Agent, upon the reasonable
request of the Agent, copies of the reports of examinations or inspections of Borrower by all
Governmental Authorities, and if Borrower fails to furnish such copies to the Agent, Borrower
authorizes all such Government Authorities to furnish to the Agent copies of their reports of
examinations or inspections of Borrower.



     8.9 Reliance by the Agent, Issuer and the Lenders. All covenants, agreements,
representations and warranties made herein by Borrower shall, notwithstanding any investigation by
the Agent or any of the Lenders, be deemed to be material to and to have been relied upon by the
Agent, Issuer and the Lenders.



     8.10 Parties. Whenever in this Agreement there is reference made to any of the
parties, such reference shall be deemed to include, wherever applicable, a reference to the
respective successors and assigns of Borrower, the Agent, the Lenders and Issuer. Borrower shall
not assign any of it rights or delegate any of its duties under this Agreement or any of the other
Financing Agreements without the prior written consent of the Lenders.



     8.11 Applicable Law; Severability. This Agreement shall be construed in all respects
in accordance with, and governed by, the laws and decisions of the State of Colorado and the laws,
regulations and decisions of the United States applicable to national banks. Wherever possible,
each provision of this Agreement shall be interpreted in such manner as to be effective and valid
under applicable law, but if any provision of this Agreement shall be prohibited by or invalid
under applicable law, such provision shall be ineffective only to the extent of such prohibition or
invalidity, without invalidating the remainder of such provisions or the remaining provisions of
this Agreement.



     8.12 SUBMISSION TO JURISDICTION; WAIVER OF BOND AND TRIAL BY JURY. WITH RESPECT TO
ANY AND ALL ACTIONS, CAUSES OF ACTION, SUITS, CLAIMS, DEMANDS, DEBTS, DAMAGES, COSTS AND EXPENSES,
WHATSOEVER, WHETHER BASED ON STATUTE, COMMON LAW, PRINCIPLES OF EQUITY OR OTHERWISE, ARISING OUT OF
ANY MATTER, THING OR EVENT WHICH IS




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DIRECTLY OR INDIRECTLY RELATED TO THIS AGREEMENT, BORROWER
CONSENTS TO THE JURISDICTION OF ANY LOCAL, STATE, OR FEDERAL COURT LOCATED WITHIN THE CITY AND
COUNTY OF DENVER, COLORADO AND WAIVES ANY OBJECTION WHICH BORROWER MAY HAVE BASED ON IMPROPER VENUE
OR FORUM NON CONVENIENS TO THE CONDUCT OF ANY PROCEEDING IN ANY SUCH COURT
AND WAIVES PERSONAL SERVICE OF ANY AND ALL PROCESS UPON BORROWER, AND CONSENTS THAT ALL SUCH
SERVICE OF PROCESS BE MADE BY MAIL OR MESSENGER DIRECTED TO BORROWER AT THE ADDRESS SET FORTH IN
SECTION 10.19. SERVICE, SO MADE, SHALL BE DEEMED TO BE COMPLETE UPON THE EARLIER OF ACTUAL
RECEIPT OR THREE (3) DAYS AFTER THE SAME SHALL HAVE BEEN POSTED. AT THE OPTION OF THE AGENT,
BORROWER WAIVES, TO THE EXTENT PERMITTED BY LAW, TRIAL BY JURY, AND WAIVES ANY BOND OR SURETY OR
SECURITY UPON SUCH BOND WHICH MIGHT, BUT FOR THIS WAIVER, BE REQUIRED OF THE AGENT.



     8.13 Application of Payments; Waiver. Except as set forth below, payments made by
Borrower under this Agreement shall generally be applied to the Liabilities as follows: first to
any costs or fees owing by Borrower to the Agent or any Lender, second to any interest payments
owing hereunder which are due and unpaid, third to any outstanding principal owing hereunder, and
fourth to interest accrued but not yet due. Unless otherwise specified in this Agreement,
prepayments of principal made by Borrower on any Loans repayable in installments shall be applied
to the most remote installment then due (which shall be deemed to include, as applicable, any
balloon payment due at maturity). Notwithstanding any contrary provision contained in this
Agreement or in any of the other Financing Agreements, Borrower irrevocably waives the right to
direct the application of any and all payments at any time received by the Agent from Borrower, and
Borrower irrevocably agrees that the Agent shall have the continuing exclusive right to apply and
reapply any and all payments received at any time, against the Liabilities, in such manner as the
Agent may deem advisable, notwithstanding any entry by the Agent upon any of the Agent’s books and
records. Provided, however, this Section 8.13 shall not apply to any transactions
unrelated to this Agreement in which the Agent or its affiliates may have accepted deposits from,
lent money to, acted as trustee under indentures of, or generally engaged in business with
Borrower, any Affiliates or any Person who may do business with or own securities of Borrower or
any such Affiliate. With regard to Bank Products Obligations, the parties hereto agree that the
terms of Section 5.11 of the Security Agreement shall apply and be controlling.



     8.14 Marshaling; Payments Set Aside. The Agent shall be under no obligation to
marshal any assets in favor of Borrower or against or in payment of any or all of the Liabilities.
To the extent that Borrower makes a payment or payments to the Agent or the Agent receives
any payment for Borrower’s benefit or exercises the Agent’s rights of setoff, and such payment
or payments or the proceeds of enforcement or setoff or any part thereof are subsequently
invalidated, declared to be fraudulent or preferential, set aside and/or required to be repaid to a
trustee, receiver or any other party under any bankruptcy law, state or federal law, common law or
equitable cause, then to the extent of such recovery, the obligation or part thereof originally




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intended to be satisfied shall be revived and continued in full force and effect as if such payment
had not been made or such setoff had not occurred.



     8.15 Section Titles. The section titles contained in this Agreement shall be without
substantive meaning or content of any kind whatsoever and are not a part of the agreement between
the parties.



     8.16 Continuing Effect. This Agreement and all of the other Financing Agreements
shall continue in full force and effect until this Agreement is terminated in accordance with
Section 2.8, it being understood that it may be reinstated thereafter as set forth in
Section 2.8.



     8.17 No Waiver. The Agent’s or the Required Lenders’ failure, at any time or times
hereafter, to require strict performance by Borrower of any provision of this Agreement or the
other Financing Agreements shall not waive, affect or diminish any right of the Agent or the
Required Lenders thereafter to demand strict compliance and performance therewith. Any suspension
or waiver by the Agent or the Required Lenders of any Default or Matured Default under this
Agreement or any of the other Financing Agreements, shall not suspend, waive or affect any other
Default or Matured Default under this Agreement or any of the other Financing Agreements, whether
the same is prior or subsequent thereto and whether of the same or of a different kind or
character. None of the undertakings, agreements, warranties, covenants and representations of
Borrower contained in this Agreement or any of the other Financing Agreements and no Default or
Matured Default under this Agreement or any of the other Financing Agreements, shall be deemed to
have been suspended or waived by the Agent or the Required Lenders unless such suspension or waiver
is in writing signed by an officer of the Agent or each of the Required Lenders (as applicable) and
is directed to Borrower specifying such suspension or waiver.



     8.18 Notices. Except as otherwise expressly provided herein, any notice required or
desired to be served, given or delivered pursuant to this Agreement shall be in writing, and shall
be sent by manual delivery, facsimile transmission, overnight courier or United States mail
(postage prepaid) addressed to the party to be notified as follows:



     (a) If to the Agent at:


U.S. Bank National Association

950 Seventeenth Street, Suite 350

Denver, Colorado 80202

Attn: Jason Lueders



with a copy to:



Campbell Bohn Killin Brittan & Ray, LLC

270 St. Paul Street, Suite 200

Denver, Colorado 80206

Attn: Michael Killin





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     (b) If to Borrower at:


John B. Sanfilippo & Son, Inc.

2299 Busse Road

Elk Grove Village, IL 60007

Attn: Michael Valentine



with a copy to:



Jenner & Block LLP

One IBM Plaza

Chicago, IL 60611

Attn: Teri Lindquist



or, as to each party, addressed to such other address as shall be designated by such party in a
written notice to the other parties. All such notices shall be deemed given on the date of
delivery if manually delivered, on the date of sending if sent by facsimile transmission, on the
first Business Day after the date of sending if sent by overnight courier, or three (3) days after
the date of mailing if mailed.




     8.19 Regulatory Changes. In the event any Governmental Authority (i) subjects the
Lenders or any of them or any of their respective lending offices to any new or additional charge,
fee, withholding, duty or tax of any kind with respect to any Loans, Letters, LC Obligations or
other Liabilities hereunder, (ii) changes the method or basis of taxation of such Loans, Letters,
LC Obligations or other Liabilities, except for changes in the rate of tax on the overall net
income of such Lender or its lending office imposed by the jurisdiction in which such Lender’s
principal executive office or lending office is located, or (iii) changes the reserve or deposit
requirements applicable to such Loans, Letters, LC Obligations or other Liabilities (including,
without limitation, the imposition, modification or deemed application of any reserve, special
deposit or similar requirement (including, without limitation, any such requirement imposed by the
Board of Governors of the Federal Reserve System, including any such requirement with respect to
any LIBOR Rate Loans) against assets of, deposits with or for the account of any Lender, or its
lending office, and including without limitation, the issuance of a request or directive regarding
capital adequacy (whether or not having the force of law) that has the effect of reducing the rate
of return on such Lender’s capital as a consequence of its obligations under this Agreement to a
level below that which such Lender could have achieved but for such adoption, change or compliance
(taking into consideration such Lender’s policies with respect to capital adequacy)), then in any
such event following receipt of a notice from such Lender (including a calculation of the amount of
such costs or loss of income in reasonable detail), Borrower shall pay to such Lender such
additional amounts as will compensate such Lender for such costs or lost income resulting thereby
as reasonably determined by such Lender.




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     8.20 LIBOR Rate Loans. Without limiting the generality of Section 8.19,
anything in this Agreement to the contrary notwithstanding, if any Lender shall notify the Agent
that: (i) the introduction of or any change in or in the interpretation of any law or regulation
makes it unlawful, or that any central bank or other Governmental Authority asserts that it is
unlawful to fund or maintain LIBOR Rate Loans (whether or not such assertion carries the force of
law), (ii) deposits in U.S. Dollars (in the applicable amounts) are not being offered to it in the
interbank eurodollar market for any requested Interest Period, (iii) by reason of circumstances
affecting the interbank eurodollar market adequate and reasonable means do not exist for
ascertaining the applicable LIBOR Rate; (iv) that the applicable LIBOR Rate will not adequately and
fairly reflect the cost to such Lender of funding their LIBOR Rate Loans for such Interest Period
or (v) that the making or funding of LIBOR Rate Loans is impracticable for such Lender, the
obligation of such Lender to make, rollover or to convert Loans into LIBOR Rate Loans shall be
suspended until such Lender shall notify the Agent and Borrower that the circumstances causing such
suspension no longer exist, and the existing LIBOR Rate Loans of such Lender shall automatically
convert, on and as of the date of such notification, into Base Rate Loans; provided that
each Lender represents and warrants to Borrower that as of the later of (i) the Closing Date or
(ii) the date on which it shall have executed an Assignment and Acceptance pursuant to Section
8.22, it has no actual knowledge that any of the circumstances set forth above exist.



     8.21 Taxes. Without limiting the generality of Section 8.19:



     (a) Except as otherwise provided in Section 8.21(d), any and all payments by Borrower
hereunder or under the Notes shall be made free and clear of and without deduction for any and all
present or future taxes, deductions, charges or withholdings, and all liabilities with respect
thereto, including without limitation, such taxes, deductions, charges, withholdings or liabilities
whatsoever imposed, assessed, levied or collected by any taxing authority and all (other than to
the extent due to the gross negligence or willful misconduct of any Lender) interest, penalties,
expenses or similar liabilities with respect thereto (“Taxes”), excluding, however, from the
definition of Taxes, in the case of each Lender and the Agent, taxes imposed on its income
(including penalties and interest payable in respect thereof), and franchise taxes imposed on it,
by the jurisdiction under the laws of which such Lender or the Agent (as the case may be) is
organized or any political subdivision thereof. If Borrower shall be required by law to deduct any
Taxes from or in respect of any sum payable hereunder or under any Note to any Lender or the Agent
(other than payments for which taxes are withheld pursuant to the last sentence of Section
8.21(d)), (i) the sum payable shall be increased as may be necessary so that after making all
required deductions (including deductions applicable to additional sums payable under this
Section 8.21) such Lender or the Agent (as the case may be) receives an amount equal to the
sum it would have received had no such deductions been made and (ii) Borrower shall pay the full
amount deducted to the relevant taxation authority or other authority in accordance with applicable
law, less any credits due to Borrower.



     (b) In addition, Borrower agrees to pay any present or future stamp or documentary taxes or
any other excise or property taxes, charges or similar levies which arise from any payment made
hereunder or under the Notes or from the execution, delivery or registration of, or




- 49 -









 







otherwise with respect to, this Agreement or the Notes (hereinafter included within the
definition of “Taxes”).



     (c) Borrower will indemnify each Lender and the Agent for the full amount of Taxes (including
without limitation, any Taxes imposed by any jurisdiction on amounts payable under this Section
8.21) paid by such Lender or the Agent (as the case may be) and any liability arising therefrom
or with respect thereto, whether or not such Taxes were correctly or legally asserted. This
indemnification shall be made within five (5) days from the date such Lender or the Agent (as the
case may be) makes written demand; provided however, to the extent that any Lender
is reimbursed for any Taxes that were incorrectly or illegally asserted with respect to Borrower,
such Lender shall promptly return to Borrower the amount of such reimbursement net of any costs of
recovery incurred by such Lender and/or the Agent, together with any interest that may have been
paid by the taxing jurisdiction with respect thereto, to the extent Borrower has actually paid such
Lender with respect thereto.



     (d) Prior to the date of any Lender becoming a Lender hereunder, and from time to time
thereafter if requested by Borrower or the Agent each Lender organized outside the United States
shall provide the Agent and Borrower with the forms prescribed by the Internal Revenue Service of
the United States (including, without limitation, Form W-8 BEN, Form W-8 ECI, or Form W-8 IMY)
certifying such Lender’s complete exemption from United States withholding taxes with respect to
all payments to be made to such Lender hereunder and under the Notes. Unless Borrower and the
Agent have received forms or other documents satisfactory to them indicating that payments
hereunder or under any Note are not subject to United States withholding tax, Borrower or the Agent
shall withhold taxes from such payments for the account and benefit of Borrower at the applicable
statutory rate in the case of payments to or for any Lender organized under the laws of a
jurisdiction outside the United States; provided however, that all such withholding
for such Lender shall cease upon delivery by such Lender of the applicable forms to Borrower and
Agent.



     (e) Promptly after the date on which payment of any Taxes are due pursuant to applicable law,
Borrower will, at the request of the Agent or any Lender, furnish to the Agent or such Lender
evidence in form and substance satisfactory to the Agent or such Lender, that Borrower has met its
obligations under this Section 8.21.



     (f) Without prejudice to the survival of any other agreement of Borrower, the agreement and
obligations of Borrower contained in this Section 8.21 shall survive the payment in full of
the Liabilities.



     8.22 Assignments and Participation.




     (a) After the Closing Date (and, provided that no Default has occurred and is continuing,
subject to the prior written consent of Borrower, such consent not to be unreasonably withheld or
delayed) each Lender may assign to any Person (the “Assignee”) all or a portion of its rights and
obligations under this Agreement (including without limitation, all or a portion of




- 50 -









 







its Commitments and the Notes held by it); provided however, that (i) each
such assignment shall be of a constant, and not a varying, percentage of all of the assigning
Lender’s rights and obligations under this Agreement, (ii) the total amount of the Commitment or
Commitments (based on the original Commitment or Commitments without giving effect to any
repayments or prepayments) so assigned to an Assignee or to an Assignee and its affiliates taken as
a whole shall equal or exceed the lesser of the total amount of the Commitment or Commitments held
by the assigning Lender or $5,000,000, (iii) the remaining Commitment or Commitments (based on the
original Commitment or Commitments without giving effect to any repayments or prepayments) held by
the assigning Lender and its affiliates after giving effect to any such assignment shall equal or
exceed $5,000,000, (iv) the assignment shall not be made to Borrower, an Affiliate or a guarantor
of any of the Liabilities and shall not cause Borrower to incur any additional liability or expense
and (v) the parties to each such assignment shall execute and deliver to the Agent for its
acceptance an Assignment and Acceptance in substantially the form attached as Schedule B
(“Assignment and Acceptance”), together with any Note or Notes subject to such assignment and a
processing and recordation fee of $3,500. Upon such execution, delivery, acceptance and recording,
from and after the effective date specified in each Assignment and Acceptance, which effective date
shall be the date on which such Assignment and Acceptance is accepted by the Agent, (vi) the
Assignee thereunder shall be a party hereto and, to the extent that rights and obligations
hereunder have been assigned to it pursuant to such Assignment and Acceptance, have the rights and
obligations of a Lender under the Financing Agreements and (vii) the Lender assignor thereunder
shall be deemed to have relinquished its rights and to be released from its obligations under the
Financing Agreements, to the extent (and only to the extent) that its rights and obligations
hereunder have been assigned by it pursuant to such Assignment and Acceptance (and, in the case of
an Assignment and Acceptance covering all or the remaining portion of an assigning Lender’s rights
and obligations under the Financing Agreements, such Lender shall cease to be a party thereto).



     (b) By executing and delivering an Assignment and Acceptance, the Lender assignor thereunder
and the Assignee thereunder confirm to and agree with each other and the other parties hereto as
follows: (i) other than as provided in such Assignment and Acceptance, such assigning Lender makes
no representation or warranty and assumes no responsibility with respect to any statements,
warranties or representations made in or in connection with the Financing Agreements or the
execution, legality, validity, enforceability, genuineness, sufficiency or value of the Financing
Agreements or any other instrument or document furnished pursuant thereto; (ii) such assigning
Lender makes no representation or warranty and assumes no responsibility with respect to the
financial condition of Borrower or the performance or observance by Borrower of any of its
obligations under the Financing Agreements or any other instrument or document furnished pursuant
hereto; (iii) such Assignee confirms that it has received a copy of the Financing Agreements,
together with copies of the financial statements referred to in Section 5.1 and such other
documents and information as it has deemed appropriate to make its own credit analysis and decision
to enter into such Assignment and Acceptance; (iv) such Assignee will, independently and without
reliance upon the Agent, such assigning Lender or any other Lender and based on such documents and
information as it shall deem appropriate at the time, continue to make its own credit decisions in
taking or not taking action under this




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Agreement; (v) such Assignee appoints and authorizes the Agent to take such action as the
Agent on its behalf and to exercise such powers under the Financing Agreements as are delegated to
the Agent by the terms thereof, together with such powers as are reasonably incidental thereto; and
(vi) such Assignee agrees that it will perform in accordance with their terms all of the
obligations which by the terms of the Financing Agreements are required to be performed by it as a
Lender.



