0001009244-06-000006 Sample Contracts

PERFORMANCE UNIT AGREEMENT
Performance Unit Agreement • March 30th, 2006 • Mexican Restaurants Inc • Retail-eating places • Texas

This AGREEMENT made as of August 16, 2005, by and between Mexican Restaurants, Inc. (the "Corporation"), and Dennis Vegas (the "Recipient").

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MEXICAN RESTAURANTS, INC.
Mexican Restaurants Inc • March 30th, 2006 • Retail-eating places

We refer to the Amended and Restated Revolving Credit and Term Loan Agreement (the “Loan Agreement”), dated as of January 7, 2004, between Mexican Restaurants, Inc. (the “Borrower”) and Bank of America, N.A. (successor by merger to Fleet National Bank) (the “Lender”). All of the words and expressions used in this letter of agreement (this “Amendment No. 2”) which are not defined herein, but which are defined in the Loan Agreement, shall have the same meanings herein as specified therefor in the Loan Agreement.

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