0001104659-11-006935 Sample Contracts

AMENDMENT TO RIGHTS AGREEMENT
Rights Agreement • February 14th, 2011 • Red Robin Gourmet Burgers Inc • Retail-eating places • Delaware

AMENDMENT, dated as of February 11, 2011 (this “Amendment”), to the Rights Agreement, dated as of August 11, 2010, between Red Robin Gourmet Burgers, Inc. a Delaware corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability company, as rights agent (the “Rights Agent”).

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