     (c) The Agent shall maintain at its address referred to in Section 8.18 a copy of each
Assignment and Acceptance delivered to and accepted by it.



     (d) Upon its receipt of an Assignment and Acceptance executed by an assigning Lender, together
with any Note or Notes subject to such assignment, the Agent shall, if such Assignment and
Acceptance has been completed, (i) accept such Assignment and Acceptance and (ii) give prompt
notice thereof to Borrower. Within five (5) Business Days after its receipt of such notice,
Borrower, at its own expense, shall execute and deliver to the Agent in exchange for the
surrendered Note or Notes, a new Note or new Notes to the order of such Assignee in an amount equal
to the Commitment or Commitments assumed by it pursuant to such Assignment and Acceptance and, if
the assigning Lender has retained a Commitment or Commitments, a portion of which has been
assigned, a new Note or New Notes to the order of the assigning Lender in an amount equal to the
Commitment or Commitments retained by it hereunder. Such new Note or Notes shall be in an
aggregate principal amount equal to the aggregate principal amount of such surrendered Note or
Notes, shall be dated the effective date of such Assignment and Acceptance and shall otherwise be
in substantially the form of Exhibit 2A. Upon receipt by the Agent of such new Note or
Notes conforming to the requirements set forth in the preceding sentences, the Agent shall return
to Borrower such surrendered Note or Notes, marked to show that such surrendered Note or Notes has
(have) been replaced, renewed and extended by such new Note or Notes.



     (e) Each Lender may sell participations to one or more banks or other entities in or to all or
a portion of its rights and obligations under this Agreement (including without limitation, all or
a portion of its Commitments and the Note held by it); provided however, that (i)
such Lender’s obligations under this Agreement (including without limitation, its Commitments to
Borrower hereunder) shall remain unchanged, (ii) such Lender shall remain solely responsible to the
other parties hereto for the performance of such obligations, (iii) such Lender shall remain the
holder of any such Note for all purposes of this Agreement, (iv) the sale of the participation will
not cause Borrower to incur any additional liability, and (v) Borrower, the Agent and the other
Lenders shall continue to deal solely and directly with such Lender in connection with such
Lender’s rights and obligations under this Agreement, provided that no participant shall be
entitled to recover under the above-described provisions an amount in excess of the proportionate
share which such participant holds of the original aggregate principal amount hereunder to which
the assigning Lender would otherwise be entitled.



     (f) Any Lender may, in connection with any assignment or participation or proposed assignment
or participation pursuant to this Section 8.22, disclose to the assignee or participant or
proposed assignee or participant, any information relating to Borrower furnished to such




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Lender by or on behalf of Borrower; provided that, prior to any such disclosure, the
assignee or participant or proposed assignee or participant shall agree in writing to preserve the
confidentiality of any confidential information relating to Borrower received by it from such
Lender.



     (g) Any Lender may assign and pledge all or any of the instruments held by it as collateral
security; provided that any payment made by Borrower for the benefit of such assigning
and/or pledging Lender in accordance with the terms of the Financing Agreements shall satisfy
Borrower’s obligations under the Financing Agreements in respect thereof to the extent of such
payment. No such assignment and/or pledge shall release the assigning and/or pledging Lender from
its obligations hereunder.



     8.23 Maximum Interest. No agreements, conditions, provisions or stipulations
contained in this Agreement or in any of the other Financing Agreements, or any Default or Matured
Default, or any exercise by the Agent of the right to accelerate the payment of the maturity of
principal and interest, or to exercise any option whatsoever, contained in this Agreement or any of
the other Financing Agreements, or the arising of any contingency whatsoever, shall entitle the
Agent to collect, in any event, interest exceeding the maximum authorized by law, and in no event
shall Borrower be obligated to pay interest exceeding such rate, and all agreements, conditions or
stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or
compel Borrower to pay a rate of interest exceeding the maximum allowed by law, shall be without
binding force or effect, at law or in equity, to the extent only of the excess of interest over
such maximum interest allowed by law. In the event any interest is charged in excess of the
maximum allowed by law (“Excess”), and such Excess shall be, first, applied to reduce the principal
of any Liabilities due, and, second, returned to Borrower, it being the intention of the parties
not to enter at any time into a usurious or otherwise illegal relationship. Borrower and the Agent
both recognize that, with fluctuations of index rates and applicable margins, such an unintentional
result could inadvertently occur. By the execution of this Agreement, Borrower covenants that: (a)
the credit or return of any Excess shall constitute the acceptance by Borrower of such Excess; and
(b) Borrower shall not seek or pursue any other remedy, legal or equitable, against the Agent
based, in whole or in part, upon the charging or receiving of any interest in excess of the maximum
authorized by law. For the purpose of determining whether or not any Excess has been contracted
for, charged or received by the Agent, all interest at any time contracted for, charged or received
by the Agent in connection with the Liabilities shall be amortized, prorated, allocated and spread
in equal parts during the entire term of this Agreement.



     8.24 Additional Advances. All fees, charges, expenses, costs, expenditures,
obligations, liabilities, losses, penalties and damages incurred or suffered by the Agent and for
which Borrower is bound to indemnify or reimburse the Agent under this Agreement (other than those
which may be paid without demand, by the Agent initiated Advances pursuant to Section 2.1)
may, at the option of the Agent, be paid by Agent-initiated Advances pursuant to Section
2.1 if such amounts remain unpaid for a period of ten (10) days after the Agent has made
demand.




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     8.25 Credit Agreement Controls. If there are any conflicts or inconsistencies among
this Agreement and any of the other Financing Agreements, except the Intercreditor Agreement, the
provisions of this Agreement shall prevail and control.



     8.26 Obligations Several. The obligations of each Lender under each Financing
Agreement to which it is a party are several, and no Lender shall be responsible for any obligation
or Commitment of any other Lender under any Financing Agreement to which it is a party. Nothing
contained in any Financing Agreement to which it is a party, and no action taken by any Lender
pursuant thereto, shall be deemed to constitute the Lenders to be a partnership, an association, a
joint venture, or any other kind of entity.



     8.27 Pro Rata Treatment. All Loans under, and all payments and other amounts received
in connection with, this Agreement (including, without limitation, amounts received as a result of
the exercise by any Lender of any right of set-off), shall be effectively shared by the Lenders
ratably in accordance with the respective Pro Rata Percentages of the Lenders. If any Lender shall
obtain any payment (whether voluntary, involuntary, through the exercise of any right of set-off,
or otherwise) on account of the principal of, or interest on, or fees in respect of, any Note held
by it (other than pursuant to Sections 2.3(b), 2.5(a), 8.19, 8.20 or 8.21 or the normal and
customary processing fees charged by an Issuer in connection with the Issuance of or drawings under
a Letter) such Lender shall deliver such payments and other amounts received to the Agent for
application in accordance with this Agreement and the Intercreditor Agreement provided
however, that if all or any portion of such payment or other amounts received is thereafter
recovered from such Lender, such payment or other amounts received and paid over to the Agent shall
be returned by the Agent to such Lender (subject to the rights of the Agent to be reimbursed and
indemnified by all the Lenders and to be reimbursed and indemnified in accordance with the
Intercreditor Agreement). Borrower agrees that any Lender making payment to the Agent pursuant to
this Section 8.27 may, to the fullest extent permitted by law, exercise all its rights of
payment (including the right of set-off) with respect all or any portion of such payment or other
amounts received that are thereafter recovered from such Lender as fully as if such Lender were the
direct creditor of Borrower in the amount of such recovery. The terms of this Section
8.27, and other terms of this Agreement regarding payments by the Agent to the Lenders shall be
subject to the terms of the Intercreditor Agreement.



     8.28 Confidentiality. Each of the Agent and the Lenders agrees that it will use its
best efforts to keep confidential, in accordance with its customary procedures for handling
confidential information and in accordance with safe and sound banking practices any proprietary
information of Borrower, designated in writing by Borrower, as being proprietary and confidential;
provided that the Agent or any Lender may disclose any such information (a) to enable it to
comply with any Governmental Requirement or other regulatory authority (including any
self-regulatory organization having or claiming to have jurisdiction over such Lender) applicable
to it, (b) in connection with the defense of any litigation or other proceeding brought against it
arising out of the transactions contemplated by
this Agreement and the other Financing Agreements, (c) in connection with the supervision and
enforcement of the rights and remedies of the Agent and Lenders under any Financing Agreement and
(d) as set forth in Section 8.22.




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Notwithstanding anything to the contrary in this
Agreement, each Lender (or its representatives, agents or employees) may (i) consult any tax
advisor regarding the tax treatment and tax structure of the transaction contemplated by this
Agreement and (ii) may at any time disclose to any person, without limitation of any kind, the tax
treatment and tax structure of such transaction and all materials of any kind (including opinions
or other tax analyses) that are provided relating to such tax treatment or tax structure. The
preceding sentence is intended to satisfy the requirements for the transaction contemplated herein
to avoid classification as a “confidential transaction” for purposes of Treasury Regulations
Section 1.6011-4(b)(3) and shall be interpreted consistent with such intent. This authorization is
not intended to permit disclosure of any information that is unrelated to the tax treatment or tax
structure of any transaction contemplated hereby, including, without limitation, any pricing or
financial information, except in each case to the extent such information is related to the tax
treatment or tax structure of any such transaction.



     8.29 Independence of Covenants. All covenants under this Agreement and the other
Financing Agreements shall be given independent effect so that if a particular action or condition
is not permitted by any of such covenants, the fact that it would be permitted by an exception to,
or be otherwise within the limitations of, another covenant shall not avoid the occurrence of a
Default or a Matured Default if such action is taken or condition exists.



     8.30 Amendments and Waivers. (a) Except as provided in the following Sections
8.30(b) and (c), any term, covenant, agreement or condition of this Agreement or the other
Financing Agreements may be amended only by a written amendment executed by Borrower, the Required
Lenders and, if the rights or duties of the Agent or Issuer are affected thereby, the Agent and
such Issuer, respectively, or compliance therewith only may be waived (either generally or in a
particular instance and either retroactively or prospectively), if Borrower shall have obtained the
consent in writing of the Required Lenders and, if the rights or duties of the Agent are affected
thereby, the Agent, provided however, that without the consent in writing of the
holders of all outstanding Notes and LC Obligations, or of all Lenders if no Notes or Letters are
outstanding, no such amendment or waiver shall (i) change the amount or postpone the date of
payment of any scheduled payment or required payment of principal of the Notes or LC Obligations or
reduce the rate or extend the time of payment of interest on the Notes, or reduce the amount of
principal thereof, or modify any of the provisions with respect to the payment or prepayment
thereof, (ii) give to any Note any preference over any other Notes, (iii) amend the definition of
Required Lenders, (iv) alter, modify or amend the provisions of Section 8.27 or of this
Section 8.30, (v) increase the total amount or extend the term of any of the Commitments,
(vi) amend the definition of Borrowing Base (including any amendment of the definitions used
therein and including any amendment of the advance rates included in that definition) that would
have the effect of increasing the Borrowing Base Limit, (vii) reduce the fees required under
Section 2.5, (viii) alter, modify or amend the provisions of
Sections 7.1 or 7.2 of this Agreement, or (ix) alter, modify or amend any Lender’s
right hereunder to consent to any action, make any request or give any notice.



     (b) Provided that a Default or a Matured Default has not occurred and is continuing, this
Agreement may be amended from time to time to increase the total amount of the Line of




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Credit Loan
Commitments to an amount not exceeding $125,000,000 in the aggregate by one or more written
amendments executed by Borrower, the Agent and one or more Lenders (together with new Notes and
other Financing Agreements as may be reasonably required by the Agent). Subject to the following
Section 8.30(c), any such increase shall be allocated to new or existing Lenders at the
discretion of the Agent and Borrower.



     (c) Without the consent in writing of the affected Lender, no amendment or waiver shall
increase the amount of or the Pro Rata Percentage of any Commitment of such Lender (but the amount
of or the Pro Rata Percentage of any Commitment of such Lender may be decreased without the consent
of such Lender).



     (d) Any amendment or waiver made in accordance with this Section 8.30 shall apply
equally to all Lenders and all the holders of the Notes and/or LC Obligations and shall be binding
upon them, upon each future holder of any Note or LC Obligation and upon Borrower, whether or not
such Note or Letter shall have been marked to indicate such amendment or waiver. No such amendment
or waiver shall extend to or affect any obligation not expressly amended or waived.



     8.31 Replacement of a Lender. If a Lender (other than the Agent as a Lender) becomes
a Replacement Candidate (as defined below), Borrower shall have the right to require such Lender to
assign to another lender or other institution selected by Borrower and reasonably satisfactory to
the Agent (which may be one or more of the Lenders) the Commitments and the Notes held by such
Lender pursuant to the terms of an appropriately completed Assignment and Acceptance in accordance
with Section 8.22; provided, that neither the Agent nor any Lender shall have any
obligation to Borrower to find any such lender or other institution and in order for Borrower to
replace a Lender, Borrower must require such replacement within three (3) months of the date the
Lender became a Replacement Candidate. Each Lender (other than the Agent as a Lender) agrees to
its replacement at the option of Borrower pursuant to this Section 8.31; provided,
that the assignee selected by Borrower shall purchase such Lender’s interest in the Loans and
Liabilities owed to such Lender for cash in an aggregate amount equal to the aggregate unpaid
principal thereof, all unpaid interest accrued thereon, all unpaid fees accrued for the account of
such Lender and all other amounts then owing to such Lender hereunder or under any other Financing
Agreement. A Lender will become a “Replacement Candidate” if (i) it has made a demand under
Sections 8.19, 8.20 or 8.21, (ii) it has defaulted on any obligation under this Agreement
or (iii) it has become insolvent and its assets become subject to a receiver, liquidator, trustee,
custodian, or other officer having similar powers. The rights of Borrower under this Section
8.31 shall be in addition to any other rights or remedies Borrower may have at law or in equity
as a result of the events described in the definition of “Replacement Candidate”.



     8.32 Representations by the Lenders. Each Lender represents that it is the present
intention of such Lender, as of the date of its acquisition of the Notes, to acquire the Notes for
its account or for the account of its affiliates, and not with a view to the distribution or sale
thereof that would be in violation of any applicable laws, and, subject to any applicable laws, the
disposition of such Lender’s property shall at all times be within its control. The Notes have not




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been registered under the Securities Act of 1933, as amended (the “Securities Act”), and may not be
transferred, sold or otherwise disposed of except (a) in a registered offering under the
Securities Act; (b) pursuant to an exemption from the registration provisions of the Securities
Act; or (c) if the Securities Act shall not apply to the Notes or the transactions contemplated by
the Financing Agreements. Nothing in this Section 8.32 shall affect the characterization of
the Loans and the transactions contemplated hereunder as commercial lending transactions.



     8.33 Counterparts and Facsimile Signatures. This Agreement, any other Financing
Agreement and any subsequent amendment to any of them may be executed in several counterparts, each
of which shall be construed together as one original. Facsimile signatures on this Agreement, any
other Financing Agreement and any subsequent amendment to any of them shall be considered as
original signatures.



     8.34 Set-off. Borrower gives and confirms to each Lender a right of set-off of all
moneys, securities and other property of Borrower (whether special, general or limited) and the
proceeds thereof, at any time delivered to remain with or in transit in any manner to such Lender,
its correspondent or its agents from or for Borrower, whether for safekeeping, custody, pledge,
transmission, collection or otherwise or coming into possession of such Lender in any way, and
also, any balance of any deposit accounts and credits of Borrower with, and any and all claims of
security for the payment of the Liabilities owed by Borrower to such Lender, contracted with or
acquired by the Lender, whether such liabilities and obligations be joint, several, absolute,
contingent, secured, unsecured, matured or unmatured, and Borrower authorizes such Lender at any
time or times, without prior notice, to apply such money, securities, other property,
proceeds, balances, credits of claims, or any part of the foregoing, to such liabilities in such
amounts as it may select, whether such Liabilities be contingent, unmatured or otherwise, and
whether any collateral security in support thereof is deemed adequate or not. The rights described
herein shall be in addition to any collateral security described in any separate agreement executed
by Borrower. THE LENDERS ACKNOWLEDGE THAT PART OF THE COLLATERAL IS REAL PROERTY LOCATED IN
CALIFORNIA AND THAT THE EXERCISE OF A RIGHT OF SETOFF OR OTHER INDEPENDENT EXERCISE OF ANY RIGHTS OR
REMEDIES BY A LENDER WITH RESPECT TO ANY OF THE LIABILITIES COULD AFFECT THE RIGHTS OF THE AGENT TO
EXERCISE ITS RIGHTS AND REMEDIES ON BEHALF OF THE LENDERS. NOTWITHSTANDING THE FOREGOING OR
ANYTHING SET FORTH IN THIS AGREEMENT OR IN ANY OTHER FINANCING AGREEMENT, NO LENDER SHALL EXERCISE A
RIGHT OF SETOFF OR EXERCISE ANY OTHER RIGHTS OR REMEDIES WITH RESPECT TO ANY OF THE LIABILITIES
WITHOUT THE PRIOR WRITTEN CONSENT OF THE AGENT.



     8.35 Binding Effect. This Agreement and all of the other Financing Agreements set
forth the legal, valid and binding obligations of Borrower, the Agent and the Lenders and are
enforceable against Borrower in accordance with their respective terms. Should more than one
Person be a Borrower under this Agreement or any Note, the obligations of each such Person shall be
joint and several. The Lenders may settle, release, compromise, collect or otherwise liquidate the
obligations of any Borrower, any guarantor of such obligations, and any security or




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collateral for
such obligations or for any such guaranty, in any manner, without affecting or impairing the
obligations of any Borrower.



