Common use of Remodeling Clause in Contracts

Remodeling. Carrols shall remodel its entire portfolio of Restaurants in compliance with the Remodel Plan set forth on SCHEDULE 7 attached hereto and made a part hereof. BKC’s sole remedy for Carrols’ failure to be in compliance with the Remodel Plan will be the suspension of Carrols’ rights under Article VI by written notice given by BKC to Carrols on or before January 31 of the calendar year following the year on which Carrols does not meet the Remodel Plan. Any such suspension of Article VI rights shall begin in the calendar year following calendar year of such non-compliance, and such suspension shall automatically terminate as soon as Carrols comes back into compliance with the Remodel Plan. Carrols will be deemed in compliance with the Remodel Plan in each calendar year so long as Carrols completes at least 90% of the Remodel Plan for such calendar year. In any calendar year that Carrols completes 90% but less than 100% of the Remodel Plan for that calendar year, Carrols must complete the shortfall of remodels plus 90% of the Remodel Plan for the next calendar year in order to remain in compliance with the Remodel Plan. In any calendar year that Carrols’ rights under Article VI have been suspended under this Article VII, Carrols will be deemed to be back in compliance with the Remodel Plan and all rights under Article VI shall automatically be restored as soon as Carrols completes 100% of the remodels that were required for the calendar year resulting in the suspension of rights under Article VI (assuming that all remodels completed in such subsequent year shall first apply to remedying the prior year’s shortfall). Anything to the contrary in this Agreement or otherwise notwithstanding, for any remodel required under the Remodel Plan that requires the consent of a master landlord or other third party, if the consent of such master landlord or third party is not obtained Carrols shall not be obligated to undertake such remodel and shall not be deemed in default of this Agreement or the Remodel Plan for not completing such remodel and such site shall be excluded from the calculation to determine whether Carrols has completed the required remodels as provided in this Article VIII.

Remodeling. Carrols shall remodel Landlord may, in connection with any remodeling of all or any portion of the Project, change, at Landlord's sole cost and expense, the dimensions or reduce the size of the Premises to not less than eighty-five percent (85%) of its entire portfolio original size; provided, however, that if, in Tenant's reasonable judgment, as a result thereof the remaining portion of Restaurants in compliance with the Remodel Plan set forth on SCHEDULE 7 attached hereto and made a part hereof. BKC’s sole remedy Premises is not suitable for Carrols’ failure to be in compliance with the Remodel Plan will be purpose for which Tenant has leased the suspension of Carrols’ rights under Article VI by Premises, Tenant may terminate this Lease upon sixty (60) days written notice to Landlord, which notice shall be given by BKC within thirty (30) days after Landlord notifies Tenant of Landlord's intention to Carrols on or before January 31 of the calendar year following the year on which Carrols does not meet the Remodel Plan. Any remodel; provided further, however, that such suspension of Article VI rights shall begin in the calendar year following calendar year of such non-compliance, and such suspension shall automatically terminate as soon as Carrols comes back into compliance with the Remodel Plan. Carrols will be deemed in compliance with the Remodel Plan in each calendar year so long as Carrols completes at least 90% of the Remodel Plan for such calendar year. In any calendar year that Carrols completes 90% but less than 100% of the Remodel Plan for that calendar year, Carrols must complete the shortfall of remodels plus 90% of the Remodel Plan for the next calendar year in order to remain in compliance with the Remodel Plan. In any calendar year that Carrols’ rights under Article VI have been suspended under this Article VII, Carrols will be deemed to be back in compliance with the Remodel Plan and all rights under Article VI shall automatically be restored as soon as Carrols completes 100% of the remodels that were required for the calendar year resulting in the suspension of rights under Article VI (assuming that all remodels completed in such subsequent year shall first apply to remedying the prior year’s shortfall). Anything to the contrary in this Agreement or otherwise notwithstanding, for any remodel required under the Remodel Plan that requires the consent of a master landlord or other third party, if the consent of such master landlord or third party is not obtained Carrols termination shall not be obligated effective if within thirty (30) days of Tenant's notice thereof, Landlord notifies Tenant either of its election to undertake such remodel and relocate Tenant pursuant to SECTION 2.3 hereof or to rescind Landlord's intention to remodel. If Tenant elects to terminate the Lease under this SECTION 2.4, Landlord shall pay to tenant the unamortized portion of the TI Costs, provided Tenant is not be deemed in default at the time of such termination. If Tenant does not elect to terminate this Agreement or Lease pursuant to this SECTION 2.4 and as a result of Landlord's remodeling under this SECTION 2.4 there is any reduction in the Remodel Plan for not completing such remodel and such site area of Premises, then Minimum Rent shall be excluded from reduced to an amount equal to that proportion of the calculation Minimum Rent that the Floor Area after the remodeling bears to determine whether Carrols has completed the required remodels as provided Floor Area of the Premises prior to the remodeling. In the event of any remodeling pursuant to this SECTION 2.4, Landlord shall repair any damage to the Premises caused thereby. In connection with any such remodeling, Landlord may require Tenant to cease conducting business in the Premises for a period not to exceed thirty (30) days. The rent and all other costs and charges payable or reimbursable hereunder (other than premiums for insurance maintained by Tenant hereunder) shall be abated during any period that Landlord requires Tenant to cease conducting business and the Lease Term shall be extended by an amount of time equal to the entire period during which Landlord requires Tenant to cease conducting business. Upon Landlord's request, Tenant shall execute an amendment designating any changes to the Premises pursuant to this Article VIII.Section on EXHIBIT B.

Remodeling. Carrols shall remodel its entire portfolio of Restaurants in compliance with the Remodel Plan set forth on SCHEDULE 7 attached hereto and made a part hereof. BKC’s sole remedy for Carrols’ failure to be in compliance with the Remodel Plan will be the suspension of Carrols’ rights under Article VI by written notice given by BKC to Carrols on or before January 31 of the calendar year following the year on which Carrols does not meet the Remodel Plan. Any such suspension of Article VI rights shall begin in the calendar year following calendar year of such non-compliance, and such suspension shall automatically terminate as soon as Carrols comes back into compliance with the Remodel Plan. Carrols will be deemed in compliance with the Remodel Plan in each calendar year so long as Carrols completes at least 90% of the Remodel Plan for such calendar year. In any calendar year that Carrols completes 90% but less than 100% of the Remodel Plan for that calendar year, Carrols must complete the shortfall of remodels plus 90% of the Remodel Plan for the next calendar year in order to remain in compliance with the Remodel Plan. In any calendar year that Carrols’ rights under Article VI have been suspended under this Article VII, Carrols will be deemed to be back in compliance with the Remodel Plan and all rights under Article VI shall automatically be restored as soon as Carrols completes 100% of the remodels that were required for the calendar year resulting in the suspension of rights under Article VI (assuming that all remodels completed in such subsequent year shall first apply to remedying the prior year’s shortfall). Anything to the contrary in this Agreement or otherwise notwithstanding, for any remodel required under the Remodel Execution Version Plan that requires the consent of a master landlord or other third party, if the consent of such master landlord or third party is not obtained Carrols shall not be obligated to undertake such remodel and shall not be deemed in default of this Agreement or the Remodel Plan for not completing such remodel and such site shall be excluded from the calculation to determine whether Carrols has completed the required remodels as provided in this Article VIII.