Exhibit 10.11(a)
AMENDMENT TO DEVELOPMENT AGREEMENT
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June 6, 1995
THIS AMENDMENT TO DEVELOPMENT AGREEMENT ("Amendment") is entered into
between PAPA JOHN'S INTERNATIONAL, INC. ("Franchisor") and EXTRA CHEESE, INC.
("Developer").
RECITALS:
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A. The parties hereto are parties to a Papa John's Development Agreement
dated August 20, 1991, for the development of 10 Papa John's Pizza outlets in
Birmingham, Tuscaloosa and Auburn, Alabama (the "Development Agreement").
B. The parties now desire to amend the Development Agreement as set forth
herein.
AGREEMENT
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NOW, THEREFORE, the parties agree as follows:
1. Additional Outlets. Franchisor hereby grants Developer the right to
development seven additional Outlets (i.e. a total of 17) in the Development
Area (as amended below), and Developer shall exercise such development rights
only at locations approved by Franchisor as provided in the Development
Agreement.
2. Development Fee. In consideration of the grant by Franchisor of the
rights to develop the additional Outlets, Developer shall pay Franchisor an
additional Development Fee of Twenty-four Thousand Five Hundred Dollars
($24,500) upon execution of this Amendment. Developer shall pay a Franchise Fee
of Ten Thousand Dollars ($10,000) for each of the additional Outlets opened in
the Development Area prior to August 1, 1996, and Fifteen
Thousand Dollars ($15,000) for each Outlet opened in the Development Area after
August 1, 1996. The Franchise Fee is in addition to the Development Fee and
shall be paid at the time each Franchise Agreement is executed.
3. DEVELOPMENT SCHEDULE. The "Development Schedule," as set forth in
Section 3 of the Development Agreement, is amended to add the following:
"DEVELOPMENT SCHEDULE
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Dates on Which Each Cumulative Number of Outlets
Outlet Shall be Open to be Open and Operating*
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November 30, 1995 11
May 31, 1996 12
November 30, 1996 13
May 31, 1997 14
November 30, 1997 15
December 30, 1998 16
December 30, 1999 17
[* - Includes original ten Outlets and the additional Outlets
to be developed pursuant to this Amendment.]"
4. RIGHT OF REFUSAL; ADDITIONAL OUTLETS. All rights of Developer under
Sections 5.(a) and 5.(b), entitled "Right of Refusal" and "Additional Outlets by
Agreement," are hereby terminated, and such provisions shall be of no further
force or effect.
5. INCENTIVE PLAN. Developer shall not be eligible to participate in the
Papa John's Franchisee Incentive Plan with respect to any restaurants opened by
Developer under the original Development Agreement or this Amendment.
6. NEW DEVELOPMENT AGREEMENT. Concurrently with the execution of this
Amendment, the parties are entering into a new Development Agreement for four
outlets. Franchisor agrees that if Developer opens one or more additional
Outlets under this Amendment ahead of schedule, these outlets will be counted
towards the
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Development Schedule under the New Development Agreement. Conversely, any
outlets opened ahead of the Development Schedule under the New Development
Agreement will be counted towards the amended Development Schedule as set forth
in Section 3, above.
7. REAFFIRMATION. Except as amended herein, the Development Agreement
shall remain in effect according to its terms.
IN WITNESS WHEREOF, witness the signatures of the parties as of the day,
month and year first above written.
PAPA JOHN'S INTERNATIONAL, INC.
By: /s/ Xxxxxxx X. Xxxxxxxxx
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Xxxxxxx X. Xxxxxxxxx, Senior
Vice President, Secretary
and General Counsel
EXTRA CHEESE, INC.
By: /s/ Xxxxxxx Xxxxxxxx
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Xxxxxxx Xxxxxxxx, President
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