     8.36 Patriot Act. Each Lender subject to the Act and the Agent (for itself and not on
behalf of any Lender) hereby notifies the Borrower that pursuant to the requirements of the USA
Patriot Act (Title III of Pub. L. 107-56 (signed into law October 26, 2001)) (the “Act”), it is
required to obtain, verify and record information that identifies the Borrower and each guarantor
of the Liabilities, which information includes the name and address of the Borrower and each
guarantor of the Liabilities and other information that will allow such Lender or the Agent, as
applicable, to identify the Borrower and each guarantor of the Liabilities in accordance with the
Act.



     8.37 Waiver of Defaults Under Prior Agreement. Prior to the date of this Agreement,
Borrower failed to maintain compliance with Section 9.6 of the Prior Agreement,
Financial Covenants and Ratios, (the “Financial Covenants Violation”). In addition, as a
result of the failure to meet such financial covenants, Borrower was also in default (the “Note
Default”) under the terms of the Note Purchase Agreement, which default was a Matured Default in
accordance with Subsection (l) of the definition of “Matured Default” as set forth in Section 1 of
the Prior Agreement (the “Cross Default”). The Financial Covenants Violation was also a Matured
Default in accordance with Subsection (p) of the definition of “Matured Default” as set forth in
Section 1 of the Prior Agreement. The Lenders hereby consent to the Financial Covenants Violation
and the Cross Default, and waive their rights powers and remedies with respect to the Financial
Covenants Violation and the Cross Default. Notwithstanding the foregoing waiver and consent, it is
expressly understood and agreed that the Lenders shall have the right at all times hereafter to
require strict performance by Borrower of all terms of this Agreement or any other Financing
Agreement, including without limitation, the terms of Section 5.6 of this Agreement, that
the Lenders do not waive, affect or diminish any right, power or remedy of the Lenders under the
this Agreement or any other Financing Agreement.



     8.38 FINAL AGREEMENT. THIS WRITTEN AGREEMENT AND THE OTHER FINANCING AGREEMENTS
REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR,
CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL
AGREEMENTS BETWEEN THE PARTIES.



{SIGNATURE PAGE FOLLOWS}





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     IN WITNESS WHEREOF, this Agreement has been duly executed as of the day and year first above
written.



	 	 	 	 	 
	 	JOHN B. SANFILIPPO & SON, INC., a Delaware

corporation

 	 
	 	By  	/s/ Michael J. Valentine
 	 
	 	 	Its  Chief Financial Officer 	 
	 	 	 	 
	 
	 	U.S. BANK NATIONAL ASSOCIATION

as Agent and as a Lender

 	 
	 	By  	/s/  Jason Lueders
 	 
	 	 	Its  Vice President 	 
	 	 	 	 
	 
	 	LASALLE BANK NATIONAL ASSOCIATION, 

as a Lender

 	 
	 	By  	/s/  Robert M. Swanson
 	 
	 	 	Its  Senior Vice President 	 
	 	 	 	 
	 
	 	ING CAPITAL LLC, as a Lender

 	 
	 	By  	/s/  William B. Redmond
 	 
	 	 	Its  Managing Director 	 
	 	 	 	 




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Schedule A to

Amended and Restated Credit Agreement



Lenders’ Commitments




Line of Credit Loan Commitments




	 	 	 	 	 	 	 	 	 
	Name of Lender	 	Pro Rata Percentage	 	 	Maximum $	 
	U.S. Bank
	 	 	45.000000000	%	 	$	45,000,000	 
	LaSalle Bank National Association
	 	 	35.000000000	%	 	$	35,000,000	 
	ING Capital LLC
	 	 	20.000000000	%	 	$	20,000,000	 
	 
	 	 	 	 	 	 
	TOTAL:
	 	 	100	%	 	$	100,000,000	 







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Schedule B to

Amended and Restated Credit Agreement






Form of Assignment and Acceptance




Assignment and Acceptance




Dated: [Insert Date]




     Reference is made to that certain Amended and Restated Credit Agreement dated as of July 25,
2006 (as modified, amended, extended or renewed from time to time, the “Credit Agreement”) by and
among JOHN B. SANFILIPPO & SON, INC., a Delaware corporation (the “Borrower”), the Lenders (as
defined in the Credit Agreement) and U.S. BANK NATIONAL ASSOCIATION, a national banking
association, as agent for the Lenders (the “Agent”). Terms defined in the Credit Agreement and not
defined herein are used herein with the same meaning.



     NOW, THEREFORE, [Insert Name of Lender Making Assignment] (the “Assignor”) and
[Insert Name of Lender Receiving Assignment] (the “Assignee”) agree as follows:



     1. The Assignor hereby sells and assigns to the Assignee, and the Assignee hereby purchases
and assumes from the Assignor [Insert % Amount]% of the Line of Credit Loan Commitments
(out of the [Insert % Amount]% which Assignor holds) together with all of the Assignor’s
related rights and obligations under the Credit Agreement as of the Effective Date (as defined
below).



     2. The Assignor: (a) represents and warrants that it is the legal and beneficial owner of the
interest being assigned by it hereunder and that such interest is free and clear of any adverse
claim; (b) makes no representation or warranty and assumes no responsibility with respect to any
statements, warranties or representations made in or in connection with any Financing Agreement or
the execution, legality, validity, enforceability, genuineness, sufficiency or value of any
Financing Agreement or any other instrument or document furnished pursuant thereto; (c) makes no
representation or warranty and assumes no responsibility with respect to the financial condition of
the Borrower or the performance or observance by the Borrower of any of its obligations under any
Financing Agreement or any other instrument or document furnished pursuant thereto; {Select
Alternative} [and (d) attaches the Line of Credit Note payable to the Assignor and requests that
the Agent exchange such Line of Credit Note for new Line of Credit Notes as follows: a Line of
Credit Note dated [Insert Date — Same Date as Old Note] in the principal amount of
$[Insert $ Amount], payable to the order of the Assignee and a Line of Credit Note dated
[Insert Date — Same Date as Old Note] in the principal amount of $[Insert $
Amount], payable to the order of the Assignor] [and (d) has delivered and endorsed the Line of
Credit Note held by the Assignor to the Assignee, payable to the order of the Assignee].



     3. The Assignee: (a) confirms that it has received copies of the Financing Agreements,
together with copies of the most recent financial statements referred to in Section 7.1 of
the Credit Agreement and such other documents and information as it has deemed appropriate to make
its own credit analysis and decision to enter into this Assignment and Acceptance; (b) agrees that
it will, independently and without reliance upon the Agent, the Assignor or any other Lender and
based on such documents and information as it shall deem appropriate at the time, continue to make
its own credit decisions in taking or not taking action under the Credit Agreement; (c) appoints
and authorizes the Agent to take such action on the Assignee’s behalf and to exercise such powers
under the Financing Agreements as are delegated




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to the Agent by the terms thereof, together with such powers as are reasonably incidental
thereto; (d) agrees that it will perform in accordance with their terms all of the obligations
which by the terms of the Credit Agreement and the other Financing Agreements are required to be
performed by the Assignee as a Lender; (e) (if such Assignee is a bank or financial institution
organized outside the United States) agrees that it will deliver to the Agent and the Borrower the
forms prescribed by the Internal Revenue Service of the United States (including without
limitation, Form W-8 BEN, Form W-8 ECI, or Form W-8 IMY) certifying such Assignee’s exemption from
United States withholding taxes with respect to all payments to be made to such Assignee under its
Notes and under any other Financing Agreement; and (f) specifies as its address for notices the
office set forth beneath its name on the signature pages hereof.



     4. The effective date for this Assignment and Acceptance shall be [Agent inserts date of
its acceptance] (the “Effective Date”). Following the execution of this Assignment and
Acceptance, it will be delivered to the Agent for acceptance and recording by the Agent.



     5. Upon such acceptance and recording, as of the Effective Date: (a) the Assignee shall be a
party to the Credit Agreement and, to the extent provided in this Assignment and Acceptance, shall
have the rights and obligations of a Lender thereunder and under the other Financing Agreements;
and (b) the Assignor shall, to the extent provided in this Assignment and Acceptance, relinquish
its rights and be released from its obligations under the Credit Agreement and the other Financing
Agreements and in the event that the Assignor has assigned to the Assignee hereunder all of its
rights and obligations under the Credit Agreement and the other Financing Agreements, the Assignor
shall cease to be a party to the Credit Agreement and such other Financing Agreements.



     6. Upon such acceptance and recording, from and after the Effective Date, the Agent shall make
all payments under the Credit Agreement in respect of the interest assigned hereby (including
without limitation, all payments of principal, interest and commitment fees with respect thereto)
to the Assignee. The Assignor and Assignee shall make all appropriate adjustments in payments under
the Credit Agreement for periods prior to the Effective Date directly between themselves.



     7. This Assignment and Acceptance shall be governed by, and construed in accordance with, the
laws of the State of Colorado.



     IN WITNESS WHEREOF, the parties hereto, by their respective officers thereunto duly
authorized, have executed this Assignment and Acceptance effective as of the day first written
above.



	 	 	 	 	 
	 	[NAME OF ASSIGNOR]

 	 
	 	By:  	 	 
	 	 	 	 
	 	Title:  	
 	 
	 	 	 	 
	 	 	 	 



- 62 -









 






	 	 	 	 	 



	 	 	 	 	 
	 	[NAME OF ASSIGNEE]

 	 
	 	By:  	 	 
	 	 	 	 
	 	Title:  	
 	 
	 	 	 	 
	 	 	 	 
	 



	 	 	 	 	 
	 	Address for Notices:

 	 
	 	 	 
	 	 	 	 
	 	
 	 
	 	 	 	 
	 	 	 	 



- 63 -









 






	 	 	 	 	 



Accepted this: [Insert Date].




	 	 	 	 	 
	 	U.S. BANK NATIONAL ASSOCIATION

950 Seventeenth Street, Suite 350

Denver, Colorado 80202

Telephone: (303) 585-4906

Facsimile: (303) 585-4732

 	 
	 	By:  	 	 
	 	 	 	 
	 	Its:  	
 	 
	 	 	 	 
	 	 	 	 
	 




- 64 -










 








Exhibit 1A to

Amended and Restated Credit Agreement




Acceptable Countries for Cash Against Document Sales

and Account Debtors Not Subject to Concentration Rule




Acceptable Countries for Cash Against Document Sales:




Australia

Austria

Belgium

Denmark

France

Germany

Greece

Hong Kong

Italy

Japan

Republic of Korea

Netherlands

Spain

Sweden

Taiwan

United Kingdom




Account Debtors Not Subject to Concentration Rule:




Walmart

COSTCO

Frito-lay

Safeway

Kraft

Super Value

SYSCO

US Food Service

Dreyer’s

Publix

Loblaws















 





Exhibit 2A to

Amended and Restated Credit Agreement




Form of Line of Credit Note




FORM OF LINE OF CREDIT NOTE




			
	$[Insert Amount]
	 	Denver, Colorado
	 
	 	July [Insert Date], 2006






     FOR VALUE RECEIVED, the undersigned JOHN B. SANFILIPPO & SON, INC., a Delaware corporation
(hereinafter referred to as “Borrower”), promises to pay to the order of [Insert Name of Lender]
(hereinafter referred to as “Lender”), at such place as U.S. Bank National Association, as agent
for the Lender, may designate, in lawful money of the United States of America and in immediately
available funds, the principal sum of [Insert Amount] ($[Insert Amount]) or so much thereof as may
be advanced and be outstanding, together with interest on any and all principal amounts outstanding
calculated in accordance with the provisions set forth below. This Note is issued under that
certain Amended and Restated Credit Agreement of even date herewith (as the same may be amended,
replaced, restated and/or supplemented from time to time, the “Credit Agreement”) between Borrower,
U.S. Bank National Association, a national banking association, as agent (the “Agent”), Lender and
the other lenders identified therein (collectively the “Lenders”).



     Capitalized terms used and not defined herein shall have the meanings given to such terms in
the Credit Agreement.



     The outstanding Loans hereunder shall be maintained as more fully provided in the Credit
Agreement. The Borrower shall have the right to make prepayments of principal only in accordance
with the Credit Agreement.



     Borrower shall pay interest on the unpaid principal amount of each Loan made by the Lender
from the date of such Loan until such principal amount shall be paid in full, at the times and at
the rates per annum set forth in the Credit Agreement.



     The unpaid balance of this obligation at any time shall be the total amounts advanced
hereunder by the Lender, together with accrued and unpaid interest, less the amount of payments
made hereon by or for the Borrower, which balance may be endorsed hereon from time to time by the
Lender.



     In addition to the repayment requirements imposed upon the Borrower under the Credit
Agreement, together with the agreements referred to therein, the principal and interest owing under
this Note shall be due and payable in full on the Maturity Date, without presentment, demand,
protest or further notice (including without limitation, notice of intent to accelerate and














 







notice of acceleration) of any kind, all of which are expressly waived by the Borrower. Time
is of the essence hereof.



     Interim payments made by Borrower pursuant to and in accordance with the Credit Agreement
shall be applied as provided therein.



     Should any Matured Default occur and be continuing, then all sums of principal and interest
outstanding hereunder may be declared immediately due and payable in accordance with the Credit
Agreement, without presentment, demand or notice of dishonor, all of which are expressly waived,
and the Lender may have no further obligation to make Loans pursuant to the terms of the Credit
Agreement.



     The obligations of the Borrower to the Lender hereunder and under the Credit Agreement are
secured by the Collateral granted to the Agent, for the ratable benefit of the Lenders pursuant to
and as set forth in the Credit Agreement.



     This Note shall be construed in accordance with the laws of the State of Colorado.



	 
	JOHN B. SANFILIPPO & SON, INC., a Delaware
corporation

	 

	By                                                             

	   Its                                                             


















 






Exhibit 2B to

Amended and Restated Credit Agreement



Form of Notice of Conversion/Continuation




NOTICE OF CONVERSION/CONTINUATION




     Pursuant to the Amended and Restated Credit Agreement dated as of July 25, 2006 (said
Amended and Restated Credit Agreement, as amended, supplemented, or otherwise modified to the date
hereof, being the “Credit Agreement”), by and among JOHN B. SANFILIPPO & SON, INC., a Delaware
corporation (“Borrower”), THE FINANCIAL INSTITUTIONS PARTY THERETO as Lenders (“Lenders”), and U.S.
BANK NATIONAL ASSOCIATION, as agent for Lenders, Borrower requests that a loan be made according to
the information below.



     Terms defined in the Credit Agreement and not otherwise defined herein are used herein with
the meanings so defined.



     Conversion of Prime Rate Loan for New LIBOR Rate Loan



	 	 	 	 	 
	Facility:
	 	 	 	 
	 
	 	 	 	 
	 
	 	 	 	 
	Amount to convert for new LIBOR Rate Loan:
	 	 	$	 
	 
	 	 	 	 
	 
	 	 	 	 
	Initial LIBOR Interest Period requested:
	 	 	 	 
	 
	 	 	 	 
	 
	 	 	 	 
	Requested date of conversion:
	 	 	 	 
	 
	 	 	 	 





     Total Conversion of LIBOR Rate Loan for New Prime Rate Loan



	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	Facility:
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	Amount of LIBOR Rate Loan:
	 	 	 	 	 	 	$	 
	 
	 	 	 	 	 	 	 	 
















 






     Continuation/Conversion of LIBOR Rate Loan



	 	 	 	 	 
	Facility:
	 	 	 	 
	 
	 	 	 	 
	Amount of existing LIBOR Rate Loan:
	 	 	$	 
	 
	 	 	 	 
	Conversion from Prime Rate Loan, if applicable:
	 	 	$	 
	 
	 	 	 	 
	Conversion to Prime Rate Loan, if applicable:
	 	 	$	 
	 
	 	 	 	 
	Amount to remain as LIBOR Rate Loan:
	 	 	$	 
	 
	 	 	 	 
	Maturity date of existing LIBOR Interest Period:
	 	 	 	 
	 
	 	 	 	 
	New LIBOR Interest Period requested:
	 	 	 	 
	 
	 	 	 	 





     The undersigned officer, to the best of his or her knowledge, and Borrower certify that
no Default or Event of Default has occurred and is continuing under the Credit Agreement.



     DATED:                                                               
                  



	 	 	 	 	 
	JOHN B. SANFILIPPO & SON, INC.
	 
	 	 	 	 
	By
	 	 	 	 
	 	 	 
	 
	 	 	 	 
	    

	 	Title	 	 
	 

	 	 	 	 
















 






Exhibit 3A to

Amended and Restated Credit Agreement




List of Closing Documents





	1.	 	This Amended and Restated Credit Agreement
	 
	2.	 	The Line of Credit Notes
	 
	3.	 	The Security Agreement
	 
	4.	 	The mortgage (covering the real property in Kane County, Illinois) and the deed of trust
(covering the real property in Merced County, California)
	 
	5.	 	Commitment for a Mortgagee’s Title Insurance Policy, with all endorsements as required by the
Agent (minimum is Variable Rate, Future Advance and Last Dollar) providing total coverage of
$65,000,000 with respect to the property covered by the mortgage and the deed of trust
	 
	6.	 	ALTA Survey with Flood Plain designations with respect to the property covered by the
mortgage and a Survey with Flood Plain designations with respect to the property covered by
the deed of trust
	 
	7.	 	Phase I Environmental Assessment Report with respect to the property covered by the mortgage
and the deed of trust
	 
	8.	 	An “As-is” appraisals of the with respect to the property covered by the mortgage and the
deed of trust which shall contain a certification that the appraiser’s analysis, opinions, and
conclusions conform with the regulations promulgated by the Office of the Comptroller of the
Currency under Title XI of the Federal Financial Institutions Reform, Recovery, and
Enforcement Act of 1989, as well as the Uniform Standards of Professional Appraisal Practice
of the Appraisal Foundation and the Appraisal Institute
	 
	9.	 	The Intercreditor Agreement
	 
	10.	 	UCC Search Report
	 
	11.	 	UCC-1 Financing Statement
	 
	12.	 	Secretary’s Certificate as to Directors’ Resolutions
	 
	13.	 	Certificate of Good Standing
	 
	14.	 	Articles of Incorporation















 












	15.	 	Bylaws
	 
	16.	 	Opinions of Legal Counsel
	 
	17.	 	Certificates of Insurance
	 
	18.	 	Notice of Authorized Borrowers
	 
	19.	 	Deposit Account Control Agreement with LaSalle Bank National Association
	 
	20.	 	Trademark License Agreement















 











Exhibit 4A to

Amended and Restated Credit Agreement




Disclosure Schedule




	 	 	 
	Part 1:

	 	 Judgments, Litigation, Claims and Proceedings
	 
	 

	 	None.
	 
