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Amendment No. 1 To Management Consulting Agreement

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Sectors: Retail
Governing Law: New York, View New York State Laws
Effective Date: January 31, 1996
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AMENDMENT NO. 1


TO


MANAGEMENT CONSULTING AGREEMENT


THIS AMENDMENT NO. 1 TO MANAGEMENT CONSULTING AGREEMENT (This "Amendment No. 1"), dated as of January 31, 1996, is made by and among TJC Management Corporation, a Delaware corporation (the "Consultant"), NRE Holdings, Inc., a Delaware corporation (the "Company"), and National Restaurant Enterprises, Inc., a Delaware corporation, and a wholly-owned subsidiary of Holdings ("NRE").


W I T N E S S E T H:


WHEREAS, the Consultant, the Company, and NRE are parties to a Management Consulting Agreement, dated September 1, 1994 (the "Management Consulting Agreement");


WHEREAS, the Consultant continues to have and or have access to personnel who are highly skilled in the field of rendering advice to businesses and financial advice to the Company;


WHEREAS, the Company continues to desire to retain the Consultant and to provide business and financial advice to the Company;


WHEREAS, concurrent with the date hereof, the Company and NRE are entering into a Second Amended and Restated Revolving Credit and Term Loan Agreement with The First National Bank of Boston and the other lending institutions listed on Schedule 1 thereto, with The First National Bank of Boston acting as agent for itself and such other lending institutions (as in effect as of the date hereof, the "Credit Agreement"); and


WHEREAS, as a condition to the closing of the Credit Agreement, Consultant is required to amend certain provisions of the Management Consulting Agreement as set forth herein.


NOW, THEREFORE, in consider
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