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<br /> " Restaurant No. 1782
<br /> LANDLORD CONSENT AGREEMENT
<br /> TH� I�NDLORD CONSENT AGREEMENT(this "Agreement") is entered into as of this 1� da
<br /> of
<br /> 1999, by and among �� -- •-- - - � �--��
<br /> , with an office at Midtown Niki Group, 5080 Shoreham Place, Suite 100, San
<br /> Diego, CA 92122 (the "Landlord"), Fazoli's Restaurants, Inc., a Kentucky corporation with an office at 2470
<br /> Palumbo Drive, Lexington, Kentucky 40509 (the "Tenant") and BanicBoston, N.A., as Agent for itself and
<br /> certain other parties, as more fully set forth in the Loan Agreement (as hereinafter defined) ("Agent") with
<br /> offices at 100 Federal Street, Boston, Massachusetts 02110.
<br /> Reference is hereby made to the following facts which constitute the background for this Agreement:
<br /> 1• Landlord and Tenant are parties to that certain lease dated as of September 26, 1997 (as
<br /> amended and in effect on the date hereof, the "Lease"), pursuant to which the Landlord has leased to Tenant
<br /> certain premises (as more particularly defined in the Lease, the "Premises") consisting of certain building(s)
<br /> and/or land commonly known as 2010 W 2nd Street, Grand Island,NE 68803.
<br /> 2• Tenant has arranged for the extension of certain credit facilities by the Banks under (each as
<br /> defined in) the Loan Agreement referred to below, which credit facilities will be of benefit to Tenant in its
<br /> use and occupancy of the Premises. The documents evidencing and securing said credit facilities, including,
<br /> without limitation, this Agreement and a Revolving Credit and Term Loan Agreement (the "Loan
<br /> Agreement"), are referred to collectively herein as the "Loan Documents".
<br /> 3• In order to facilitate the credit transactions under the Loan Agreement, Landlord and Tenant
<br /> desire to con�rm their agreements in connection therewith, and to amend the Lease on the terms and
<br /> conditions hereinafter set forth.
<br /> NOW, THEREFORE, for good and valuable consideration, Landlord, Tenant and Agent hereby agree
<br /> as follows:
<br /> 1• Execution of Collateral Documents b Landlord. Concunently with the execution of this
<br /> Agreement, the Landlord has executed and delivered to Agent the Landlord Waiver (the "Landlord Waiver")
<br /> attached hereto as Exhibit A and by this reference incorporated herein, pursuant to which the Landlord has
<br /> waived and disclaimed any right, title, claim or interest in or to the "Collateral"(as such term is defined in the
<br /> Landlord Waiver), and consented to the removal of the Collateral by Agent.
<br /> 2• Landlord Covenants Re ardin Tenant Defaults.
<br /> �a) In the event of any default (or where so defined "Event of Default") under the
<br /> Lease, Landlord covenants and agrees to give Agent copies of any and all written notices given to
<br /> Tenant in connection therewith, concurrently with the giving of such notices to the Tenant. In
<br /> addition to and without limiting the foregoing, if any default (or where so de�ned, "Event of
<br /> Default") under the Lease is not cured by the Tenant within the applicable grace period, if any,
<br /> Landlord agrees that, prior to commencing any action to terminate the Lease, Landlord shall afford
<br /> Agent an additional grace period of ten (10) days within which to cure any such default or Event of
<br /> Default (with, however, Agent having no obligation whatsoever to cure or attempt to cure such
<br /> default or Event of Default). Landlord shall not commence any action to terminate the Lease, as
<br /> aforesaid,prior to the expiration of said cure period.
<br /> (b) In addition to, and without limiting the rights granted Agent under Paragraph 2(a)
<br /> above, in the event Landlord terminates the Lease for any reason whatsoever, or in the event Tenant
<br /> rejects the Lease in any bankruptcy or insolvency proceeding, Landlord shall, upon written request
<br /> by Agent made within ten (10) days after receipt by Agent of written notice from Landlord of such
<br /> termination or rejection, as the case may be, enter into a new lease of the Premises (the "Substitute
<br />
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