AGREEMENT AND AMENDMENT NO. 5 TO CREDIT AGREEMENT
THIS AGREEMENT AND AMENDMENT NO. 5 TO CREDIT AGREEMENT (this “ Amendment ”)
is made as of May 17, 2010 by and between MEXICAN RESTAURANTS, INC., a Texas corporation (the “
Borrower ”), and WELLS FARGO BANK, N.A., a national banking association (the “ Lender ”).
WHEREAS, the Borrower and the Lender are parties to a certain Credit Agreement, dated as of June
29, 2007, as amended (the “ Credit Agreement ”); terms used herein and not otherwise defined are used herein
as defined in the Credit Agreement; and
WHEREAS, the Borrower has requested that the Lender amend Sections 1.1 and 7.1(b) of the Credit
NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration,
the receipt and adequacy of which are hereby acknowledged, the parties hereto agree as follows:
The defined term “Applicable Margin” in Section 1.1 of the Credit Agreement is hereby
amended and restated in its entirety as follows:
Applicable Margin . The applicable percentage set forth below:
Section 7.1(b) of the Credit Agreement is hereby amended and restated to read in its
entirety as follows:
(b) Consolidated Fixed Charge Coverage Ratio . The Borrower will not permit the
Consolidated Fixed Charge Coverage Ratio as of the end of any Fiscal Quarter of the Borrower during the
periods set forth below to be less than the ratio set forth below opposite such period:
1. Amendments to Credit Agreement .
Conditions to Effectiveness . The amendments to the Credit Agreement contemplated hereby shall
become effective as of the date first written above, provided that the Lender shall have received from the
Borrower a counterpart of the Amendment duly executed by the Borrower.