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TERMS AND CONDITIONS 2 201504204 Allen Webb is the record owner of Lot 12, Meadowlark West Fourth Subdivision, Grand Island, Hall County, Nebraska, as surveyed, platted and recorded ( "Lot 12 "). The Allen Entities and Seller are related in ownership. Lot 11 and Lot 12 are a part of the Eagle Run Shopping Center and are collectively referred to herein as the "Restricted Parcels." NOW, THEREFORE, in consideration of the foregoing Preliminary Statement, which is incorporated in its entirety in this portion of this Agreement and other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows: 1. Use Restrictions. For so long as the Lot 23, Meadowlark West Third Subdivision, Grand Island, Hall County, Nebraska (the "Subject Property") is open for business with the public and being operated as a "Raising Cane's" restaurant similar in concept and menu as the "Raising Cane's" restaurants being operated in Lincoln, Nebraska, the Restricted Parcels shall not be sold, leased or used either as (i) a restaurant whose primary food offering is "chicken fingers ", or (ii) a restaurant which prepares, serves and sells de -boned chicken products as a primary food offering, such as Chic- Fil -A, Guthrie's, Zaxby's, Slim Chickens, or PDQ. Notwithstanding the foregoing, the Restricted Parcels may be used, sold, or leased for restaurants which sell chicken fmgers, chicken, or chicken products of all types so long as such sales are incidental to the sale of such restaurants' other food offerings. As used herein, the term "incidental" shall mean that any such restaurant shall not derive more than thirty percent (30 %) of its annual gross sales from the sale of chicken fmgers, chicken and chicken products, including, but not limited to, de -boned chicken. The restrictions contained in this Section shall terminate in the event the Subject Property, after the initial opening of a "Raising Cane's" restaurant within the Subject Property ceases to be used as a "Raising Cane's" restaurant similar in concept and menu to the "Raising Cane's" restaurants being operated as of the date of this Agreement in Lincoln, Nebraska ( "Raising Cane's Restaurant ") for a continuous period of one hundred eighty (180) days (except for periods of reconstruction or remodeling not exceeding one hundred eighty (180) days in any one year period). In any event, the restrictions contained in this Section shall terminate (A) in the event JoEI or its tenant or any one of their successors and assigns has not opened for business to the public a Raising Cane's Restaurant within the Subject Property within one (1) year of the date of the recordation of this Agreement, or (B) on the date if and when Seller reacquires the Subject Property pursuant to the Repurchase Agreement between Seller and JoEI of even date herewith, whichever occurs earlier. 2. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the Allen Entities and JoEI and their respective successors and assigns and shall be deemed and construed as a covenant running against the land. The terms of this Agreement may not be amended, waive or terminated orally, but only by an instrument in writing signed by those Allen Entities whose parcel is the subject matter of such amendment, waiver or termination and JoEI or their respective successors and assigns.