	Part 2:

	 	Defaults and Disputes
	 
	 

	 	None.
	 
	Part 3:

	 	Licenses, Patents, Copyrights, Trademarks, Trade Names and Applications
	 
	 

	 	See Attached.

















 






Continuation of Exhibit 4A to

Amended and Restated Credit Agreement




Disclosure Schedule (Continued)




	 	 	 
	Part 4:

	 	Tax Liability Claims 
	 
	 

	 	None.
	 
	Part 5:

	 	Other Indebtedness






	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Outstanding	 	Description of
	Indebtedness	 	Nature of Indebtedness	 	Obligor	 	6/29/06	 	any Lien
	Long Term Notes

(various lenders)

	 	Financing for new facility

consolidation project
	 	Borrower
	 	 	61,338,889	 	 	None.
	IRB Financing
Irrevocable LC for
$6,035,864.71

	 	Used to finance the
construction and equipping
of Borrower’s Bainbridge
Georgia facility
	 	Borrower
	 	 	5,865,000	 	 	Security interest
granted in
equipment and
buildings.
	Capital Equipment

Leases

	 	Leases for Equipment
	 	Borrower
	 	 	120,486	 	 	Security interest
in equipment.
	Standby Letters of
Credit

	 	Primarily insurance related
	 	Borrower
	 	 	3,194,280	 	 	None.

















 






Part 6: Other Names Used by Borrower




1. John B. Sanfilippo & Son, Inc.

2. Sunshine Nut Co., Inc.

3. The Home Economist

4. JBS International, Inc.

5. Chicago’s Hometown Nut















 





Continuation of Exhibit 4A to

Amended and Restated Credit Agreement




Disclosure Schedule (Continued)




Part 7: Affiliates





	1.	 	Heartland Advisors, Inc. owns approximately ten percent (10%) of the Borrower’s common stock.
	 
	2.	 	The Baupost Group LLC owns approximately ten percent (10%) of the Borrower’s common stock.
	 
	3.	 	Marian R. Sanfilippo is a member of the Sanfilippo control group.
	 
	4.	 	Lisa A. Evon is a member of the Sanfilippo control group.





Part 8: Environmental Matters



All
matters disclosed on that certain Phase I environmental site
assessment dated as of November 15, 2004
and prepared by Pioneer Engineering & Environmental Service, Inc. with respect to the real property in Kane County, Illinois, and that
certain Phase I environmental site assessment dated as of June 28,
2006 and prepared by
Anton Geological with respect to the real property in Merced County, California.















 








Exhibit 5A to

Amended and Restated Credit Agreement




Compliance Certificate




         Pursuant to Section 5.1 of the Amended And Restated Credit Agreement dated July
[Insert Date], 2006 (as may be amended, replaced, restated or supplemented from time to time, the
“Credit Agreement”) by and between John B. Sanfilippo & Son, Inc., a Delaware corporation
(“Borrower”), the financial institutions party to the Credit Agreement (collectively the “Lenders”)
and U.S. Bank National Association in its capacity as the Agent (the “Agent”), the undersigned
certifies to the Agent and the Lenders as follows:




	1.	 	The financial statements of Borrower, attached hereto, for the period ending 
 (the “Financial Statements”), have been prepared in accordance with
the requirements of Section 5.1 of the Credit Agreement and have been delivered on or
before the date they are due.
	 
	2.	 	The representations and warranties contained in Section 4 of the Credit Agreement are
true and correct as of the date hereof (subject to the qualifications set forth therein).
	 
	3.	 	Borrower is in compliance with all of the affirmative and negative covenants set forth in
Sections 5 and 6 of the Credit Agreement as of the date hereof.
	 
	4.	 	Specifically, as of the date of the Financial Statements:






	 	a.	 	At the end of each month Borrower’s “Working Capital” (as described in the
Credit Agreement) is required not to be less than $75,000,000; Borrower’s actual
Working Capital as so described is $_________.






In Compliance:             Yes ___      No ___














 






	 	b.	 	At the end of each month Borrower’s “Adjusted Borrowing Base Limit II” (as
described in the Credit Agreement) is required not to be less than $10,000,000;
Borrower’s actual Adjusted Borrowing Base Limit II as so described is $_________.






In Compliance:       Yes ___      No ___




	 	c.	 	At the end of each fiscal quarter at which Borrower’s “Adjusted Borrowing Base
Limit III” (as described in the Credit Agreement) is less than $20,000,000, Borrower’s
“Fixed Charge Coverage Ratio“ (as described in the Credit Agreement) is required not to
be less than 1.10 to 1; Borrower’s actual Adjusted Borrowing Base Limit III as so
described is $_________, and, if applicable, Borrower’s actual Fixed Charge
Coverage Ratio as so described is _________.





In Compliance:             Yes ___      No ___





	 	d.	 	Borrower is not allowed to: (i) purchase, invest in or otherwise acquire
(including acquisitions through capitalized leases) additional real estate, equipment
or other fixed assets in connection with the Project (as described in the Credit
Agreement), in excess $110,000,000, in aggregate, over fiscal years 2004 through and
including 2008 (“Project Related Capital Expenditures”) or (ii) purchase, invest in or
otherwise acquire (including acquisitions through capitalized leases) additional real
estate, equipment or other fixed assets (including Project Related Capital
Expenditures) in any fiscal year, in an amount in excess of $13,000,000 in the
aggregate in any such fiscal year; it being agreed that the maximum permissible
expenditures in clauses (i) and (ii) shall be cumulative and expenditures under one
clause shall not reduce the permitted amounts expendable under the other clause;
Borrower’s actual year-to-date Project Related Capital
Expenditures are $_________ and
Borrower’s other actual year-to-date capital expenditures as so described are
$_________.





In Compliance:             Yes ___      No ___





	 	e.	 	The Applicable Margin (as described in the Credit Agreement) is determined in
accordance with a Financial Performance Level (as described in the Credit Agreement),
which, in turn, is determined by the Borrower’s “Adjusted Borrowing Base Limit I” (as
described in the Credit Agreement). As of
_________ (the most recent fiscal
quarter end), Borrower’s actual Adjusted Borrowing Base Limit I as so described was
$_________ and the Financial Performance Level was _________.















 












	5.	 	All adjustments and calculations related to the amounts set forth in each of 4a through 4e
are attached hereto.





Dated: _____________________, 200__




	 	 	 	 
	JOHN B. SANFILIPPO & SON, INC.	 
	 
	 	 
	By
	 	 	 
	 

	 	 
	Its:
	 	 
	 

	 	 
















 






Schedule 4.a. Working Capital




	 	 	 	 	 
	Current Assets
	 	 	$	 
	 
	 	 	 	 
	Minus Current Liabilities
	 	 	$	 
	 
	 	 	 	 
	Working Capital
	 	 	$	 
	 
	 	 	 	 





Calculated in accordance with the following:



“Working Capital” shall mean as of any particular date, Borrower’s combined current assets,
less Borrower’s combined current liabilities determined in accordance with GAAP, provided, however
(a) temporary long-term debt reclassifications as current liabilities (including during a Sharing
Period) shall not be included as current liabilities, and (b) the aggregate amount of Loans
outstanding shall be included as current liabilities regardless of their maturity.




Schedule 4.b. Adjusted Borrowing Base Limit II




	 	 	 	 	 
	Line of Credit Loan Commitment
	 	 	$	 
	 
	 	 	 	 
	Borrowing Base Limit (Borrowing Base minus outstanding Liabilities)
	 	 	$	 
	 
	 	 	 	 
	Available Amount (Commitment minus outstanding Liabilities)
	 	 	$	 
	 
	 	 	 	 
	Adjusted Borrowing Base Limit II
	 	 	$	 
	 
	 	 	 	 





Calculated in accordance with the following:



“Adjusted Borrowing Base Limit II” shall mean, at any time, (a) prior to any increase of
the total amount of the Line of Credit Loan Commitment per Section 8.30(b) an amount equal
to the lesser of (i) the Borrowing Base Limit, or (ii) the Available Amount plus the lesser of (A)
the positive difference, if any, of the Borrowing Base minus the total amount of the Line of Credit
Loan Commitment, or (B) $10,000,000, or (b) after any increase of the total amount of the Line of
Credit Loan Commitment per Section 8.30(b) an amount equal to the lesser of (i) the
Borrowing Base Limit, or (ii) the Available Amount.















 








	 	 	 
	Schedule 4.c.

	 	Fixed Charge Coverage Ratio
	 

	 	If Adjusted Borrowing Base Limit III is less than $20,000,000






	 	 	 	 	 
	Line of Credit Loan Commitment
	 	 	$	 
	 
	 	 	 	 
	Borrowing Base Limit (Borrowing Base minus outstanding Liabilities)
	 	 	$	 
	 
	 	 	 	 
	Available Amount (Commitment minus outstanding Liabilities)
	 	 	$	 
	Adjusted Borrowing Base Limit III
	 	 	$	 
	 
	 	 	 	 





Calculated in accordance with the following:



“Adjusted Borrowing Base Limit III” shall mean, at any time, (a) prior to any increase of
the total amount of the Line of Credit Loan Commitment per Section 8.30(b) an amount equal
to the lesser of (i) the Borrowing Base Limit, or (ii) the Available Amount plus the lesser of (A)
the positive difference, if any, of the Borrowing Base minus the total amount of the Line of Credit
Loan Commitment, or (B) $20,000,000, or (b) after any increase of the total amount of the Line of
Credit Loan Commitment per Section 8.30(b) an amount equal to the lesser of (i) the
Borrowing Base Limit, or (ii) the Available Amount.




	 	 	 	 	 	 	 	 	 
	Net Income
	 	 	 	 	 	 	$	 
	 
	 	 	 	 	 	 	 	 
	Plus Provision For Income Taxes
	 	 	 	 	 	 	$	 
	 
	 	 	 	 	 	 	 	 
	Plus Interest Expense
	 	 	 	 	 	 	$	 
	 
	 	 	 	 	 	 	 	 
	Plus Depreciation Expense
	 	 	 	 	 	 	$	 
	 
	 	 	 	 	 	 	 	 
	Plus Amortization Expense
	 	 	 	 	 	 	$	 
	 
	 	 	 	 	 	 	 	 
	Plus Other Non-cash Expenses or Charges
	 	 	 	 	 	 	$	 
	 
	 	 	 	 	 	 	 	 
	Minus Non-Operating Gains
	 	 	 	 	 	 	$	 
	 
	 	 	 	 	 	 	 	 
	Plus Non-Operating Losses
	 	 	 	 	 	 	$	 
	 
	 	 	 	 	 	 	 	 
	EBITDA
	 	 	 	 	 	 	$	 
	 
	 	 	 	 	 	 	 	 
	Minus Cash Income Taxes Paid
	 	 	 	 	 	 	$	 
	 
	 	 	 	 	 	 	 	 
	Minus Cash Dividends and/or Amounts Paid to Redeem Stock
	 	 	 	 	 	 	$	 
	 
	 	 	 	 	 	 	 	 
	Minus the Lesser of:
	 	 	 	 	 	 	 	 
	Capital Expenditures
	 	 	$	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	Depreciation Expense
	 	 	$	 	 	 	$	 
	 
	 	 	 	 	 	 	 	 
	Plus Rent and Other Lease Expense
	 	 	 	 	 	 	$	 
	 
	 	 	 	 	 	 	 	 
	Unallocated EBITDA
	 	 	 	 	 	 	$	 
	 
	 	 	 	 	 	 	 	 
	Principal Due or Paid On Long Term Debt
	 	 	$	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	Plus Cash Interest Paid
	 	 	$	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	Plus Rent and Other Lease Expense
	 	 	$	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	Divided By Total

	 	 	 	 	 	 	$	 
	 
	 	 	 	 	 	 	 	 
	Fixed Charge Coverage Ratio
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
















 







Schedule 4.d. Capital Expenditure Limitations




Listing of Project Related Capital Expenditures:




	 	 	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 
	Total Project Related Capital Expenditures	 	 	$	 	 
	 
	 	 	 	 	 	 





Listing of Other Capital Expenditures:




	 	 	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	$	 	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 
	Total Other Capital Expenditures	 	 	$	 	 
	 
	 	 	 	 	 	 






 









 








Schedule 4.e. Financial Performance Level




	 	 	 	 	 
	Line of Credit Loan Commitment
	 	 	$	 
	 
	 	 	 	 
	Borrowing Base Limit (Borrowing Base minus outstanding Liabilities)
	 	 	$	 
	 
	 	 	 	 
	Available Amount (Commitment minus outstanding Liabilities)
	 	 	$	 
	 
	 	 	 	 
	Adjusted Borrowing Base Limit I
	 	 	$	 
	 
	 	 	 	 





Calculated in accordance with the following:



“Adjusted Borrowing Base Limit I” shall mean, at any time, (a) prior to any increase of the
total amount of the Line of Credit Loan Commitment per Section 8.30(b) an amount equal to
the lesser of (i) the Borrowing Base Limit, or (ii) the Available Amount plus the lesser of (A) the
positive difference, if any, of the Borrowing Base minus the total amount of the Line of Credit
Loan Commitment, or (B) $25,000,000, or (b) after any increase of the total amount of the Line of
Credit Loan Commitment per Section 8.30(b) an amount equal to the lesser of (i) the
Borrowing Base Limit, or (ii) the Available Amount.




	 	 	 
	Financial	 	 
	Performance	 	 
	Level	 	Adjusted Borrowing Base Limit I
	Level 1

	 	Less than or equal to $20,000,000
	Level 2

	 	Less than or equal to $40,000,000 but greater than $20,000,000
	Level 3

	 	Less than or equal to $60,000,000 but greater than $40,000,000
	Level 4

	 	Less than or equal to $80,000,000 but greater than $60,000,000
	Level 5

	 	Greater than $80,000,000






Financial Performance Level Is                                                    





 










 








Exhibit 6A to

Amended and Restated Credit Agreement




Permitted Dispositions of Property




Dispositions of property as described as part of the Project.





 










 








AMENDED AND RESTATED CREDIT AGREEMENT




BETWEEN




U.S. BANK NATIONAL ASSOCIATION AS AGENT AND LENDER




THE OTHER FINANCIAL INSITUTIONS AS LENDERS




AND




JOHN B. SANFILIPPO & SON, INC.




Dated as of July 25, 2006






 











 







     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 1






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	BAKING CLASSICS	 	3159511553B/	 	76/977077	 	 	 	 	 	2909153	 	Registered
	 
	 	 	 	 	 	United States of America	 	11-May-2001	 	11-Dec-2001
	 	07-Dec-2004	 	07-Dec-2014
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.
	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	Shelled nuts and flaked and prepared coconut.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	BAYOU BLEND
	 	 	 	 	 	3159511308/	 	75/11 5602	 	 	 	 	 	2145318	 	Registered
	 
	 	 	 	 	 	United States of America	 	07-Jun-1996	 	24-Jun-1997
	 	17-Mar-1998	 	17-Mar-2008
	 
	 	Class(es):	 	30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.
	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	Snack mix consisting primarily of sesame sticks, cajun-seasoned sesame sticks and toffee-coated peanuts, and also
containing processed peanuts.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	CHEF’S NATURALS
	 	 	 	 	 	3159511278/	 	75/106271	 	 	 	 	 	2148221	 	Registered
	 
	 	 	 	 	 	United States of America	 	20-May-1996	 	18-Mar-1997
	 	31-Mar-1998	 	31-Mar-2008
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.
	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	Shelled nuts.	 	 	 	 	 	 	 	 	 	 






 









 





     



					
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	 	Trademark List
	 	Page: 2






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	CHICAGO’S HOMETOWN NUT	 	3159511618/	 	78/259471	 	 	 	 	 	2826758	 	Registered
	 
	 	 	 	 	 	United States of America	 	06-Jun-2003	 	 	 	 	 	23-Mar-2004	 	23-Mar-2014
	 
	 	Class(es):	 	29, 30, 31	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.
	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Shelled and roasted nuts; snack mixes consisting primarily of processed nuts; candied nuts; processed
flavored nuts. 30/Chocolate covered nuts. 31/Unprocessed and unshelled nuts and seeds.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	Design of Three Trees
	 	 	 	 	 	3159510360/	 	74/088841	 	 	 	 	 	1683893	 	Registered
	 
	 	 	 	 	 	United States of America	 	17-Aug-1990	 	 	 	 	 	21 -Apr- 1992	 	21-Apr-2012
	 
	 	Class(es):	 	29, 30, 31	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.
	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Processed nuts and
dried fruits.

	 	 	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn,
pretzels, cookies, and
granola based snack
foods. 

	 	 	 	 	 	 	31/Unprocessed seeds. 

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	EVON’S
	 	 	 	 	 	3159510271/	 	796912	 	 	 	 	 	505515	 	Registered
	 
	 	 	 	 	 	Canada	 	08-Nov-l995	 	 	 	 	 	15-Dec-l998	 	15-Dec-2013
	 
	 	Class(es):	 	29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc. 
	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Scott & Aylen	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.
	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510220	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	Processed nuts and dried fruits: candies, candied and chocolate covered nuts, candied fruits, cheese puffs,
corn puffs, popped
popcorn, pretzels, cookies and granola-based snack foods. Processed nuts and dried fruits; candies, candied
and chocolate covered
nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzels, cookies and granola-based snack
foods: unprocessed seeds.







 









 





     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 3






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	EVON’S	 	3159510271/3	 	485-10	 	 	 	 	 	935	 	Registered
	 	 	 	 	 	 	Ecuador
	 	23-Jun-1994	 	 	 	 	 	14-Jul-1995	 	14-Jul-2015
	 	 	Class(es):	 	31
	 	 	 	Attorney(s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo
& Son, Inc.

	 	Client Ref:	 	 	 	 
	 	 	Agent Name:	 	Cavelier Abogados
	 	 	 	Agent Ref:	 	 	 	 
	 	 	Owner Name:	 	John B. Sanfilippo
& Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159510190C
	 	 	 	Resp. Office:     	 	IL	 	 
	 	 	Goods:	 	All the products of class 31 international including
unprocessed seeds.


