After initially dismissing Caroline's claims that her boyfriend is cheating on her and angrily leaving her to handle a dinner rush alone, Max comes home to find that he is indeed with another woman. She kicks him out of her house, then returns to help Caroline handle the rush.
Max: (to a customer) "This is Caroline. She may have gotten your order wrong, but she does get some things right."
Caroline's dad calls her to remind her to wear her bite guard. It was very touching.
Shortly after Max states that Caroline and her have nothing in common, she presses a button to cause music to pump through Caroline's room. She expects it to be classical music, but is pleasantly surprised when the song turns out to be "I'm Not Gonna Teach Your Boyfriend How To Dance" by The Black Kids. Both Max and Caroline declare "I love this song" in unison and start dancing. It was very sweet to see them realize they do have at least one thing in common, however small.
Max's pep talk to Caroline in "And The 90's Horse Party."
In "And The Hoarder Culture", Max says that Johnny's girlfriend "seems like kind of a bitch, but maybe cooler than she could ever be", prompting the following response from Caroline:
"There's no one cooler than you."
The billboard Johnny makes of him and Max.
Max's good bye to Chestnut is this, mixed with some TearJerker
(Teary eyed) "I haven't had much go right in my life, and I probably won't have anything go right anytime soon, but you were the one good thing we had going for us."
In "And The Pop-Up Sale", Caroline sells of all of her rings to buy Max her dream oven in an effort to make up for bailing on Max to hang with her friends. It's a very sweet moment.
Max and Caroline's conversation at the end of "And The Secret Ingredient."
Earl telling the nurse that Max was family.
At the end of the Valentine's Day episode, Caroline has finally managed to deal with the fact she won't be getting flowers from her dad. Sophie then brings in two delivered bouquets of roses from Mr. Channing: one for Caroline as per tradition, but also one for Max, as thanks for taking care of Caroline.
Earl to Max in "And Martha Stewart Have A Ball":
Earl: If you were one of these horses, I'd put all my money on you.
Max and Caroline are having trouble paying rent on their new store and the guys at the restaurant have collected money to help for the girls' rent. Carolina refuses to take it and Han insists because they are family.
Sophie gives Max and Caroline a check so they can get the storefront they want and all Sophie wants in return is cupcakes.
Max and Caroline have to make a thousand cupcakes in a few hours. After the oven in their cupcake store breaks Han lets them use the oven in the diner even after they lied to him to get out of work so they can make the cupcakes. Han and the other guys at the diner decide to stay behind and help make the cupcakes.
Caroline's concern when Max falls unconscious in "And The Window of Opportunity." Especially considering the epic fight they were just having.
Han making sure that Max and Caroline get paid for their work as extras after the director tries to get Caroline to sleep with him.
Han telling the girls that they don't have to worry about rent for their window until they achieve their goal.
Max telling Caroline that she loves her after accidentally hurting Caroline's feelings.
The cat making itself at home on Chestnut's back at the end of "And the Kitty Kitty Spank Spank."
Caroline finding out that her old nanny/mother surrogate had a secret life that she was apart of.
Caroline is unable to pay back a bookie $3,000 dollars that she owes him and he threatens to take her horse instead. Earl being a recovered gambling addict takes a risk and gambles to win the money that Caroline owes the bookie.
Sophie, Oleg, Earl, and Han showing up at the last moment to Max's high school graduation. And Caroline pushing her to take the final that got her qualified to graduate.
Not on the show itself, but when rumors began to spread that Lindsay Lohan was hard to work with, Beth Behrs and Kat Dennings quickly rose to her defense, saying that there were no problems on the set.