Restaurant. Tenant’s employees that have been issued an access card to The Alexandria shall have the right, along with other Users, to access and use the restaurant located at The Alexandria. All such employees of Tenant shall be entitled to a 20% discount on certain food items (not including alcohol) purchased at the restaurant (on an individual basis and not with respect to entire tables or checks), which discount shall not be transferrable.

Schedule # (“Qualifying McOpCo Restaurant Management Employees and Shared Restaurant Support Employees”) is hereby amended by adding the following new paragraph to the end thereof:

Carrols Restaurant Group, Inc.

(iv) Certificate of Incorporation of the GuarantorBrinker Restaurant as filed with the Secretary of State of Delaware on June 29, 19901990, and all amendments thereto through the date hereof (the “GuarantorBrinker Restaurant Certificate of Incorporation”);

Carrols Restaurant Group, Inc.

968 James Street

We are very pleased to inform you of your promotion to the executive level position of Senior Vice President, Operations and Chief Restaurant Officer of Carrols Restaurant Group, Inc. (together with its direct and indirect subsidiaries, the “Company”).

•Restaurant Support Center (RSC) Paid Time Off (PTO)

“Principal Property” means all restaurant or related equipment and real property, in each case which is owned by the Borrower or a Subsidiary and which constitutes all or part of any restaurant located within the United States or Canada.

Relocation of Brinker International, Inc. Restaurant Support Center. Any impacts associated with relocating the Brinker International, Inc. Restaurant Support Center will be reflected in Base Year EPS and/or Ending Year EPS to the extent necessary to neutralize the impact of the event in both calculations.

Character of Business and Purpose of the Partnership. The business and purpose of the Partnership shall be to own, renovate and operate a restaurant located at 11225 Miramar Parkway, Suite 250, Miramar, Broward County, Florida and operate the same as “FLANIGAN’S” restaurant, (the “Business”), but specifically excludes any interest of any kind in the property owned by the landlord.

Covenant Not To Compete. At all times during Executive’s employment with McDonald’s and for a period of eighteen (18) months following Executive’s termination for any reason, whether with or without cause, at the option of McDonald’s or Executive, and/or with or without notice, Executive agrees and covenants that: # Executive shall not either directly or indirectly, alone or in conjunction with any other party or entity, perform any services, work or consulting for one or more Competitive Companies anywhere in the world. "Competitive Companies" shall mean any company in the ready-to-eat restaurant industry that competes with the business of [[McDonald's:Organization]], including any business in which [[McDonald's:Organization]] engaged during the term of Executive's employment and any business that [[McDonald's:Organization]] was actively considering conducting at the time of the Executive's termination of employment. Examples of Competitive Companies include, but are not limited to: YUM Brands, Inc. (including but not limited to Taco Bell, Pizza Hut and Kentucky Fried Chicken and all of YUM Brands, Inc.’s subsidiaries), Quick Service Restaurant Holdings (and all of its brands and subsidiaries), Burger King/Hungry Jacks, Wendy’s, Culver’s, In-N-Out Burger, Sonic, Hardee’s, Checker’s, Arby’s, Long John Silver’s, Jack-in-the-Box, Popeye’s Chicken, Chick-fil-A, Domino’s Pizza, Chipotle, Q-doba, Panera Bread, Papa John’s, Potbelly, Subway, Quiznos, Dunkin’ Brands, Seven-Eleven, Tim Horton’s, Starbucks, Jamba Juice, BoJangle’s, WaWa, Five Guys, Denny’s and their respective organizations, partnerships, ventures, sister companies, franchisees, affiliates or any organization in which they have an interest and which are involved in the ready-to-eat restaurant industry anywhere in the world, or which otherwise compete with [[McDonald's:Organization]]. Executive agrees to consult with the Executive Vice President of Human Resources, or his/her successor, for clarification as to whether or not McDonald’s views a prospective employer, consulting client or other business relationship of the Executive in the ready-to-eat industry not listed above as a Competitive Company; and # Executive shall not perform or provide, or assist any third party in performing or providing, Competitive Services anywhere in the world, whether directly or indirectly, as an employer, officer, director, owner, employee, partner or otherwise, of any person, entity, business, or enterprise. For the purposes of this restriction, “Competitive Services” means the design, development, manufacture, marketing or sale of a product, product line or service that competes with any product, product line or service of McDonald’s as they presently exist or as may be in existence or development on Executive’s termination date.

The undersigned stockholder party hereto (the “Selling Stockholder”) of Carrols Restaurant Group, Inc., a Delaware corporation (the “Company”), proposes, on the basis of the applicable representations and warranties, and subject to the applicable terms and conditions, stated herein and in the Open Market Sale Agreement, dated November 13, 2023 (the “Sales Agreement”), among the Company, the Selling Stockholder and Jefferies LLC, in its capacity as sales agent and the forward purchaser (the “Agent”), to issue and sell to the Agent as principal for resale (in such capacity, the “Underwriter”), and the Underwriter agrees to purchase from the Selling Stockholder, the Common Shares specified in [Schedule I] hereto (the “Securities”), on the terms specified in [Schedule I] hereto. Capitalized terms used but not defined herein have the respective meanings ascribed thereto in the Sales Agreement.