	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 
	 
	EVON’S	 	 	 	 	 	3159510271/1
	 	485-11	 	 	 	 	 	937	 	Registered
	 	 	 	 	 	 	Ecuador
	 	23-Jun-1994	 	 	 	 	 	14-Jul-1995	 	14-Jul-2015
	 	 	Class(es):	 	29
	 	 	 	Attorney(s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo
& Son, Inc.

	 	Client Ref:	 	 	 	 
	 	 	Agent Name:	 	Cavelier Abogados
	 	 	 	Agent Ref:	 	 	 	 
	 	 	Owner Name:	 	John B. Sanfilippo
& Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159510190A
	 	 	 	Resp. Office:     	 	IL	 	 
	 	 	Goods:	 	All the products of class 29 including processed nuts and dried
fruits.


	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 
	 
	EVON’S	 	 	 	 	 	3159510271/2
	 	485-09	 	 	 	 	 	936	 	Registered
	 	 	 	 	 	 	Ecuador
	 	23-Jun-1994	 	 	 	 	 	14-Jul-1995	 	14-Jul-2015
	 	 	Class(es):	 	30
	 	 	 	Attorney(s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo
& Son, Inc.

	 	Client Ref:	 	 	 	 
	 	 	Agent Name:	 	 
	 	Agent Ref:	 	 	 	 
	 	 	Owner Name:	 	John B. Sanfilippo
& Son, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159510190B
	 	 	 	Resp. Office:      	 	IL	 	 
	 	 	Goods:	 	All products in international class 30, mainly candies, candied and chocolate covered nuts, candied
fruits, cheese puffs, corn puffs, popped popcorn, pretzels, cookies and granola-based snack foods and
all the products of the class.








 









 





     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 4






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	EVON’S	 	 	 	 	 	3159510271/
	 	65335/94	 	 	 	 	 	3340279	 	Registered
	 	 	 	 	 	 	Japan
	 	30-Jun-1994	 	19-Mar-1997	 	15-Aug-1997	 	15-Aug-2007
	 	 	Class(es):	 	29
	 	 	 	Attorney(s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo &
Son, Inc.

	 	Client Ref:	 	 	 	 
	 	 	Agent Name:	 	Asamura Patent Office
	 	 	 	Agent Ref:	 	 	 	 
	 	 	Owner Name:	 	John B. Sanfilippo &
Son, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	 	Related Case No,	 	3159510174
	 	 	 	Resp. Office:     	 	IL	 	 
	 	 	Goods:	 	Processed vegetables and processed fruit.


	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 
	 
	EVON’S	 	 	 	 	 	3159510271/1
	 	74/088869	 	07-Apr-1992	 	1697799	 	Registered
	 	 	 	 	 	 	United States of America
	 	17-Aug-1990	 	 	 	 	 	30-Jun-l992	 	30-Jun-2012
	 	 	Class(es):	 	29, 30, 31
	 	 	 	Attorney(s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo &
Son, Inc.

	 	Client Ref:	 	 	 	 
	 	 	Agent Name:	 	 
	 	 	 	Agent Ref:	 	 	 	 
	 	 	Owner Name:	 	John B. Sanfilippo &
Son, Inc.
	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 
	 	 	 	Resp. Office:     	 	IL	 	 
	 	 	Goods:	 	29/Processed nuts and
dried fruits.


	 	 	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzels, cookies, and
granola-based snack
foods.

	 	 	 	 	 	 	31/Unprocessed seeds.

	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 
	 
	EVON’S (with 3
Trees) Design	 	3159510263/	 	74/088864	 	 	 	 	 	1697798	 	Registered
	 	 	 	 	 	 	United States of America
	 	17-Aug-1990	 	07- Apr- 1992	 	30-Jun-1992	 	30-Jun-2012
	 	 	Class(es):	 	29, 30, 31
	 	 	 	Attorney(s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo &
Son, Inc.

	 	Client Ref:	 	 	 	 
	 	 	Agent Name:	 	 
	 	 	 	Agent Ref:	 	 	 	 
	 	 	Owner Name:	 	John B. Sanfilippo &
Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 
	 	 	 	Resp. Office:     	 	IL	 	 
	 	 	Goods:	 	29/Processed nuts and
dried fruits.


	 	 	 	 	 	 	30/Candies, candied and chocolate Covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzels, cookies, and
granola based snack
foods.

	 	 	 	 	 	 	31/Unprocessed seeds.







 









 





     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 5






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER	 	 	 	 	 	3159510867/
	 	 	 	 	 	 	 	3099	 	Registered
	 	 	 	 	 	 	Antigua and Barbuda
	 	 	 	 	 	 	 	28-Dec-1988	 	27-Dec-2016
	 	 	Class(es):	 	42
	 	 	 	Attorney (s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo
& Son, Inc.

	 	Client Ref:	 	 	 	 
	 	 	Agent Name:	 	Christian, Lovell,
Walwyn & Co.

	 	Agent Ref:	 	 	 	 
	 	 	Owner Name:	 	John B. Sanfilippo
& Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159511316
	 	 	 	Resp. Office:     	 	IL	 	 
	 	 	Goods:	 	Nuts (shelled, roasted or otherwise processed).


	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 
	 
	FISHER	 	 	 	 	 	3159510867/
	 	37796	 	 	 	 	 	37796	 	Registered
	 	 	 	 	 	 	Austria
	 	01-Apr-1996	 	25-Jul-1998
	 	22-Apr-1999	 	01-Apr-2016
	 	 	Class(es):	 	29
	 	 	 	Attorney (s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo
& Son, Inc.

	 	Client Ref:	 	Pocket 1	 	 
	 	 	Agent Name:	 	Gevers & Partners
	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 	 	Owner Name:	 	John B. Sanfilippo
& Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159511103
	 	 	 	Resp. Office:     	 	IL	 	 
	 	 	Goods:	 	Snack mixes containing nuts and fruits.


	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 
	 
	FISHER	 	 	 	 	 	3159510867/
	 	37796	 	 	 	 	 	37796	 	Registered
	 	 	 	 	 	 	Benelux
	 	01-Apr-1996	 	25-Jul-1998
	 	22-Apr-1999	 	01-Apr-2016
	 	 	Class(es):	 	29
	 	 	 	Attorney (s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo
& Son, Inc.

	 	Client Ref:	 	Pocket 1	 	 
	 	 	Agent Name:	 	Gevers & Partners
	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 	 	Owner Name:	 	John B. Sanfilippo
& Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159511103
	 	 	 	Resp. Office:     	 	IL	 	 
	 	 	Goods:	 	Snack mixes containing nuts and fruits.








 









 





     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 6






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER	 	 	 	 	 	3159510867/
	 	20125	 	 	 	 	 	B20125	 	Registered
	 	 	 	 	 	 	Bermuda
	 	28-Jun-1988	 	 	 	 	 	07-May-1990	 	28-Jun-2009
	 	 	Class(es):	 	29
	 	 	 	Attorney(s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo
& Son, Inc.

	 	Client Ref:	 	 	 	 
	 	 	Agent Name:	 	Hallett, Whitney &
Patton

	 	Agent Ref:	 	 	 	 
	 	 	Owner Name:	 	The Procter &
Gamble Company

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159510697
	 	 	 	Resp. Office:     	 	IL	 	 
	 	 	Goods:	 	Snack mix containing primarily of processed fruits and processed
nuts.


	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 
	 
	FISHER	 	 	 	 	 	3159510735/
	 	3613	 	 	 	 	 	3611	 	Registered
	 	 	 	 	 	 	Cambodia
	 	14-Sep-1993	 	 	 	 	 	23-Nov-1993	 	14-Sep-2013
	 	 	Class(es):	 	29
	 	 	 	Attorney(s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo
& Son, Inc.

	 	Client Ref:	 	 	 	 
	 	 	Agent Name:	 	Domnern Somgian &
Boonma

	 	Agent Ref:	 	 	 	 
	 	 	Owner Name:	 	John B. Sanfilippo
& Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159510735
	 	 	 	Resp. Office:     	 	II.	 	 
	 	 	Goods:	 	Meat, fish, poultry and game: meat extracts; preserved, dried and cooked fruits and vegetables; jellies;
jams, fruit sauces; eggs, milk and milk products; edible oils an fats.


	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 
	 
	FISHER	 	 	 	 	 	3159510867/
	 	810018	 	 	 	 	 	511757	 	Registered
	 	 	 	 	 	 	Canada
	 	16-Apr-1996	 	 	 	 	 	12-May-l999	 	12-May-2014
	 	 	Class(es):	 	 
	 	 	 	Attorney (s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo
& Son, Inc.

	 	Client Ref:	 	 	 	 
	 	 	Agent Name:	 	Scott & Aylen
	 	 	 	Agent Ref:	 	TM 40650-1	 	 
	 	 	Owner Name:	 	John R. Sanfilippo
& Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159511120
	 	 	 	Resp. Office:     	 	IL	 	 
	 	 	Goods:	 	Snack mix consisting primarily of processed fruits and processed nuts; snack mixes consisting primarily of
wheat or rice and also containing processed nuts.








 









 





     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 7






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER	 	 	 	 	 	3159510867/
	 	37796	 	 	 	 	 	37796	 	Registered
	 	 	 	 	 	 	Cyprus, Republic of
	 	01-Apr-1996	 	25-Jul-1998
	 	22-Apr-1999	 	01-Apr-2016
	 	 	Class(es):	 	29
	 	 	 	Attorney(s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo
& Son, Inc.

	 	Client Ref:	 	Pocket 1	 	 
	 	 	Agent Name:	 	Gevers & Partners
	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 	 	Owner Name:	 	John B. Sanfilippo
& Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159511103
	 	 	 	Resp. Office:     	 	IL	 	 
	 	 	Goods:	 	Snack mixes containing nuts and fruits.


	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 
	 
	FISHER	 	 	 	 	 	3159510867/
	 	37796	 	 	 	 	 	37796	 	Registered
	 	 	 	 	 	 	Czech Republic
	 	01-Apr-1996	 	25-Jul-1998
	 	22-Apr-1999	 	01-Apr-2016
	 	 	Class(es):	 	29
	 	 	 	Attorney(s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo
& Son, Inc.

	 	Client Ref:	 	Pocket 1	 	 
	 	 	Agent Name:	 	Gevers & Partners
	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 	 	Owner Name:	 	John B. Sanfilippo
& Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159511103
	 	 	 	Resp. Office:     	 	IL	 	 
	 	 	Goods:	 	Snack mixes containing nuts and fruits.


	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 
	 
	FISHER	 	 	 	 	 	3159510867/
	 	37796	 	 	 	 	 	37796	 	Registered
	 	 	 	 	 	 	Denmark
	 	01-Apr-1996	 	25-Jul-1998
	 	22-Apr-1999	 	01-Apr-2016
	 	 	Class(es):	 	29
	 	 	 	Attorney(s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo
& Son, Inc.

	 	Client Ref:	 	Pocket 1	 	 
	 	 	Agent Name:	 	Gevers & Partners
	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 	 	Owner Name:	 	John B. Sanfilippo
& Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159511103
	 	 	 	Resp. Office:      	 	IL	 	 
	 	 	Goods:	 	Snack mixes containing nuts and fruits.








 









 





     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 8






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER	 	 	 	 	 	3159510867/
	 	 	 	 	 	 	 	49810	 	Registered
	 	 	 	 	 	 	Dominican Republic
	 	25-Jul-1990	 	 	 	 	 	16-Oct-1990	 	16-Oct-2010
	 	 	Class(es):	 	55
	 	 	 	Attorney(s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo &
Son, Inc.

	 	Client Ref:	 	 	 	 
	 	 	Agent Name:	 	Jorge Mera & Villegas
	 	 	 	Agent Ref:	 	 	 	 
	 	 	Owner Name:	 	John B. Sanfilippo &
Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159510760
	 	 	 	Resp. Office:    	 	IL	 	 
	 	 	Goods:	 	Assorted nuts.

	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 
	 
	FISHER	 	 	 	 	 	3159510867/
	 	37796	 	 	 	 	 	37796	 	Registered
	 	 	 	 	 	 	Estonia
	 	01-Apr-1996	 	25-Jul-1998
	 	22-Apr-1999	 	0l-Apr-2016
	 	 	Class(es):	 	29
	 	 	 	Attorney(s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo &
Son, Inc.

	 	Client Ref:	 	Pocket 1	 	 
	 	 	Agent Name:	 	Gevers & Partners
	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 	 	Owner Name:	 	John B. Sanfilippo &
Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159511103
	 	 	 	Resp. Office:      	 	IL	 	 
	 	 	Goods:	 	Snack mixes containing nuts and fruits.


	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 
	 
	FISHER	 	 	 	 	 	3159510867/
	 	37796	 	 	 	 	 	37796	 	Registered
	 	 	 	 	 	 	European Community
	 	01-Apr-1996	 	25-Jul-1998
	 	22-Apr-1999	 	01-Apr-2016
	 	 	Class(es):	 	29
	 	 	 	Attorney(s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo &
Son, Inc.

	 	Client Ref:	 	Pocket 1	 	 
	 	 	Agent Name:	 	Gevers & Partners
	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 	 	Owner Name:	 	John B. Sanfilippo &
Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159511103
	 	 	 	Resp. Office:      	 	IL	 	 
	 	 	Goods:	 	Snack mixes containing nuts and fruits.








 









 





     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 9






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER	 	 	 	 	 	3159510867/
	 	37796	 	 	 	 	 	37796	 	Registered
	 	 	 	 	 	 	Finland
	 	01-Apr-1996	 	25-Jul-1998
	 	22-Apr-1999	 	01-Apr-2016
	 	 	Class(es):	 	29
	 	 	 	Attorney (s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo
& Son, Inc.

	 	Client Ref:	 	Pocket 1	 	 
	 	 	Agent Name:	 	Gevers & Partners
	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 	 	Owner Name:	 	John B. Sanfilippo
& Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159511103/
	 	 	 	Resp. Office:     	 	IL	 	 
	 	 	Goods:	 	Snack mixes containing nuts and fruits.


	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 
	 
	FISHER	 	 	 	 	 	3159510867/
	 	37796	 	 	 	 	 	37796	 	Registered
	 	 	 	 	 	 	France
	 	01-Apr-1996	 	25-Jul-1998
	 	22-Apr-1999	 	01-Apr-2016
	 	 	Class(es):	 	29
	 	 	 	Attorney(s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo
& Son, Inc.

	 	Client Ref:	 	Pocket 1	 	 
	 	 	Agent Name:	 	Gevers & Partners
	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 	 	Owner Name:	 	John B. Sanfilippo
& Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159511103
	 	 	 	Resp. Office:     	 	IL	 	 
	 	 	Goods:	 	Snack mixes containing nuts and fruits.


	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 
	 
	FISHER	 	 	 	 	 	31595108677/
	 	37796	 	 	 	 	 	37796	 	Registered
	 	 	 	 	 	 	Germany
	 	01-Apr-1996	 	25-Jul-1998
	 	22-Apr-1999	 	01-Apr-2016
	 	 	Class(es):	 	29
	 	 	 	Attorney(s):	 	DJS	 	 
	 	 	Client:	 	John B. Sanfilippo
& Son, Inc.

	 	Client Ref:	 	Pocket 1	 	 
	 	 	Agent Name:	 	Gevers & Partners
	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 	 	Owner Name:	 	John B. Sanfilippo
& Son, Inc.

	 	 	 	 	 	 	 	 
	 	 	Related Case No.	 	3159511103
	 	 	 	Resp. Office:     	 	IL	 	 
	 	 	Goods:	 	Snack mixes containing nuts and fruits.









 









 







					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 10






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER
	 	 	 	 	 	3159510867/	 	37796	 	 	 	 	 	37796	 	Registered
	 
	 	 	 	 	 	Greece	 	0l-Apr-1996	 	25-Jul-1998	 	22-Apr-1999	 	0l-Apr-2016
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Gevers & Partners	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511103	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Snack mixes containing nuts and
fruits.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER
	 	 	 	 	 	3159510867/	 	2167	 	 	 	 	 	80728	 	Registered
	 
	 	 	 	 	 	Guatemala	 	06-Apr-1994	 	 	 	 	 	23-Jun-l996	 	23-Jun-20l6
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Saravia y Munoz - Guatemala	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510948	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Meat,
fish, poultry and game; meat extracts: preserved, dried and cooked
fruits and vegetables; jellies, jams; eggs, milk and milk

products; edible oils and fats; salad dressings; preserves; specially shelled, roasted or otherwise processed nuts or peanuts.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER
	 	 	 	 	 	3159510867/	 	37796	 	 	 	 	 	37796	 	Registered
	 
	 	 	 	 	 	Hungary	 	0l-Apr-1996	 	
25-Jul-1998	 	22-Apr-1999	 	0l-Apr-2016
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Gevers & Partners	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511103	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Snack mixes containing nuts and
fruits.	 	 	 	 	 	 	 	 	 	 






 









 








					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 11






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER
	 	 	 	 	 	3159510867/	 	37796	 	 	 	 	 	37796	 	Registered
	 
	 	 	 	 	 	Ireland	 	01-Apr-1996	 	25-Jul-l998	 	22-Apr-1999	 	0l-Apr-2016
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Gevers & Partners	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511103	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Snack mixes containing nuts and
fruits.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER
	 	 	 	 	 	3159511286/	 	105254	 	 	 	 	 	105254	 	Registered
	 
	 	 	 	 	 	Israel	 	15-May-1996	 	 	 	 	 	05-Jun-1998	 	15-May-2017
	 
	 	Class(es):	 	30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Wolff. Bregman and Goller	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Snack mixes consisting primarily of processed fruits and processed nuts.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER
	 	 	 	 	 	3159511294/	 	105255	 	 	 	 	 	105255	 	Registered
	 
	 	 	 	 	 	Israel	 	15-May-1996	 	 	 	 	 	08-Jun-l998	 	15-May-20l7
	 
	 	Class(es):	 	30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Wolff. Bregman and Goller	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Snack mixes consisting primarily of wheat-based or rice-based snack foods and also containing processed nuts. 







