AMENDMENT
TO 8% SECURED DEBENTURES


 


This
Amendment (“Amendment”) by CHANTICLEER HOLDINGS, INC., a Delaware corporation (“Chanticleer”) and the
undersigned individuals (“Holders”) amends the 8% Secured Debentures in the aggregate principal amount of $6,000,000
(the “Debentures”) and is effective as to each Holder on the date indicated by its signature below (“Effective
Date”).


 


RECITAL


 


WHEREAS,
on the Effective Date, Chanticleer and the Holders agree that the terms and conditions of the Debentures will be deemed modified
in the manner hereinafter set forth.


 


AGREEMENT


 


NOW,
THEREFORE, in consideration of the mutual promises, conditions, representations and warranties hereinafter set forth and for other
good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto mutually agree
as follows:


 


1.
The foregoing recital is true and correct and incorporated herein. Any capitalized term not defined herein shall have the same
meaning ascribed to it in the Debentures.


 


2.
The Maturity Date of the principal balance of the Debentures outstanding on the Effective Date is hereby extended to March 31,
2020; provided however, if 50% of the principal balance of the Debentures is not paid on or prior to December 31, 2019, Holders
of Debentures in the aggregate principal amount greater than $3 million, acting together, may, upon 15 days’ written notice
to Chanticleer, demand full and immediate payment of the Debentures.


 


3.
Each Holder will receive new warrants to purchase that number of shares of common stock equal to 20% of the principal amount of
such Holder’s Debenture, which new warrants will have an exercise price of the greater of $2.25 or the NASDAQ Official Closing
Price calculated as of the Effective Date, will not be exercisable for a period of six months and will otherwise be substantially
identical to the original Warrants issued May 4, 2017.


 


4.
No Events of Default under the Debentures has occurred or been declared by the Holders prior to the date hereof and, for clarity,
Events of Default are not triggered and do not continue and accrue unless and until they are declared at sole option of Holders.


 


5.
In the case of conflict between the provisions of the Debentures, on the one hand, and this


Amendment
on the other hand, the provisions of this Amendment will prevail.


 


6.
This Amendment may be executed in counterparts, all of which, when so executed and delivered, shall be deemed an original, but
all counterparts together shall constitute but one agreement. Delivery of an executed counterpart of a signature page to this
Amendment by facsimile or in electronic (i.e., “pdf”) format shall be effective as delivery of a manually executed
counterpart signature page.


 




    	 



    	 



    

 


IN
WITNESS WHEREOF, this Amendment has been duly executed by or on behalf of each of the parties as of the date first written
above.


 


CHANTICLEER
HOLDINGS INC.,


a
Delaware corporation


 


	By:	/s/
    Michael D. Pruitt	 
	Name:
    	Michael
    D. Pruitt	 
	Its:	Chief
    Executive Officer	 


 


AGREED
AND ACCEPTED: 


 


HOLDERS:


 


	Douglas
    S. Ramer	 	Bryan
    Ezralow 1994 Trust U/T/D 12.22.1994
	 	 	 	 	 
	 	/s/
    Douglas S. Ramer	 		/s/
    Bryan Ezralow
	 	Douglas
    S. Ramer	 	By: 	Bryan
    Ezralow
	Date:	 	 	Its:	Trustee
	 	 	 	Date:	 


 


	Elevado
    Investment Company, LLC	 	C
                                         and R Irrevocable Trust U/T/D

        11.05.07

	 	 	 	 	 
		/s/ Bryan
    Ezralow	 		/s/ David
    M. Leff
	By:	Bryan
    Ezralow, as Trustee of the	 	By:	David
    M. Leff
	 	Ezralow
    Family Trust U/T/D/ 12.09.1980	 	Its:	Trustee
	Its:	Manager
    and Member	 	Date:	 
	Date:	 	 	 	 


 


	EMSE,
    LLC	 	David
                                         Leff Family Trust U/T/D

        2.03.1988

	 	 	 	 	 
		/s/ Bryan
    Ezralow	 		/s/
    David M. Leff
	By: 	Bryan
    Ezralow as Trustee of Bryan	 	By: 	David
    M. Leff
	 	Ezralow
    1994 Trust U/T/D 12.22.1994	 	Its:	Trustee
	Its:	Manager
    and Member	 	Date:	 
	Date:	 	 	 	 


 




    	2



     


    

 


	Freedman
                                         2006 Irrevocable Trust U/T/D

        12.27.2006
	 	Haddad
    Family Trust
	 	 	 	 	 
		/s/
    Gary E. Freedman	 		/s/
    David Haddad
	By: 	Gary
    E. Freedman	 	By: 	David
    Haddad
	Its:	Trustee	 	Its:	Trustee
	Date:	 	 	Date:	 


 


	Freedman
    Family Trust U/T/D 5.25.1982	 	Jonathan
                                         and Nancy Glaser Trust U/T/D

        12.16.1998

	 	 	 	 	 
		/s/
    Gary E. Freedman	 		/s/
    Jonathan Glaser
	By: 	Gary
    E. Freedman	 	By: 	Jonathan
    Glaser
	Its:	Trustee	 	Its:	Trustee
	Date:	 	 	Date:	 


 


	Larry
    S. Spitcaufsky, Trustee of Larry Spitcaufsky Family Trust U/T/D 1.19.88	 	Marc
                                         Ezralow 1997 Trust U/T/D

        11.26.1997

	 	 	 	 	 
		/s/
    Larry Spitcaufsky	 		/s/
    Marc Ezralow
	By: 	Larry
    Spitcaufsky	 	By: 	Marc Ezralow
	Its:	Trustee	 	Its:	Trustee
	Date:	 	 	Date:	 


 


	Joshua
    and Julie Ofman Family Trust	 	SPA
    Trust
	 	 	 	 	 
		/s/
    Joshua J. Ofman	 		/s/
    Marc Ezralow
	By: 	Joshua
    J. Ofman	 	By: 	Marc
    Ezralow
	Its:	Trustee	 	Its:	Trustee
	Date:	 	 	Date:	 


 




    	3