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<br />200609581
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<br />Lane, Louisville, Kentucky 40213 ("Assignor"), MARION D. LARSEN REVOCABLE TRUST
<br />DATED NOVEMBER 9,1992 c/o MARION D. LARSEN, TRUSTEE, having an address of
<br />2503 North Highway 14, Marquette, Nebraska 68854 ("Landlord") and DEE JAY'S QSR OF
<br />NEBRASKA, INC., a South Dakota corporation, having an address of P.O. Box 279, Noonan,
<br />North Dakota 58765 ("Assignee").
<br />
<br />WITNESSETH THAT
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<br />WHEREAS, Assignor is either the original tenant or the successor in interest, by mesne
<br />assignments or by merger, to the tenant under that certain lease dated November 4, 1975 (which
<br />together with all extensions, renewals, amendments, modifications and riders is known as the
<br />"Lease") with respect to the premises, together with any leasehold improvements and fixtures located
<br />thereon and all appurtenant rights, privileges and easements thereunto belonging, as more
<br />particularly described on Exhibit "A" attached hereto (the "Premises"). The original Memorandum
<br />Lease dated February 25, 1980 was recorded with the Registry of Deeds, Hall County, July 7, 1980
<br />as Document Number 80-003270.
<br />
<br />WHEREAS, Assignor desires to assign to Assignee, and Assignee desires to assume from
<br />Assignor, Assignor's interest in the Lease and the Premises.
<br />
<br />WHEREAS, Landlord is willing to consent to the assignment of the tenant's interest in the
<br />Lease to Assignee upon the terms and conditions set forth in this Consent.
<br />
<br />NOW, THEREFORE, in consideration of the foregoing and of the mutual promises
<br />hereinafter contained and for other good and valuable consideration the receipt and sufficiency of
<br />which are hereby acknowledged, the parties hereto, intending to be legally bound, hereby agree as
<br />follows:
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<br />1. The foregoing recitals are true and correct and incorporated herein by reference. All
<br />capitalized terms not defined in this Consent shall have the meanings ascribed to them in the Lease.
<br />
<br />2. Assignor hereby assigns to Assignee, all of its right, title and interest in the Lease and
<br />the Premises, including Assignor's right to any security deposit currently held by Landlord.
<br />Assignee hereby assumes those obligations and liabilities 'of "Tenant" under the Lease that arise
<br />and/or accrue on and after the date hereof. Assignee agrees to be bound, from and after the date
<br />hereof, by all provisions of the Lease relating to Tenant, including, without limitation, the obligation
<br />to pay rent (including all forms of additional rent) and other charges to Landlord at the time and in
<br />the amount and manner set forth in the Lease and any and all waivers made by Assignor in the
<br />original Lease. From and after the date hereof, all references to Tenant in the Lease shall mean and
<br />refer to Assignee.
<br />
<br />3. Pursuant to Section 18 ofthe Lease, Assignor shall remain liable for any obligations
<br />accruing under the Lease until the expiration ofthe Lease on April 30, 2011, or the date the Lease is
<br />terminated, pursuant to the terms of the Lease, if earlier, regardless of any further extension or
<br />renewal thereof, and no amendment to the Lease, to which Assignor has not consented in writing,
<br />increasing or expanding the obligations of Assignor thereunder shall be valid as against Assignor. ill
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<br />DMEAST #9398484 v4
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