Seaport Square Declaration Required Disclosure. The Seaport Square Declaration requires the following disclosure to be included in this Lease: “The Seaport Square Project is a multi-phase, mixed-use project being developed in the Seaport District of Boston. Development of the Seaport Square Project may occur in phases over a period of time. The Seaport Square Project will involve a variety of uses, including without limitation residential, office, hotel, research and development, cultural, educational, retail, and restaurant uses. As a result of the Seaport Square Project, the character of the Seaport Square area will change over time. The Seaport Square Project is expected to bring pedestrian and vehicular traffic into the area, and involves the construction of roadway and traffic signalization improvements. Because the Seaport Square Project will occur over an extended period of time in a phased manner, construction activities will occur on the Seaport Square Project property and on adjacent roadways regularly.”

During Employment. You will devote one hundred percent (100%) of your full business time, attention, energy, and effort to the business affairs of the Employer and the Company. Except with the prior written consent of the Employer, during your employment with the Company or the Employer, you shall not, individually or jointly with others, directly or indirectly, whether for your own account or for that of any other person or entity, engage in or own or hold any ownership interest in any person or entity engaged in a full service restaurant business, and you shall not act as an officer, director, employee, partner, independent contractor, consultant, principal, agent, proprietor or in any other capacity for, nor lend any assistance (financial or otherwise) or cooperation to, any such person or entity. You shall not serve on the board of directors or advisory committee of any other company without the prior written consent of the Employer, which consent shall not be unreasonably withheld.

Except in the performance of your duties hereunder, at no time during your employment with the Company or the Employer, or at any time thereafter, shall you, individually or jointly with others, for your benefit of or for the benefit of any third party, publish, disclose, use or authorize anyone else to publish, disclose or use any secret or confidential material or information relating to any aspect of the business or operations of the Employer, the Company or any of their affiliates, including, without limitation, any secret or confidential information relating to the business, customers, trade or industrial practices, trade secrets, technology, recipes, product specifications, restaurant operating techniques and procedures, marketing techniques and procedures, financial data, processes, vendors and other information or know-how of the Employer, the Company or any of their affiliates, except # to the extent required by law, regulation or valid subpoena, or # to the extent that such information or material becomes publicly known or available through no fault of your own.

Section # Amendments, Etc. No amendment or waiver of any provision of any Credit Document, nor consent to any departure by the [[Organization A:Organization]] or the [[Organization N:Organization]] therefrom, shall in any event be effective unless the same shall be in writing and signed by the [[Organization A:Organization]] and the Majority [[Organization D:Organization]] and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given, provided, however, that no amendment, waiver or consent shall do any of the following: # increase any Commitment of any Bank or subject any Bank to any additional obligations without the consent of such Bank, # reduce the principal of, or interest on, any Advances of any Bank or any fees or other amounts payable to any Bank hereunder without the consent of such Bank, # postpone any date fixed for any payment of principal of, or interest on, any Advances or any fees or other amounts payable hereunder without the consent of each affected Bank, # change the percentage of any Commitment or of the aggregate unpaid principal amount of any Advances, or the number of [[Organization D:Organization]], which shall be required for the [[Organization D:Organization]] or any of them to take any action under this Agreement or any other Credit Document without the consent of each Bank, # release the [[Organization A:Organization]] or the GuarantorBrinker Restaurant or otherwise change any obligation of the [[Organization A:Organization]] or the GuarantorBrinker Restaurant to pay any amount payable by the [[Organization A:Organization]] or GuarantorBrinker Restaurant hereunder without the consent of each Bank, or # amend this Section 10.01 without the consent of each Bank, provided, further, that no amendment, waiver or consent shall, unless in writing and signed by the [[Organization E:Organization]] in addition to the [[Organization D:Organization]] required above to take such action, affect the rights or duties of the [[Organization E:Organization]] under any Credit Document; provided, further that, each of the [[Administrative Agent:Organization]] Fee Letter, the JPMCB Fee Letter, the [[Organization J:Organization]] Fee Letter, the [[Organization H:Organization]] Fee Letter and the Upfront Fee Letter may be amended, or rights and privileges thereunder waived or modified in a writing executed only by all of the respective parties thereto; and provided, further, that no amendment, waiver or consent shall, unless in writing and signed by the applicable Guarantor in addition to any other party required above to take such action, affect the rights or duties of thesuch Guarantor under any Credit Document. Notwithstanding anything to the contrary herein, no Defaulting Bank shall have any right to approve or disapprove any amendment, waiver or consent hereunder (and any amendment, waiver or consent which by its terms requires the consent of all [[Organization D:Organization]] or each affected Bank may be effected with the consent of the applicable [[Organization D:Organization]] other than Defaulting [[Organization D:Organization]]), except that # no Commitment of any Defaulting Bank may be increased or extended without the consent of such Bank and # any waiver, amendment or modification requiring the consent of all [[Organization D:Organization]] or each affected [[Organization D:Organization]] that by its terms affects any Defaulting Bank more adversely than other affected [[Organization D:Organization]] shall require the consent of such Defaulting Bank.

