FINANCING AGREEMENT

Financial Services Agreement

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This Financial Services Agreement involves

PIZZA INN INC /MO/ | THE CIT GROUP/COMMERCIAL SERVICES, INC.

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Title: FINANCING AGREEMENT
Governing Law: New York Date: 2/7/2007
Industry: EATING Sector: SERVIC

Search Financial Services Agreement by:

exv10w6

Exhibit 10.6

FINANCING AGREEMENT

THE CIT GROUP/COMMERCIAL SERVICES, INC.

(as Lender)

and

PIZZA INN, INC.

(as Company)

Dated: January 23, 2007

Financial Agreement — Pizza Inn

TABLE OF CONTENTS


		Page

SECTION 1.	DEFINITIONS		1
1.1.	Defined Terms		1

SECTION 2.	CONDITIONS PRECEDENT		16
2.1.	Conditions Precedent to Initial Funding		16
2.2.	Conditions to Each Extension of Credit		19

SECTION 3.	REVOLVING LOANS AND COLLECTIONS		19
3.1.	Funding Conditions and Procedures		19
3.2.	Handling of Proceeds of Collateral; Cash Dominion		20
3.3.	Revolving Loan Account		21
3.4.	Repayment of Overadvances		21
3.5.	Application of Proceeds of Collateral		22
3.6.	Monthly Statement		22
3.7.	Access to CIT’s System		22

SECTION 4.	[INTENTIONALLY DELETED]		23

SECTION 5.	LETTERS OF CREDIT		23
5.1.	Assistance and Purpose		24
5.2.	Authority to Charge Revolving Loan Account		24
5.3.	Indemnity Relating to Letters of Credit		24
5.4.	Compliance of Goods, Documents and Shipments with Agreed Terms		24
5.5.	Handling of Goods, Documents and Shipments		25
5.6.	Compliance with Laws; Payment of Levies and Taxes		25
5.7.	Subrogation Rights		26

SECTION 6.	COLLATERAL		26
6.1.	Grant of Security Interest		26
6.2.	Limited License		26
6.3.	Representations, Covenants and Agreements Regarding Collateral Generally		27
6.4.	Representations Regarding Accounts and Inventory		27
6.5.	Covenants and Agreements Regarding Accounts and Inventory		28
6.6.	Covenants and Agreements Regarding Equipment		28
6.7.	General Intangibles		29
6.8.	Commercial Tort Claims		29
6.9.	Letter of Credit Rights		29
6.10.	Real Estate		30
6.11.	Reference to Other Loan Documents		30
6.12.	Credit Balances; Additional Collateral		30

Financial Agreement — Pizza Inn


		Page

SECTION 7.	REPRESENTATIONS, WARRANTIES AND COVENANTS		30
7.1.	Initial Disclosure Representations and Warranties		30
7.2.	Affirmative Covenants		32
7.3.	Financial Covenants		42
7.4.	Negative Covenants		42

SECTION 8.	INTEREST, FEES AND EXPENSES		44
8.1.	Interest		44
8.2.	Default Interest Rate		44
8.3.	Fees and Expenses Relating to Letters of Credit		44
8.4.	Out-of Pocket Expenses		44
8.5.	Line of Credit Fee; Collection Days		44
8.6.	[Intentionally Deleted]		45
8.7.	Administrative Management Fee		45
8.8.	Standard Operational Fees		45
8.9.	LIBOR Loans		45
8.10.	LIBOR Breakage Costs and Fees		47
8.11.	Early Termination Fee		47
8.12.	Capital Adequacy		47
8.13.	Taxes, Reserves and Other Conditions		48
8.14.	Authority to Charge Revolving Loan Account		49

SECTION 9.	POWERS		49
9.1.	Authority		49
9.2.	Limitations on Exercise		50

SECTION 10.	EVENTS OF DEFAULT AND REMEDIES		50
10.1.	Events of Default		50
10.2.	Remedies With Respect to Outstanding Loans		51
10.3.	Remedies With Respect to Collateral		52
10.4.	General Indemnity		53

SECTION 11.	TERMINATION		54

SECTION 12.	MISCELLANEOUS		54
12.1.	Waivers		54
12.2.	Entire Agreement; Amendments		54
12.3.	Usury Limit		54
12.4.	Severability		55
12.5.	WAIVER OF JURY TRIAL; SERVICE OF PROCESS		55
12.6.	Notices		55
12.7.	CHOICE OF LAW		56

Financial Agreement — Pizza Inn

iii

EXHIBITS

Exhibit A – Form of Compliance Certificate

SCHEDULES

Schedule 1.1(a) – Existing Liens
Schedule 1.1(b) – Existing Indebtedness
Schedule 7.1(b) – Company and Collateral Information
Schedule 7.1(g) – Pending Litigation
Schedule 7.2(l) – Post-Closing Obligations
Schedule 7.7 – Environmental Matters

Financial Agreement — Pizza Inn

THE CIT GROUP/COMMERCIAL SERVICES, INC., a New York corporation, with an office located at 5420 LBJ Freeway, Suite 200, Dallas