Consent and Reaffirmation of Guaranty by CPK Management Company in Favor of Bank of America, N.A.

Summary

CPK Management Company agrees to the Second Amendment of the Credit Agreement between Bank of America and California Pizza Kitchen, Inc. The company confirms that its obligations under a previous guaranty agreement with the bank remain unchanged and fully enforceable. This document ensures that the guaranty continues to back the borrower's obligations despite the amendment to the credit agreement.

EX-10.3 4 a559984010_3.txt EXHIBIT 10.3 EXHIBIT 10.3 ------------ CONSENT AND REAFFIRMATION OF GUARANTY In order to induce Bank of America, N.A. ("Bank") to enter into that certain Second Amendment dated as of January 30, 2008 (the "Amendment") to that certain Amended and Restated Credit Agreement dated as of June 30, 2004, as amended, between the Bank and California Pizza Kitchen, Inc. ("Borrower"), the undersigned (i) consents to said Amendment, (ii) agrees that nothing contained in the Amendment shall diminish, alter, amend or effect the obligations of the undersigned under that certain Master Subsidiary Guaranty dated as of December 15, 2000 ("Guaranty") in favor of Bank, and (iii) confirms that such Guaranty remains in full force and effect and reaffirms the same. Dated: as of January 30, 2008 CPK MANAGEMENT COMPANY By: /s/ Susan M. Collyns ---------------------- Name: Susan M. Collyns ------------------ Title: Chief Financial Officer ------------------------ 1