Termination on Account of Special Circumstances. If the Optionee has a Termination of Employment due to Special Circumstances (which means, a Termination of Employment due to the Optionee becoming an owner-operator of a McDonald’s restaurant in connection with his or her Termination of Employment or a Termination of Employment by the Company or a Subsidiary without Cause, in each case, where the Optionee’s combined age and years of Company Service meets the threshold set forth in the chart below and the Optionee satisfies the additional conditions set forth in [subsections (i) and (ii)])] below, as applicable), the Options, to the extent unvested as of the date of the Optionee’s Termination of Employment, will, for the applicable period after the Optionee’s Termination of Employment specified in the chart below, become vested in accordance with the Vesting Schedule set forth above in this Agreement and any vested Options may be exercised at any time within the applicable period specified in the chart below after such Termination of Employment (but not beyond the Expiration Date). As of the expiry of the applicable period specified in the chart below after the Optionee’s Termination of Employment, any Options that remain unvested will be forfeited.

No delay in either the discovery of a Material Defect or Material Breach on the part of any party to the Pooling and Servicing Agreement or in providing notice of such Material Defect or Material Breach shall relieve the Mortgage Loan [[Organization A:Organization]] of its obligation to repurchase the related Mortgage Loan (if it is otherwise required to do so under this Agreement) unless # the Mortgage Loan [[Organization A:Organization]] did not otherwise discover or have knowledge of such Material Defect or Material Breach, # such delay is the result of the failure by a party to the Pooling and Servicing Agreement to provide prompt notice as required by the terms of the Pooling and Servicing Agreement after such party has actual knowledge of such Material Defect or Material Breach (knowledge shall not be deemed to exist by reason of the custodian’s exception report) and such delay precludes the Mortgage Loan [[Organization A:Organization]] from curing such Material Defect or Material Breach and # provided that the Mortgage Loan [[Organization A:Organization]] is afforded a cure period of 90 days from the Mortgage Loan [[Organization A:Organization]]’s receipt of notice thereof, such Material Defect or Material Breach did not relate to a Mortgage Loan not being a “qualified mortgage” as described in this section. Notwithstanding the foregoing, if a Mortgage Loan is not secured by a Mortgaged Property that is, in whole or in part, a hotel, restaurant (operated by a Mortgagor), healthcare facility, nursing home, assisted living facility, self-storage facility, theatre or fitness center (operated by a Mortgagor), then the failure to deliver to the Custodian copies of the UCC financing statements with respect to such Mortgage Loan shall not be a Material Defect.

During your employment with the Company and its Subsidiaries, and for one year thereafter in the event that you are receiving severance benefits pursuant to Exhibit A or Exhibit B of this Agreement or have been terminated for Cause as defined by Paragraph 1.2, you shall not directly or indirectly own any interest in, manage, control, participate in, consult with, render services for, be employed in an executive, managerial or administrative capacity by, or in any manner engage in, any business within the United States that is engaging in the multi-unit restaurant business that offers full service family or casual dining, including, but not limited to, Biglari Holdings, Inc. (Steak n Shake and Western Sizzlin), Bob Evans Farms, Brinker International (Chili’s, Maggiano’s, Romano’s Macaroni Grill), Cheddars, Cheesecake Factory, Darden Restaurants, Inc. (Olive Garden, Longhorn Steakhouse, The Capital Grille, Bahama Breeze, Seasons 52), Denny’s, DineEquity, Inc. (IHOP, Applebee’s), First Watch, Huddle House, O’Charley’s, Perkins, Red Lobster, Red Robin, Ruby Tuesday, Shoney’s, and Waffle House, or any other businesses that are competitive with any of the businesses engaged in by the Company or its Subsidiaries during the last twelve months of your employment with the Company and its Subsidiaries or, as of the date of termination of such employment, are contemplated to exist during the twelve-month period following the date of the termination of your employment (collectively, the “Restricted Business”). You acknowledge that during the course of your employment with the Company and its Subsidiaries, as a result of your senior executive position within the Company, you have and will become familiar with the Company’s and its Subsidiaries’ business strategies, trade secrets, personnel and with other Confidential Information concerning the Company and its Subsidiaries at the very highest level and that your services have been and shall continue to be of special, unique, and extraordinary value to the Company and its Subsidiaries. Nothing herein shall prohibit you from # being a passive owner of not more than 2% of the outstanding stock of any class of a corporation that is publicly traded, so long as you have no active participation in the business of such corporation; or # becoming employed, engaged, associated or otherwise participating with a separately managed division or subsidiary of a competitive business that does not engage in the Restricted Business (provided that your services are provided only to such division or subsidiary); or # accepting employment with any federal or state government or governmental subdivision or agency.