 









 








					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 12






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER
	 	 	 	 	 	3159510867/	 	37796	 	 	 	 	 	37796	 	Registered
	 
	 	 	 	 	 	Italy	 	01-Apr-1996	 	25-Jul-1998	 	22-Apr-l999	 	01-Apr-2016
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Gevers & Partners	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511103	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Snack mixes containing nuts and fruits.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER
	 	 	 	 	 	3159510980/X	 	88-13628	 	 	89-5358	 	 	171012	 	Registered
	 
	 	 	 	 	 	Korea. Republic of	 	31-May-1989	 	 	 	 	 	31-May-1989	 	3l-May-2009
	 
	 	Class(es):	 	Int. C1. 29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Kim & Chang	 	 	 	Agent Ref:	 	TR-885170/HMS	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	Pocket 1	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	29/Shelled, roasted or otherwise processed peanuts, cashews, walnuts, filberts, pecans, almonds, Brazil nuts, sunflower seeds, pistachios, and any mixture thereof.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER
	 	 	 	 	 	3159510867/	 	2433	 	 	 	 	 	2348	 	Registered
	 
	 	 	 	 	 	Laos	 	27-Aug-l993	 	 	 	 	 	31-May-1994	 	27-Aug-20l3
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Deacons	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510999	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	All goods in International Class 29.	 	 	 	 	 	 	 	 	 	 







 









 







     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 13






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER
	 	 	 	 	 	3159510867/	 	37796	 	 	 	 	 	37796	 	Registered
	 
	 	 	 	 	 	Latvia	 	01-Apr-1996	 	25-Jul-l998
	 	22-Apr-1999	 	0l-Apr-2016
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Gevers & Partners	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511103	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Snack mixes containing nuts and fruits.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER
	 	 	 	 	 	3159510867/	 	37796	 	 	 	 	 	37796	 	Registered
	 
	 	 	 	 	 	Lithuania	 	01-Apr-1996	 	25-Jul-1998
	 	22-Apr-1999	 	01-Apr-2016
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Gevers & Partners	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511103	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Snack mixes containing nuts and fruits.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER
	 	 	 	 	 	3159510867/	 	37796	 	 	 	 	 	37796	 	Registered
	 
	 	 	 	 	 	Malta	 	01-Apr-1996	 	25-Jul-1998
	 	22-Apr-l999	 	01-Apr-2016
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Gevers & Partners	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511103	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Snack mixes containing nuts and fruits.







 









 






     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 14






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER
	 	 	 	 	 	3159510867/4	 	701449	 	 	 	 	 	908858	 	Registered
	 
	 	 	 	 	 	Mexico	 	10-Feb-2005	 	 	 	 	 	22-Nov-2005	 	10-Feb-20I5
	 
	 	Class(es):	 	31	 	 	 	Attorney (s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Olivares & Cia.	 	 	 	Agent Ref:	 	05M0307	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511685	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Unprocessed and unshelled nuts (fruits) and seeds (cereal seeds).

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER
	 	 	 	 	 	3159510867/3	 	701448	 	 	 	 	 	909417	 	Registered
	 
	 	 	 	 	 	Mexico	 	10-Feb-2005	 	 	 	 	 	23-Nov-2005	 	10-Feb-2015
	 
	 	Class(es):	 	30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Olivares & Cia.	 	 	 	Agent Ref:	 	05M0306	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511669	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Chocolate covered nuts.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER
	 	 	 	 	 	3159510867/2	 	701450	 	 	 	 	 	909418	 	Registered
	 
	 	 	 	 	 	Mexico	 	10-Feb-2005	 	 	 	 	 	23-Nov-2005	 	10-Feb-2015
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Olivares & Cia.	 	 	 	Agent Ref:	 	05M0305	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511677	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Shelled and roasted nuts; snack mixes consisting primarily of processed nuts; processed flavored nuts.







 









 






     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 15






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER
	 	 	 	 	 	3159510867/	 	37796	 	 	 	 	 	37796	 	Registered
	 
	 	 	 	 	 	Poland	 	01-Apr-1996	 	25-Jul-1998
	 	22-Apr-l999	 	0l-Apr-2016
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Gevers & Partners	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511103	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Snack
mixes containing nuts and fruits.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER
	 	 	 	 	 	3159510867/	 	37796	 	 	 	 	 	37796	 	Registered
	 
	 	 	 	Portugal	 	01-Apr-1996	 	25-Jul-l998
	 	22-Apr-1999	 	0l-Apr-2016
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Gevers & Partners	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	315951 1103	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Snack mixes containing nuts and fruits.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER
	 	 	 	 	 	3159510867/	 	37796	 	 	 	 	 	37796	 	Registered
	 
	 	 	 	 	 	Slovakia	 	01-Apr-1996	 	25-Jul-l998
	 	22-Apr-1999	 	0l-Apr-2016
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Gevers & Partners	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511103	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Snack mixes containing nuts and fruits.







 









 






     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 16






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER
	 	 	 	 	 	3159510867/	 	37796	 	 	 	 	 	37796	 	Registered
	 
	 	 	 	 	 	Slovenia	 	01-Apr-1996	 	25-Jul-l998
	 	22-Apr-1999	 	01-Apr-2016
	 
	 	Class(es):	 	29	 	 	 	Attorney (s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Gevers & Partners	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511103	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Snack mixes containing nuts and fruits.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER
	 	 	 	 	 	31595108677	 	37796	 	 	 	 	 	37796	 	Registered
	 
	 	 	 	 	 	Spain	 	01-Apr-1996	 	25-Jul-1998
	 	22-Apr-l999	 	01-Apr-2016
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Gevers & Partners	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511103	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Snack mixes containing nuts and fruits.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER
	 	 	 	 	 	31595108677	 	37796	 	 	 	 	 	37796	 	Registered
	 
	 	 	 	 	 	Sweden	 	0l-Apr-1996	 	25-Jul-1998
	 	22-Apr-1999	 	01-Apr-2016
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Gevers & Partners	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511103	 	 	 	Resp. Office:
	 	IL	 	 
	 
	 	Goods:	 	Snack mixes containing nuts and fruits.








 









 







     



					
	 	 	 	 	 
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 17






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER
	 	 	 	 	 	3159510867/2	 	31761	 	 	 	 	 	24852	 	Registered
	 
	 	 	 	 	 	United Arab Emirates	 	09-Jun-1999	 	 	 	 	 	20-Jan-2003	 	09-Jun-2009
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Saba & Co. - UAE	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son. Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511332B	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER
	 	 	 	 	 	3159510867/	 	37796	 	 	 	 	 	37796	 	Registered
	 
	 	 	 	 	 	United Kingdom	 	01-Apr-1996	 	25-Jul-l998
	 	22-Apr-l999	 	01-Apr-2016
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Gevers & Partners	 	 	 	Agent Ref:	 	L092166-V611111	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511103	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Snack mixes containing nuts and fruits.
	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER
	 	 	 	 	 	3159510867/	 	74/657578	 	 	 	 	 	2066173	 	Registered
	 
	 	 	 	 	 	United States of America	 	17-Mar-1995	 	11-Mar-1997
	 	03-Jun-1997	 	03-Jun-2007
	 
	 	Class(es):	 	29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	29/Snack mix containing primarily of processed fruits and processed nuts.

30/Snack mixes consisting primarily of wheat-based or rice-based snak foods and also containing processed nuts.







 









 





     



					
	 	 	 	 	 
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 18






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER
	 	 	 	 	 	3159510867/	 	118202003	 	 	 	 	 	 	 	Published
	 
	 	 	 	 	 	Venezuela	 	27-Aug-2003	 	13-Feb-2004
	 	 	 	 
	 
	 	Class(es):	 	29	 	 	 	Attomey(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Hoet Pelaez Castillo & Duque	 	 	 	Agent Ref:	 	01-130678	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511634	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Shelled or roasted nuts: candied flavored and chocolate-covered nuts; snack mix consisting primarily
of processed fruits and processed nuts; snack mixes consisting primarily of wheat-based or rice-based
snack foods and also containing processed nuts.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER and Design
	 	 	 	 	 	3159510670/	 	 	 	 	 	 	 	81/3419	 	Registered
	 
	 	 	 	 	 	Barbados	 	05-May-1989	 	 	 	 	 	25-Jun-1992	 	25-Jun-20l2
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Carrington & Sealy	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510670	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Nuts (shelled, roasted or otherwise processed).
	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER add Design
	 	 	 	 	 	3159510670/	 	667037	 	 	 	 	 	400851	 	Registered
	 
	 	 	 	 	 	Benelux	 	03-Jul-1984	 	 	 	 	 	17-Jan-l985	 	03-Jul-2014
	 
	 	Class(es):	 	29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Novagraaf Nederland B.V.	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510689	 	 	 	Resf. Office:	 	IL	 	 
	 
	 	Goods:	 	29/Roasted nuts, snacks.	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	30/Confectionery items, snacks, candy.
	 	 	 	 






 









 





     



					
	 	 	 	 	 
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 19






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	Number/Date	 	Next Renewal
	 
	FISHER and Design
	 	 	 	 	 	3159510670/	 	707921	 	 	 	 	 	1277980	 	Registered
	 
	 	 	 	 	 	France	 	04-Jul-1984	 	 	 	 	 	04-Jul-1984	 	3l-Jul-2014
	 
	 	Class(es):	 	29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Cabinet Lavoix	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510786	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Coffee, tea, cocoa, sugar, rice, tapioca, sago, coffee substitutes, flours and preparations made from cereals, bread,
pastry and confectionery, edible ices: honey, molasses; yeast, baking powder; salt, mustard, vinegar, sauces (except salad
dressing): spices: ice: nuts and roasted nuts, confectionery products, snacks, candy.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER and Design
	 	 	 	 	 	3159510670/	 	B74890/30W7	 	 	 	 	 	1076622	 	Registered
	 
	 	 	 	 	 	Germany	 	05-Jul-1984	 	 	 	 	 	03-May-1985	 	31-Jul-20l4
	 
	 	Class(es):	 	30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Boden Oppenhoff	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510921	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Confectionery, snack foods for immediate consumption, namely corn snacks, popcorn (glazed, carmel or candy-coated),
mixtures of popcorn

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER and Design
	 	 	 	 	 	3159510670/2	 	H4HC0101764	 	 	 	 	 	355990	 	Registered
	 
	 	 	 	 	 	Indonesia	 	16-Jan-l995	 	 	 	 	 	16-Dec-1996	 	16-Jan-2015
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	George Widjojo & Partners	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510956B	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Meat, fish, poultry and game; meat extracts; preserved, dried and cooked fruits and vegetables; jellies, jams; eggs,
milk and other dairy products; preserves, pickles.







 









 





     



					
	 	 	 	 	 
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 20






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER and Design
	 	 	 	 	 	3159510670/	 	 	 	 	 	 	 	22320	 	Registered
	 
	 	 	 	 	 	Jordan	 	 	 	 	 	 	 	3l-Oct-1984	 	31-Oct-20l5
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Saba & Co. - Jordan	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510972	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Nuts (shelled, roasted or otherwise processed).
	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER and Design
	 	 	 	 	 	3159510670/1	 	44434	 	 	 	 	 	81889	 	Registered
	 
	 	 	 	 	 	Lebanon	 	08-Dec-1999	 	 	 	 	 	08-Dec-1999	 	08-Dec-20l4
	 
	 	Class(es):	 	29.30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Saba & Co. - Lebanon	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511006B	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	29/ Meat, fish, poultry and game: meat extracts; preserved, dried and cooked fruits and vegetables; jellies, jams, eggs, milk and
other dairy products: edible oils and fats: preserves pickets, roasted nuts.
30/Confectionery items, snack foods, candy.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER and Design
	 	 	 	 	 	3159510670/	 	4663	 	 	 	 	 	4663	 	Registered
	 
	 	 	 	 	 	Qatar	 	08-Dec-1984	 	 	 	 	 	14-May-l99l	 	08-Dec-20l4
	 
	 	Class(es):	 	29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Saba & Co. - Qatar	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510808	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	29/Nuts (shelled, roasted or otherwise processed).
30/Confectionary items, snack foods, candy.








 









 







					
	Thursday, July 13,2006
	 	Trademark List
	 	Page: 21






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER and Design
	 	 	 	 	 	3159510670/	 	 	 	 	 	 	 	14450	 	Registered
	 
	 	 	 	 	 	Saudi Arabia	 	25-Feb-1985	 	 	 	 	 	24-Jun-l986	 	05-Apr-2014
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	APA - Associated Patent Attorneys	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510816	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Nuts (shelled, roasted or otherwise processed).	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER and Squirrel Design
	 	 	 	 	 	3159510840/	 	269694	 	 	 	 	 	269694	 	Registered
	 
	 	 	 	 	 	Uruguay	 	26-Apr-l994	 	 	 	 	 	06-Dec-1996	 	06-Dec-2016
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Fox. Fox & Lapenne	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510840	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Meat, fish, poulty and game; meat extracts, preserved dried and cooked fruits and vegetables, jellies, jams, eggs, milk and other dairy.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER CRUNCHY BAKED PEANUTS
	 	 	 	 	 	3159510719/	 	818353716	 	 	 	 	 	818353716	 	Registered
	 
	 	 	 	 	 	Brazil	 	13-Mar-1995	 	18-Feb-2003	 	2-Aug-2003	 	12-Aug-20l3
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Trench. Rossi E Watanabe Advogados	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510719	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Shelled, roasted or otherwise processed nuts and snack food.	 	 






 









 








					
	Thursday, July 13,2006
	 	Trademark List
	 	Page: 22






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER FAVORITES
	 	 	 	 	 	3159510883/	 	818353724	 	 	 	 	 	 	 	Suspended
	 
	 	 	 	 	 	Brazil	 	13-Mar-1995	 	19-Dec-1995	 	 	 	 
	 
	 	Class(es):	 	29,30,29,40	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Trench. Rossi E Watanabe Advogados	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510727	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Fruits, greens, vegetables, and cerels (Cl 29.30); fats and edible oils; special protection for shelled, roasted or otherwise processed
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER FAVORITES
	 	 	 	 	 	3159510883/	 	74/280735	 	 	 	 	 	1813891	 	Registered
	 
	 	 	 	 	 	United States of America	 	29-May-1992	 	05-Oct-l993	 	28-Dec-1993	 	28-Dec-2013
	 
	 	Class(es):	 	29,30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	29/Shelled, roasted or otherwise processed nuts.	 	 
	 
	 	 	 	 	 	30/Candied, flavored nuts.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER FUSIONS(Stylized)
	 	 	 	 	 	3159511715/	 	78/831201	 	 	 	 	 	 	 	Pending
	 
	 	 	 	 	 	United States of America	 	07-Mar-2006	 	 	 	 	 	 	 	 
	 
	 	Class(es):	 	29,30	 	 	 	Attorney(s):	 	DJS BPO	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	29/Snack mixes consisting primarily of processed nuts and processed fruits.
	 	 	 	 	 	 	30/Snack mixes consisting primarily f wheat-based or rice-based snack foods and also containing processed nuts.






 









 








					
	Thursday, July 13,2006
	 	Trademark List
	 	Page: 23






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER NUT
	 	 	 	 	 	3159511030/	 	 	 	 	 	 	 	035708	 	Registered
	 
	 	 	 	 	 	Panama	 	11-May-1984	 	 	 	 	 	10-Jan-1985	 	10-Jan-2015
	 
	 	Class(es):	 	30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Arias. Fabrega & Fabrega	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511030	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Foods, salt, spices, sugar.	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER NUTS
	 	 	 	 	 	3159510700/	 	022775	 	 	 	 	 	62214-C	 	Registered
	 
	 	 	 	 	 	Bolivia	 	09-Nov-l994	 	 	 	 	 	18-Oct-1996	 	18-Oct-2006
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Rojas. C R & F	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	The Procter & Gamble Company	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510700	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	All
wares in the Class, especially food and food ingredients, particularly shelled and/or baked nuts and nuts processed in any other way.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER NUTS
	 	 	 	 	 	3159510700/	 	93392964	 	 	 	 	 	160090	 	Registered
	 
	 	 	 	 	 	Colombia	 	24-Jun-1993	 	 	 	 	 	30-Mar-1994	 	30-Mar-2014
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Castillo Grau & Associates	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510751	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Meat fish, poultry and game: meat extracts; preserved, dried and cooked fruits and vegetabes; jellies, jams: eggs, milk and milk products.






 









 








					
	Thursday, July 13,2006
	 	Trademark List
	 	Page: 24






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER NUTS
	 	 	 	 	 	3159510700/	 	50523	 	 	 	 	 	3984-95	 	Registered
	 
	 	 	 	 	 	Ecuador	 	27-Sep-1994	 	 	 	 	 	30-NOV-1995	 	30-Nov-20l5
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Bermeo & Bermeo	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	The Procter & Gamble Company	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510778	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	All good in the class, especially toasted nuts.	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER NUTS
	 	 	 	 	 	3159510700/	 	12848-93	 	 	 	 	 	275668	 	Registered
	 
	 	 	 	 	 	Paraguay	 	10-Aug-1993	 	 	 	 	 	14-Jun-1994	 	14-Jun-2014
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Berkemeyer	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511049	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Meat, fish, poultry and game: meat extracts: preserved, dried and cooked fruits and vegetabes: jellies, jams: eggs, milk and milk products.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER NUTS
	 	 	 	 	 	3159510700/	 	251199	 	 	 	 	 	012079	 	Registered
	 
	 	 	 	 	 	Peru	 	22-Sep-I994	 	 	 	 	 	29-Dec-1994	 	29-Dec-20l4
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	BFUDA	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510794	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	All wares in the Class, and its ingredients, shelled roasted nuts and all kind of processed nuts.






