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EXHIBIT 10.38
FIRST AMENDMENT TO
GREEN BURRITO
MASTER FRANCHISE AGREEMENT
THIS FIRST AMENDMENT TO MASTER FRANCHISE AGREEMENT ("First Amendment")
is made and entered into as of this 29th day of December, 2000, by and among
CKE Restaurants, Inc. ("CKR"), ▇▇▇▇ ▇▇▇▇▇▇▇ Enterprises, Inc. ("CKE") and
▇▇▇▇▇▇'▇ Food Systems, Inc. ("HFS") (CKR, CKE and HFS shall be collectively
referred to as the "CKR Companies"), and Green Burrito Grill Franchise
Corporation (formerly known as GB Franchise Corporation) and Santa ▇▇▇▇▇▇▇
Restaurant Group, Inc. (collectively "GBGF").
RECITALS
WHEREAS, the CKR Companies and GBGF entered into a Green Burrito Master
Franchise Agreement effective as of July 4, 2000 (the "Agreement"); and
WHEREAS, the CKR Companies and GBGF now desire to amend the Agreement.
NOW, THEREFORE, IT IS AGREED:
1. Section 3. DEVELOPMENT TERM. The first sentence is deleted in its
entirety and the following new sentence shall be inserted in lieu
thereof:
"The initial term of the rights granted to the CKR Companies
pursuant to this Agreement to develop and subfranchise the
development of Dual Concept Restaurants shall begin as of the
Effective Date and terminate on December 31, 2006 (the
"Development Term")."
2. Appendix A, DEVELOPMENT SCHEDULE. The Development Schedule is
deleted in its entirety and the following new Development
Schedule shall be inserted in lieu thereof:
NUMBER OF CUMULATIVE NUMBER
DUAL CONCEPT OF DUAL CONCEPT
RESTAURANTS TO BE RESTAURANTS TO BE
DEVELOPED BY IN OPERATION BY
CALENDAR YEAR YEAR END YEAR END
-------------- ----------------- -----------------
2002 25 233
2003 25 258
2004 20 278
2005 20 298
2006 10 308
3. Except for the amendments described above, the terms and conditions
of the Agreement shall remain unchanged and in full force and effect.
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IN WITNESS WHEREOF, the parties hereto have entered into this First
Amendment as of the date written above.
ATTEST: CKE RESTAURANTS, INC.
By: _____________________________ By: ________________________________
Title: __________________________ Title: _____________________________
ATTEST: ▇▇▇▇ ▇▇▇▇▇▇▇ ENTERPRISES, INC.
By: _____________________________ By: ________________________________
Title: __________________________ Title: _____________________________
ATTEST: ▇▇▇▇▇▇'▇ FOOD SYSTEMS, INC.
By: _____________________________ By: ________________________________
Title: __________________________ Title: _____________________________
ATTEST: SANTA ▇▇▇▇▇▇▇ RESTAURANT
GROUP, INC.
By: _____________________________ By: ________________________________
Title: __________________________ Title: _____________________________
ATTEST: GREEN BURRITO GRILL FRANCHISE
CORPORATION
By: _____________________________ By: ________________________________
Title: __________________________ Title: _____________________________
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