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Hand Delivered
December 1, 1995
440 Lawndale Drive
Salt Lake City, Utah 84115
Re: Change of Control Agreement
Dear:
Summit Family Restaurants Inc. ("Summit") has entered into a change of
control letter agreement with you dated August 17, 1995 ("Change of Control
Agreement"). Summit has entered or will enter into an agreement ("CKE
Agreement") with CKE Restaurants, Inc. ("CKE") for the merger of Summit with
a subsidiary of CKE, which transaction the Board of Directors of Summit has
determined is in the best interest of the shareholders, officers and employees
of Summit. CKE has requested an amendment to the Change of Control Agreement
and Summit and you have agreed to amend the Change of Control Agreement as
follows:
1. You agree that in the event you voluntarily terminate your
employment with Summit or Summit's successor within (90) days immediately
following the closing of the transaction contemplated by the CKE Agreement
("Mandatory 90 day Period") you shall forfeit all your benefits under the
Change of Control Agreement and the Change of Control Agreement shall have no
further force or effect. During the Mandatory 90 day Period you shall continue
to receive salary equivalent to your current salary.
2. Summit agrees that the 90 day period described in paragraph
2(a) of the Change of Control Agreement, during which you may voluntarily
terminate your employment and receive your benefits under the Change of Control
Agreement, shall begin immediately following the end of the Mandatory 90 day
Period.
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Change of Control Agreement
December 1, 1995
Page 2
3. All other provisions of the Change of Control Agreement shall
remain in full force and effect.
Please indicate your acceptance of the foregoing terms by executing
this letter where indicated below.
Very truly yours,
SUMMIT FAMILY RESTAURANTS INC.
Clark D. Jones
Chairman of the Board
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Signature
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Date