 









 








					
	Thursday, July 13,2006
	 	Trademark List
	 	Page: 25






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER NUTS
	 	 	 	 	 	3159510700/	 	264525	 	 	 	 	 	264525	 	Registered
	 
	 	 	 	 	 	Uruguay	 	09-Aug-1993	 	 	 	 	 	07- Apr- 1995	 	07-Apr-2015
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Fox. Fox & Lapenne	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510859	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Meat, fish, poultry and game: meat etracts: preserved, dried and
cooked fruits and vegetabes: jellies, jams: eggs, milk and milk
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER NUTS
	 	 	 	 	 	3159510700/	 	1438593	 	 	 	 	 	 	 	Published
	 
	 	 	 	 	 	Venezuela	 	04-Aug-1993	 	09-Jan-1995	 	 	 	 
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	DESPH	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	The Procter & Gamble Company	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510891	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Meat,
fish, poultry and game: meat extracts: preserved, dried and cooked
fruits and vegetables: jellies, jams: compotes: eggs, milk
and milk products: edible oils and fats.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	fisher,el (Domain Name)
	 	 	 	 	 	3159510743B/	 	 	 	 	 	 	 	 	 	Registered
	 
	 	 	 	 	 	Chile	 	10-Jul-2002	 	 	 	 	 	10-Jul-2002	 	10-Jul-2008
	 
	 	Class(es):	 	 	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	Harnecker, Estudio	 	 	 	Agent Ref:	 	338/HRL	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:	 	IL	 	 






 









 








					
	Thursday, July 13,2006
	 	Trademark List
	 	Page: 26






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FISHER’S
	 	 	 	 	 	3159510743 A/X	 	 	 	 	 	 	 	546917	 	Registered
	 
	 	 	 	 	 	Chile	 	 	 	 	 	 	 	27-Aug-1999	 	27-Aug-2009
	 
	 	Class(es):	 	Int, Cl, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	Pocket 1	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Products of the class.	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FISHER’S
	 	 	 	 	 	3159510875/	 	73/122398	 	 	 	 	 	1100900	 	Registered
	 
	 	 	 	 	 	United States of America	 	11-Apr-1977	 	06-Jun-1978	 	29-Aug-1978	 	29-Aug-2008
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Shelled or roasted nuts.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FLAVOR TREE
	 	 	 	 	 	3159510522/X	 	314568	 	 	 	 	 	167908	 	Registered
	 
	 	 	 	 	 	Canada	 	09-Jul-1968	 	 	 	 	 	27-Feb-1970	 	27-Feb-20l5
	 
	 	Class(es):	 	 	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Osier, Hoskin & Harcourt
LLP-Toronto	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	Pocket 1	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Flour based flavoured snack sticks.







 









 







     



					
	 	 	 	 	 
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 27






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FLAVOR TREE
	 	 	 	 	 	3159510514/	 	643655	 	 	 	 	 	1217070	 	Registered
	 
	 	 	 	 	 	France	 	27-Oct-1982	 	 	 	 	 	27-Oct-1982	 	27-Oct-2012
	 
	 	Class(es):	 	30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	30/(Description of goods listed in French, no English translation)
	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FLAVOR TREE
	 	 	 	 	 	3159510506/X	 	36513/87	 	 	 	 	 	2155405	 	Registered
	 
	 	 	 	 	 	Japan	 	02-Apr-l987	 	 	 	 	 	3l-Jul-1989	 	31-Jul-2009
	 
	 	Class(es):	 	Int. Cl. 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Asamura Patent Office	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	Pocket 1	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Confectionery, bread and buns.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FLAVOR TREE
	 	 	 	 	 	3159510549/2	 	1271613	 	 	 	 	 	B1271613	 	Registered
	 
	 	 	 	 	 	United Kingdom	 	18-Jul-1986	 	 	 	 	 	10-May-l989	 	18-Jul-2007
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510476	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Snack foods included in Class 29 in the roll form and made from fruits.
	 	 	 	 






 









 






     



					
	 	 	 	 	 
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 28






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	FLAVOR TREE
	 	 	 	 	 	3159510549/1	 	1001008	 	 	 	 	 	B1001008	 	Registered
	 
	 	 	 	 	 	United Kingdom	 	Ol-Nov-1972	 	 	 	 	 	13-Feb-1974	 	01-Nov-2007
	 
	 	Class(es):	 	30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510484	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Processed soya beans: foodstuffs in the form of sticks or chips, all made principally of flour and all being flavoured; all prepared

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FLAVOR TREE
	 	 	 	 	 	3159510549/	 	72/287904	 	 	 	 	 	862481	 	Registered
	 
	 	 	 	 	 	United States of America	 	02-Jan-1968	 	30-Apr-1968
	 	24-Dec-1968	 	24-Dec-2008
	 
	 	Class(es):	 	30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	Sesame flavored snack sticks containing wheat flour.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	FLAVOR TREE and Design
	 	 	 	 	 	3159510530/	 	73/338734	 	 	 	 	 	1236611	 	Registered
	 
	 	 	 	 	 	United States of America	 	24-Nov-1981	 	08-Feb-1983
	 	03-May-l983	 	03-May-2013
	 
	 	Class(es):	 	30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:	 	IL	 	 
	 
	 	Goods:	 	A baked
snack food product made primarily from wheat flour, vegetable oil, sesame seeds, and other flavorings and coloring
ingredients.








 









 







     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 29






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	GOLDEN ROAST
	 	 	 	 	 	3159510905/	 	72/183500	 	 	 	 	 	780014	 	Registered
	 
	 	 	 	 	 	United States of America	 	24-Dec-1963	 	25-Aug-1964
	 	10-Nov-1964	 	10-Nov-2014
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	Shelled edible nuts.
	 
	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	GOOD FOR U and Design
	 	 	 	 	 	3159511561A/2	 	76/976112	 	 	 	 	 	2841385	 	Registered
	 
	 	 	 	 	 	United States of America	 	14-Aug-2001	 	06-Aug-2002
	 	11-May-2004	 	11-May-2014
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511561B	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	Shelled and roasted
nuts; snack mix consisting primarily of processed nuts; dried fruits;
candied nuts; processed flavored nuts.
	 
	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Miscellaneous Design
	 	 	 	 	 	3159510930/	 	3141/84	 	 	 	 	 	B3141/84	 	Registered
	 
	 	 	 	 	 	Malaysia	 	13-Jul-1984	 	 	 	 	 	13-Jul-1984	 	13-Jul-2015
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Drew & Napier LLC — Singapore	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511014	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	Nuts (shelled, roasted or otherwise processed).






 









 






     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 30






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	Miscellaneous Design
	 	 	 	 	 	3159510930/	 	 	 	 	 	 	 	B3564/84	 	Registered
	 
	 	 	 	 	 	Singapore	 	07-Jul-1984	 	 	 	 	 	07-Jul-1984	 	07-Jul-2011
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	Drew & Napier LLC — Singapore	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	The Procter & Gamble Company	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510824	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	Nuts being shelled, roasted or processed.
	 
	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Miscellaneous Design
	 	 	 	 	 	3159510930/	 	 	 	 	 	 	 	B1221372	 	Registered
	 
	 	 	 	 	 	United Kingdom	 	22-Jun-1984	 	 	 	 	 	15-May-1987	 	22-Jun-2015
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	HallMark IP Limited	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159510930	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	Nuts being shelled, roasted or processed.
	 
	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	NATURE’S NUT MIX
	 	 	 	 	 	3159511570/1	 	76/975151	 	 	 	 	 	2774066	 	Registered
	 
	 	 	 	 	 	United States of America	 	14-Aug-2001	 	19-Feb-2002
	 	14-Oct-2003	 	14-Oct-2013
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	11570-B	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	Shelled
and roasted nuts; snack mix consisting primarily of process nuts; dried fruits; candied nuts; processed flavored nuts.







 









 








     



					
	 Thursday,
July 13, 2006
	 	Trademark List
	 	Page: 31






	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	Registration	 	Status
	Trademark	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	Number/Date	 	Next Renewal
	 
	SALAD
BUDDIES

	 	 	 	3159511650/
	 	78/366824
	 	 	 	3002851
	 	Registered
	 

	 	 	 	United States of America
	 	12-Feb-2004
	 	l6-Nov-2004
	 	27-Sep-2005
	 	27-Sep-20l5
	 

	 	Class(es):
	 	 29
	 	 	 	Attorney(s):
	 	DJS	 	 
	 

	 	Client:
	 	John B. Sanfilippo & Son, Inc.
	 	 	 	Client Ref:	 	 	 	 
	 

	 	Agent Name:
	 	 	 	 	 	Agent Ref:	 	 	 	 
	 

	 	Owner Name:
	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 
	 

	 	 	 	 	 	 	 	Resp. Offlce:
	 	IL	 	 
	 	 	Goods:	 	Snack mixes consisting primarily of processed nuts, processed fruits and/or raisins.
	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	SNACK ‘N SERVE NUT
BOWL

	 	 	 	3159511448A/
	 	1028356
	 	 	 	1028356
	 	Registered
	 

	 	 	 	Austria
	 	24-Dec-l998
	 	15-Nov-1999
	 	20-Feb-2001
	 	24-Dec-2008
	 

	 	Class(es):
	 	Int. Cl. 29. 30
	 	 	 	Attorney(s):
	 	DJS	 	 
	 

	 	Client:
	 	John B. Sanfilippo & Son, Inc.
	 	 	 	Client Ref:
	 	Pocket 1	 	 
	 

	 	Agent Name:
	 	 	 	 	 	Agent Ref:	 	 	 	 
	 

	 	Owner Name:
	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 
	 

	 	Related Case No.
	 	3159511480
	 	 	 	Resp. Offlce:
	 	IL	 	 
	 

	 	Goods:
	 	29/Processed nuts and dried fruits.	 	 	 	 	 	 	 	 
	 	 	 	 	30/Candies, candied and
chocolate covered nuts, candied fruits, cheese puffs, corn puffs,
popped popcorn, pretzles, granola-based
snack foods, excluding biscuits, wafers and shortbread.
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	SNACK ‘N SERVE NUT
BOWL

	 	 	 	3159511448A/
	 	1028356
	 	 	 	1028356
	 	Registered
	 

	 	 	 	Benelux
	 	24-Dec-1998
	 	l5-Nov-1999
	 	20-Feb-2001
	 	24-Dec-2008
	 

	 	Class(es):
	 	Int. Cl. 29, 30
	 	 	 	Attorney(s):
	 	DJS	 	 
	 

	 	Client:
	 	John B. Sanfilippo & Son, Inc.
	 	 	 	Client Ref:
	 	Pocket 1	 	 
	 

	 	Agent Name:
	 	 	 	 	 	Agent Ref:	 	 	 	 
	 

	 	Owner Name:
	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 
	 

	 	Related Case No.
	 	3159511480
	 	 	 	Resp. Offlce:
	 	IL	 	 
	 

	 	Goods:
	 	29/Processed nuts and dried fruits.	 	 	 	 	 	 	 	 
	 	 	 	 	30/Candies, candied and
chocolate covered nuts, candied fruits, cheese puffs, corn puffs,
popped popcorn, pretzles, granola-based
snack foods, excluding biscuits, wafers and shortbread.






 









 

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	 Thursday,
July 13, 2006
	 	Trademark List
	 	Page: 32






	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	Registration	 	Status
	Trademark	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	Number/Date	 	Next Renewal
	 
	SNACK ‘N SERVE NUT
BOWL

	 	 	 	3159511448A/
	 	890747
	 	 	 	552435
	 	Registered
	 

	 	 	 	Canada
	 	18-Sep-1998
	 	03-Nov-1999
	 	16-Oct-2001
	 	16-Oct-20l6
	 

	 	Class(es):
	 	 	 	 	 	Attorney(s):
	 	DJS	 	 
	 

	 	Client:
	 	John B. Sanfilippo
& Son, Inc.
	 	 	 	Client Ref:	 	 	 	 
	 	 	Agent Name:	 	Osler, Hoskin &
Harcourt LLP-Toronto	 	Agent Ref:	 	 8933238	 	 
	 

	 	Owner Name:
	 	John B. Sanfilippo
& Son, Inc.	 	 	 	 	 	 	 	 
	 

	 	Related Case No.
	 	3159511430
	 	 	 	Resp. Office:
	 	IL	 	 
	 	 	Goods:
	 	Processed nuts and
dried fruits, candies, candied and chocolate covered nuts, candied
fruits, cheese puffs, corn puffs, popped
popcorn, pretzels, cookies and granola-based snack foods.
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	SNACK ‘N SERVE NUT
BOWL

	 	 	 	3159511448A/
	 	1028356
	 	 	 	1028356
	 	Registered
	 

	 	 	 	Cyprus, Republic of
	 	24-Dec-l998
	 	15-Nov-l999
	 	20-Feb-2001
	 	24-Dec-2008
	 

	 	Class(es):
	 	Int. Cl. 29, 30
	 	 	 	Attorney (s):
	 	DJS	 	 
	 

	 	Client:
	 	John B. Sanfilippo
& Son, Inc.
	 	 	 	Client Ref:
	 	Pocket 1	 	 
	 

	 	Agent Name:
	 	 	 	 	 	Agent Ref:	 	 	 	 
	 

	 	Owner Name:
	 	John B. Sanfilippo
& Son, Inc.	 	 	 	 	 	 	 	 
	 

	 	Related Case No.
	 	 3159511480
	 	 	 	Resp. Office:
	 	IL	 	 
	 	 	Goods:	 	29/Processed nuts and dried fruits.	 	 
	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, com puffs, popped popcorn, pretzles, granola-based
snack foods, excluding biscuits, wafers and shortbread.
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	SNACK ‘N SERVE NUT
BOWL

	 	 	 	3159511448A/
	 	1028356
	 	 	 	1028356
	 	Registered
	 

	 	 	 	Czech Republic
	 	24-Dec-1998
	 	15-Nov-l999
	 	20-Feb-2001
	 	24-Dec-2008
	 

	 	Class(es):
	 	Int. Cl. 29, 30
	 	 	 	Attorney(s):
	 	DJS	 	 
	 

	 	Client:
	 	John B. Sanfilippo
& Son, Inc.
	 	 	 	Client Ref:
	 	Pocket 1	 	 
	 

	 	Agent Name:
	 	 	 	 	 	Agent Ref:	 	 	 	 
	 

	 	Owner Name:
	 	John B. Sanfilippo &
Son, Inc.	 	 	 	 	 	 	 	 
	 

	 	Related Case No.	 	3159511480
	 	 	 	Resp.
Office:
	 	IL	 	 
	 	 	Gods:	 	29/Processed nuts and dried fruits.	 	 
	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based
snack foods, excluding biscuits, wafers and shortbread.






 









 






     



					
	 Thursday,
July 13, 2006
	 	Trademark List
	 	Page: 33






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	Registration	 	Status
	Trademark	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	Number/Date	 	Next Renewal
	 
	SNACK
‘N SERVE NUT BOWL

	 	 	 	3159511448A/
	 	1028356
	 	 	 	1028356	 	 	 	Registered
	 

	 	 	 	Denmark
	 	24-Dec-l998
	 	15-Nov-1999
	 	20-Feb-2001
	 	24-Dec-2008
	 

	 	Class(es):
	 	Int. Cl. 29. 30
	 	 	 	Attorney(s):
	 	DJS
	 	 
	 

	 	Client:
	 	John B. Sanfilippo
& Son, Inc.
	 	 	 	Client Ref:
	 	Pocket 1
	 	 
	 

	 	Agent Name:
	 	 	 	 	 	Agent Ref:	 	 	 	 	 	 
	 

	 	Owner Name:
	 	John B. Sanfilippo
& Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 

	 	Related Case No.
	 	3159511480
	 	 	 	Resp. Office:
	 	IL
	 	 
	 	 	Goods:	 	29/Processed nuts and dried fruits.
	 	 
	 	 	 	 	30/Candies, candied
and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based
snack foods, excluding biscuits, wafers and shortbread.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK
‘N SERVE NUT BOWL

	 	 	 	3159511448A/
	 	1028356
	 	 	 	1028356	 	 	 	Registered
	 

	 	 	 	Estonia
	 	24-Dec-1998
	 	15-Nov-1999
	 	20-Feb-2001
	 	24-Dec-2008
	 

	 	Class(es):
	 	Int. CI. 29. 30
	 	 	 	Attorney(s):
	 	DJS
	 	 
	 

	 	Client:
	 	John B. Sanfilippo
& Son, Inc.
	 	 	 	Client Ref:
	 	Pocket 1
	 	 
	 

	 	Agent Name:
	 	 	 	 	 	Agent Ref:	 	 	 	 	 	 
	 

	 	Owner Name:
	 	lohn B. Sanfilippo
& Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 

	 	Related Case No.
	 	 3159511480
	 	 	 	Resp. Office:
	 	IL
	 	 
	 	 	Goods:	 	29/Processcd nuts and dried fruits.
	 	 
	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based
snack foods, excluding biscuits, wafers and shortbread.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK
‘N SERVE NUT BOWL

	 	 	 	3159511448A/
	 	1028356
	 	 	 	1028356	 	 	 	Registered
	 

	 	 	 	European Community
	 	24-Dec-1998
	 	15-Nov-1999
	 	20-Feb-2001
	 	24-Dec-2008
	 

	 	Class(es):
	 	Int. Cl. 29. 30
	 	 	 	Attorney (s):
	 	DJS
	 	 
	 

	 	Client:
	 	John B. Sanfilippo
& Son, Inc.
	 	 	 	Client Ref:
	 	Pocket 1
	 	 
	 

	 	Agent Name:
	 	 	 	 	 	Agent Ref:	 	 	 	 	 	 
	 

	 	Owner Name:
	 	John B. Sanfilippo
& Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 

	 	Related Case No.
	 	3159511480
	 	 	 	Resp. Office:
	 	IL
	 	 
	 	 	Goods:	 	29/Processed nuts and dried fruits.
	 	 
	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based
snack foods, excluding biscuits, wafers and shortbread.






 









 






     



					
	 Thursday,
July 13, 2006
	 	Trademark List
	 	Page: 34






	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	Registration	 	Status
	Trademark	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	Number/Date	 	Next Renewal
	 
	SNACK ‘N SERVE NUT
BOWL

	 	 	 	3159511448A/
	 	1028356
	 	 	 	1028356
	 	Registered
	 

	 	 	 	Finland
	 	24-Dec-1998
	 	l5-Nov-1999
	 	20-Feb-2001
	 	24-Dec-2008
	 

	 	Class(es):
	 	Int. Cl. 29, 30
	 	 	 	Attorney(s):
	 	DJS	 	 
	 

	 	Client:
	 	John B. Sanfilippo
& Son, Inc.
	 	 	 	Client Ref:
	 	Pocket 1	 	 
	 

	 	Agent Name:
	 	 	 	 	 	Agent Ref:	 	 	 	 
	 

	 	Owner Name:
	 	John B. Sanfilippo
& Son, Inc.	 	 	 	 	 	 	 	 
	 

	 	Related Case No.
	 	3159511480
	 	 	 	Resp. Office:
	 	IL	 	 
	 	 	Goods:	 	29/Processed nuts and dried fruits.	 	 
	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based
snack foods, excluding biscuits, wafers and shortbread.
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK ‘N SERVE NUT
BOWL

	 	 	 	3159511448A/
	 	1028356
	 	 	 	1028356
	 	Registered
	 

	 	 	 	France
	 	24-Dec-l998
	 	15-Nov-1999
	 	20-Feb-200l
	 	24-Dec-2008
	 

	 	Class(es):
	 	Int. Cl. 29, 30
	 	 	 	Attorney(s):
	 	DJS	 	 
	 

	 	Client:
	 	John B. Sanfilippo
& Son, Inc.
	 	 	 	Client Ref:
	 	Pocket 1	 	 
	 

	 	Agent Name:
	 	 	 	 	 	Agent Ref:	 	 	 	 
	 

	 	Owner Name:
	 	John B. Sanfilippo
& Son, Inc.	 	 	 	 	 	 	 	 
	 

	 	Related Case No.
	 	3159511480
	 	 	 	Resp. Office:
	 	IL	 	 
	 	 	Goods:	 	29/Processed nuts and dried fruits.	 	 
	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based
snack foods, excluding biscuits, wafers and shortbread.
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK ‘N SERVE NUT
BOWL

	 	 	 	3159511448A/
	 	1028356
	 	 	 	1028356
	 	Registered
	 

	 	 	 	Germany
	 	24-Dec-1998
	 	15-Nov-1999
	 	20-Feb-2001
	 	24-Dec-2008
	 

	 	Class(es):
	 	Int. Cl. 29, 30
	 	 	 	Attorney(s):
	 	DJS	 	 
	 

	 	Client:
	 	John B. Sanfilippo
& Son, Inc.
	 	 	 	Client Ref:
	 	Pocket 1	 	 
	 

	 	Agent Name:
	 	 	 	 	 	Agent Ref:	 	 	 	 
	 

	 	Owner Name:
	 	John B. Sanfilippo
& Son, Inc.	 	 	 	 	 	 	 	 
	 

	 	Related Case No.
	 	3159511480
	 	 	 	Resp. Office:
	 	IL	 	 
	 	 	Goods:	 	29/Processed nuts and dried fruits.	 	 
	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based
snack foods, excluding biscuits, wafers and shortbread.







 










 







     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 35






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	SNACK ‘N SERVE NUT BOWL
	 	 	 	 	 	3159511448A/	 	1028356	 	 	 	 	 	1028356	 	Registered
	 
	 	 	 	 	 	Greece	 	24-Dec-1998	 	15-Nov-1999
	 	20-Feb-2001	 	24-Dec-2008
	 
	 	Class(es):	 	Int. Cl. 29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511480	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Processed nuts and dried fruits.	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based
	 	 	 	 	 	 	snack foods, excluding biscuits, wafers and shortbread.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK ‘N SERVE NUT BOWL
	 	 	 	 	 	3159511448A/	 	1028356	 	 	 	 	 	1028356	 	Registered
	 
	 	 	 	 	 	Hungary	 	24-Dec-1998	 	15-Nov-1999
	 	20-Feb-2001	 	24-Dec-2008
	 
	 	Class(es):	 	Int. Cl. 29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511480	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Processed nuts and dried fruits.	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based
	 	 	 	 	 	 	snack foods, excluding biscuits, wafers and shortbread.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK ‘N SERVE NUT BOWL
	 	 	 	 	 	3159511448A/	 	1028356	 	 	 	 	 	1028356	 	Registered
	 
	 	 	 	 	 	Ireland	 	24-Dec-1998	 	15-Nov-1999
	 	20-Feb-2001	 	24-Dec-2008
	 
	 	Class(es):	 	Int. Cl. 29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511480	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Processed nuts and dried fruits.	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based
	 	 	 	 	 	 	snack foods, excluding biscuits, wafers and shortbread.






 









 






     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 36






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	SNACK ‘N SERVE NUT BOWL
	 	 	 	 	 	3159511448A/	 	1028356	 	 	 	 	 	1028356	 	Registered
	 
	 	 	 	 	 	Italy	 	24-Dec-1998	 	15-Nov-1999
	 	20-Feb-2001	 	24-Dec-2008
	 
	 	Class(es):	 	Int. Cl. 29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511480	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Processed nuts and dried fruits.	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles,
granola-based snack foods, excluding biscuits, wafers and shortbread.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK ‘N SERVE NUT BOWL
	 	 	 	 	 	3159511448A/	 	1028356	 	 	 	 	 	1028356	 	Registered
	 
	 	 	 	 	 	Latvia	 	24-Dec-1998	 	15-Nov-1999
	 	20-Feb-2001	 	24-Dec-2008
	 
	 	Class(es):	 	Int. Cl. 29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511480	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Processed nuts and dried fruits.	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped
popcorn, pretzles, granola-based snack foods, excluding biscuits, wafers and shortbread.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK ‘N SERVE NUT BOWL
	 	 	 	 	 	3159511448A/	 	1028356	 	 	 	 	 	1028356	 	Registered
	 
	 	 	 	 	 	Lithuania	 	24-Dec-1998	 	15-Nov-1999
	 	20-Feb-2001	 	24-Dec-2008
	 
	 	Class(es):	 	Int. Cl. 29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511480	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Processed nuts and dried fruits.	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn,
pretzles, granola-based snack foods, excluding biscuits, wafers and shortbread.






 









 






     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 37






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	SNACK ‘N SERVE NUT BOWL
	 	 	 	 	 	3159511448A/	 	1028356	 	 	 	 	 	1028356	 	Registered
	 
	 	 	 	 	 	Malta	 	24-Dec-1998	 	15-Nov-1999
	 	20-Feb-2001	 	24-Dec-2008
	 
	 	Class(es):	 	Int. Cl. 29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511480	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Processed nuts and dried fruits.	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based snack foods, excluding biscuits, wafers and shortbread.

	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK ‘N SERVE NUT BOWL
	 	 	 	 	 	3159511448A/	 	1028356	 	 	 	 	 	1028356	 	Registered
	 
	 	 	 	 	 	Poland	 	24-Dec-1998	 	15-Nov-1999
	 	20-Feb-2001	 	24-Dec-2008
	 
	 	Class(es):	 	Int. Cl. 29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511480	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Processed nuts and dried fruits.	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based snack foods, excluding biscuits, wafers and shortbread.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK ‘N SERVE NUT BOWL
	 	 	 	 	 	3159511448A/	 	1028356	 	 	 	 	 	1028356	 	Registered
	 
	 	 	 	 	 	Portugal	 	24-Dec-1998	 	15-Nov-1999
	 	20-Feb-2001	 	24-Dec-2008
	 
	 	Class(es):	 	Int. Cl. 29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511480	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Processed nuts and dried fruits.	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based snack foods, excluding biscuits, wafers and shortbread.






 









 






     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 38






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	SNACK ‘N SERVE NUT BOWL
	 	 	 	 	 	3159511448A/	 	1028356	 	 	 	 	 	1028356	 	Registered
	 
	 	 	 	 	 	Slovakia	 	24-Dec-1998	 	15-Nov-1999
	 	20-Feb-2001	 	24-Dec-2008
	 
	 	Class(es):	 	Int. Cl. 29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511480	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Processed nuts and dried fruits.	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based snack foods, excluding biscuits, wafers and shortbread.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK ‘N SERVE NUT BOWL
	 	 	 	 	 	3159511448A/	 	1028356	 	 	 	 	 	1028356	 	Registered
	 
	 	 	 	 	 	Slovenia	 	24-Dec-1998	 	15-Nov-1999
	 	20-Feb-2001	 	24-Dec-2008
	 
	 	Class(es):	 	Int. Cl. 29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511480	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Processed nuts and dried fruits.	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based snack foods, excluding biscuits, wafers and shortbread.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK ‘N SERVE NUT BOWL
	 	 	 	 	 	3159511448A/	 	1028356	 	 	 	 	 	1028356	 	Registered
	 
	 	 	 	 	 	Spain	 	24-Dec-1998	 	15-Nov-1999
	 	20-Feb-2001	 	24-Dec-2008
	 
	 	Class(es):	 	Int. Cl. 29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511480	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Processed nuts and dried fruits.	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based snack foods, excluding biscuits, wafers and shortbread.






 









 






     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 39






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	SNACK ‘N SERVE NUT BOWL
	 	 	 	 	 	3159511448A/	 	1028356	 	 	 	 	 	1028356	 	Registered
	 
	 	 	 	 	 	Sweden	 	24-Dec-1998	 	15-Nov-1999
	 	20-Feb-2001	 	24-Dec-2008
	 
	 	Class(es):	 	Int. Cl. 29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511480	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Processed nuts and dried fruits.	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based snack foods, excluding biscuits, wafers and shortbread.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK ‘N SERVE NUT BOWL
	 	 	 	 	 	3159511448A/	 	1028356	 	 	 	 	 	1028356	 	Registered
	 
	 	 	 	 	 	United Kingdom	 	24-Dec-1998	 	15-Nov-1999
	 	20-Feb-2001	 	24-Dec-2008
	 
	 	Class(es):	 	Int. Cl. 29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511480	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Processed nuts and dried fruits.	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	30/Candies, candied and chocolate covered nuts, candied fruits, cheese puffs, corn puffs, popped popcorn, pretzles, granola-based snack foods, excluding biscuits, wafers and shortbread.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK ‘N SERVE NUT BOWL
	 	 	 	 	 	3159511448A/	 	76/372223	 	 	 	 	 	2662957	 	Registered
	 
	 	 	 	 	 	United States of America	 	19-Feb-2002	 	24-Sep-2002
	 	17-Dec-2002	 	17-Dec-2012
	 
	 	Class(es):	 	29, 30	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	Pocket 1	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	3159511448B	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	29/Processed nuts; dried fruits; candied nuts.
	 	 	 	 	 	 	30/Candies, chocolate covered nuts, candied fruits, puffed corn snacks, puffed cheese flavored snacks, popped popcorn, pretzels, cookies and granola based snack bars.






 









 






     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 40






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	SUNSHINE COUNTRY
	 	 	 	 	 	3159511502/X	 	73/268559	 	 	 	 	 	1195301	 	Registered
	 
	 	 	 	 	 	United States of America	 	30-Jun-1980	 	08-Sep-1981
	 	11-May-1982	 	11-May-2012
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	Pocket 1	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	Processed nuts and processed seeds.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	TEXAS PRIDE
	 	 	 	 	 	3159510018/	 	74/366189	 	 	 	 	 	1802211	 	Registered
	 
	 	 	 	 	 	United States of America	 	09-Mar-1993	 	10-Aug-1993
	 	02-Nov-1993	 	02-Nov-2013
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	Pocket 15	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	Processed nuts and processed edible seeds.
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	THE HOME ECONOMIST
	 	 	 	 	 	3159510433/2	 	73/733047	 	 	 	 	 	1523990	 	Registered
	 
	 	 	 	 	 	United States of America	 	07-Jun-1988	 	15-Nov-1988
	 	07-Feb-1989	 	07-Feb-2009
	 
	 	Class(es):	 	42	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	Related Case No.	 	10433 B	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	Retail grocery store services featuring bulk sales.






 









 






     



					
	Thursday, July 13, 2006
	 	Trademark List
	 	Page: 41






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	Case Number/Subcase	 	Application	 	Publication	 	 	Registration	 	Status
	Trademark	 	 	 	 	 	Country Name	 	Number/Date	 	Number/Date	 	 	Number/Date	 	Next Renewal
	 
	TOM SCOTT
	 	 	 	 	 	3159510913/	 	73/362715	 	 	 	 	 	1258719	 	Registered
	 
	 	 	 	 	 	United States of America	 	03-May-1982	 	30-Aug-1983
	 	11-May-1982	 	22-Nov-2013
	 
	 	Class(es):	 	29	 	 	 	Attorney(s):	 	DJS	 	 
	 
	 	Client:	 	John B. Sanfilippo & Son, Inc.	 	 	 	Client Ref:	 	 	 	 
	 
	 	Agent Name:	 	 	 	 	 	Agent Ref:	 	 	 	 
	 
	 	Owner Name:	 	John B. Sanfilippo & Son, Inc.	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	Resp. Office:     	 	IL	 	 
	 
	 	Goods:	 	Roasted nuts.	 	 	 	 	 	 	 	 	 	 







 










 







     



					
	Thursday, July 13, 2006
	 	Master List
	 	Page: 1






Case Number: 3159510638




	 	 	 	 	 	 	 
	 
	Title:

	 	Continuous Preparation Of Non-Aggregated Edible Cores With
	 	Inventor(s):	 	 
	 

	 	Crisp Farinaceous Coatings
	 	 	 	Lanner
	Client:

	 	John B. Sanfilippo & Son, Inc.
	 	 	 	Romanach
	Owner:

	 	John Sanfilippo & Company
	 	 	 	Hsieh
	Disclosure Status:

	 	Filed
	 	 	 	Mishkin
	Disclosure Date:
	 	 	 	 	 	 
	Attorney(s):

	 	MPV	 	 	 	 






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Country	 	Sub Case	 	Case Type	 	Status	 	 	Application Number	 	Filing Date	 	 	Patent Number	 	Issue Date	 	Expiration Date	 	 	Related Case No.
	 
	Canada

	 	 	 	PCT
	 	Granted
	 	 	2155676	 	 	10-Feb-1994
	 	 	2155676	 	 	0l-Dec-1998
	 	10-Feb-2014
	 	 	3159511170	 
	Mexico

	 	 	 	ORD
	 	Granted
	 	 	941219	 	 	16-Feb-1994
	 	 	186094	 	 	24-Sep-1997
	 	16-Feb-2014
	 	 	3159511200	 
	 
	United States of America

	 	 	 	ORD
	 	Granted
	 	 	08/017551	 	 	16-Feb-1993
	 	 	5433961	 	 	18-Jul-1995
	 	16-Feb-2013	 	 	 	 
	 





 









 





     



					
	Thursday, July 13, 2006
	 	Master List
	 	Page: 2






Case Number: 3159510646





	 	 	 	 	 	 	 
	 
	Title:

	 	Producing Translucent Amorphous Sugar Coated Edible Nuts And
	 	Inventor(s):	 	 
	 

	 	Seeds
	 	 	 	Hsieh
	Client:

	 	John B. Sanfilippo & Son, Inc.
	 	 	 	Richards
	Owner:

	 	John Sanfilippo & Company
	 	 	 	Hinkemeyer
	Disclosure Status:

	 	Filed
	 	 	 	Romanach
	Disclosure Date:
	 	 	 	 	 	 
	Attorney(s):

	 	MPV	 	 	 	 









	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	Country	 	Sub Case	 	Case Type	 	Status	 	 	Application Number	 	Filing Date	 	 	Patent Number	 	Issue Date	 	Expiration Date	 	 	Related Case No.
	 
	United States of America

	 	1	 	CIP
	 	Granted
	 	 	08/305248	 	 	13-Sep-1994
	 	 	5424085	 	 	l3-Jun-1995
	 	13-Sep-2014
	 	 	10646 B





 









 






     



					
	Thursday, July 13, 2006
	 	Master List
	 	Page: 3






Case Number: 3159510654





	 	 	 	 	 	 	 
	 
	Title:

	 	Process Of Making Low Fat Nuts
	 	Inventor(s):	 	 
	Client:

	 	John B. Sanfilippo & Son, Inc.
	 	 	 	Wong
	Owner:

	 	John Sanfilippo & Company
	 	 	 	Sackenheim
	Disclosure Status:

	 	Filed
	 	 	 	
	Disclosure Date:
	 	 	 	 	 	 
	Attorney(s):

	 	MPV	 	 	 	 









	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	Country	 	Sub Case	 	Case Type	 	Status	 	 	Application Number	 	Filing Date	 	 	Patent Number	 	Issue Date	 	Expiration Date	 	 	Related Case No.
	 
	United States of America

	 		 	ORD
	 	Granted
	 	 	07/733508	 	 	22-July-1991
	 	 	5164217	 	 	17-Nov-1992
	 	22-Jul-2011
	 	 		 
	 





 









 






     



					
	Thursday, July 13, 2006
	 	Master List
	 	Page: 4






Case Number: 3159511243





	 	 	 	 	 	 	 
	 
	Title:

	 	Coating Unblanched, Raw Nuts
	 	Inventor(s):	 	 
	Client:

	 	John B. Sanfilippo & Son, Inc.
	 	 	 	Hsieh
	Owner:

	 	John Sanfilippo & Company
	 	 	 	Richards
	Disclosure Status:

	 	Filed
	 	 	 	Alvarado
	Disclosure Date:
	 	 	 	 	 	Romanach
	Attorney(s):

	 	MPV	 	 	 	 









	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Country	 	Sub Case	 	Case Type	 	Status	 	 	Application Number	 	Filing Date	 	 	Patent Number	 	Issue Date	 	Expiration Date	 	Related Case No.
	 
	United States of America

	 	1	 	CIP
	 	Granted
	 	 	08/131810	 	 	05-Oct-1993
	 	 	5362505	 	 	08-Nov-1994
	 	10-Nov-2012
	 	11243 A	 
	 





 









 





     



     



					
	Thursday, July 13, 2006
	 	Master List
	 	Page: 5






Case Number: 3159511472




	 	 	 	 	 	 	 
	 
	Title:

	 	Des : Snack Food jar
	 	Inventor(s):	 	 
	Client:

	 	John B. Sanfilippo & Son, Inc.
	 	 	 	Arlinghaus
	Owner:

	 	 	 	 	 	Meisner
	Disclosure Status:

	 	Filed
	 	 	 	Charriez
	Disclosure Date:

	 	 	 	 	 	Millisor
	Attorney(s):

	 	MPV
	 	 	 	Moreno






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	Country	 	Sub Case	 	 	Case Type	 	Status	 	Application Number	 	Filing Date	 	Patent Number	 	Issue Date	 	Expiration Date	 	Related Case No.
	 
	United States of America
	 	 	 	 	 	DES	 	Granted	 	07/710900	 	31-May-1991	 	Des 333268	 	16-Feb-1993	 	16-Feb-2007