EX-10.6



 Exhibit 10.6 

Execution Version 

AMENDMENT NO. 6, dated as of October 15, 2015 (this “Amendment”), among LOGAN’S ROADHOUSE, INC., a Tennessee
corporation (the “Borrower”), LRI HOLDINGS, INC., a Delaware corporation (“Holdings”), the Subsidiary Guarantors listed on the signature pages hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, and the
Lenders listed on the signature pages hereto, to the CREDIT AGREEMENT, dated as of October 4, 2010, as amended, supplemented, amended and restated or otherwise modified from time to time (the “Credit Agreement”) among the
Borrower, Holdings, each lender from time to time party thereto (collectively, the “Lenders” and, individually, a “Lender”), JPMORGAN CHASE BANK, N.A., as Administrative Agent, and the other financial institutions
party thereto. Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in the Credit Agreement. 

WHEREAS, Holdings, the Borrower and the Subsidiary Guarantors have entered into the Indenture, dated as of October 15, 2015, with Wells
Fargo Bank, National Association, as trustee and collateral agent for the senior secured notes of the Borrower issued from time to time pursuant thereto (the “New Senior Secured Note Indenture”); 

WHEREAS, Holdings intends to partially refinance the Senior Secured Notes issued by the Borrower on October 4, 2010 with one or more
series of new secured notes issued by the Borrower under the New Senior Secured Note Indenture (the “New Senior Secured Notes Refinancing”); 

WHEREAS, in connection with the New Senior Secured Notes Refinancing, the Borrower wishes to make certain changes to the Credit Agreement; and

 WHEREAS, Section 10.1 of the Credit Agreement permits certain amendments to the Credit Agreement to be effected from time to time
with the written consent of the Required Lenders, the Administrative Agent and each Loan Party party thereto; 
 NOW, THEREFORE, in
consideration of the premises and covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound hereby, agree as follows:

  

	Section 1.	Amendments. 

 As of the date hereof, the Credit Agreement shall be amended as
follows: 
 (a) Section 1.1 of the Credit Agreement is hereby amended by adding the following definitions: 

“Amendment No. 6 Effective Date”: October 15, 2015. 

“Deposit Account”: as defined in the Guarantee and Collateral Agreement. 







 “New Senior Secured Note Collateral Agent”: Wells Fargo Bank, National
Association, in its capacity as collateral agent for the New Senior Secured Notes, and any successor in interest thereto. 
 “New
Senior Secured Note Indenture”: the Indenture entered into on October 15, 2015 by Holdings, the Borrower, certain of its Subsidiaries and the New Senior Secured Note Trustee in connection with the issuance of the New Senior Secured
Notes, together with all instruments and other agreements entered into by the Borrower or such Subsidiaries in connection therewith. 

“New Senior Secured Note Trustee”: Wells Fargo Bank, National Association, acting in its capacity as trustee under the New
Senior Secured Note Indenture, and any successor in interest thereto. 
 “New Senior Secured Notes”: collectively,
(i) the Series 2015-1 and Series 2015-2 senior secured notes of the Borrower issued on the Amendment No. 6 Effective Date pursuant to the New Senior
Secured Note Indenture and (ii) additional senior secured notes of the Borrower issued within 10 business days following the Amendment No. 6 Effective Date, which additional senior secured notes shall have substantially the same terms as
the Series 2015-1 senior secured notes described in the preceding clause (i) and shall have an issue price not to exceed $6,401,531. 

“Permitted Refinancing Debt Agreement”: as defined in Section 6.2(e). 

“Refinanced Debt”: as defined in the definition of Permitted Refinancing Debt. 

“Yuma Property”: the vacant real property known as 1519 S. Yuma Palms Parkway, Yuma, Arizona 85365. 

(b) The definition of “Consolidated EBITDA” in Section 1.1 of the Credit Agreement is hereby amended by
replacing clause (viii) therein in full with the following: 
 “(viii) other non-recurring, non-cash charges (including
write-downs, write-offs, losses attributable to the early extinguishment of debt) and charges associated with restructurings; provided that cash charges associated with restructurings shall not exceed $5,000,000 during the last 12 months ended at
the end of such period,” 
 (c) Section 1.1 of the Credit Agreement is hereby amended by deleting the definition of
“Consolidated Interest Coverage Ratio” therein in full. 
 (d) Section 1.1 of the Credit Agreement is
hereby amended by replacing the definition of “Consolidated Total Debt” therein in full with the following: 

““Consolidated Total Debt”: at any date, (a) the aggregate principal amount of all Indebtedness of Borrower and its
Subsidiaries at such date minus (b) the cash and cash equivalents of the Borrower and its Subsidiaries in an aggregate amount up to $7,500,000 at such date; provided, that such cash and cash equivalents are held in accounts that
are subject to Deposit Account Control Agreements or Securities Account Control Agreements, determined on a consolidated basis in accordance with GAAP (it being understood that the undrawn amount of outstanding letters of credit issued for the
account of the Borrower or any of its Subsidiaries shall be included in clause (a) of this definition whether or not such amount would appear on the consolidated balance sheet of the Borrower and its Subsidiaries in accordance with GAAP).”


  
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 (e) Section 1.1 of the Credit Agreement is hereby amended by replacing the
definition of “Consolidated Total First Lien Debt” therein in full with the following: 
 ““Consolidated Total
First Lien Debt”: at any date (a) an amount equal to Consolidated Total Debt as of such date that is secured by Liens on the Collateral (other than (i) Liens securing the Senior Secured Notes, the New Senior Secured Notes or
Permitted Refinancing Debt, (ii) Liens that are junior or subordinated to the Liens on the Collateral securing the Obligations to the extent the parties secured by such junior or subordinated Liens (or their representative) have entered into an
intercreditor agreement in form and substance reasonably satisfactory to the Administrative Agent providing that such Liens are junior or subordinated to the Liens on the Collateral securing the Obligations and (iii) Liens on Collateral
consisting of property or assets held in defeasance or deposited in trust for redemption, repayment, retirement, satisfaction, discharge or defeasance or similar arrangement for the benefit of the indebtedness secured thereby in con-nection with a
redemption, repayment, retirement, satisfaction, discharge or defeasance or similar arrangement permitted by this Agreement).” 

(f) Section 1.1 of the Credit Agreement is hereby amended by replacing the definition of “Permitted Refinancing
Debt” therein in full with the following: 
 ““Permitted Refinancing Debt”: unsecured or, subject to the
Intercreditor Agreement, second lien Indebtedness of the Borrower issued in exchange for, or the net proceeds of which are used to refinance or replace, the Indebtedness under the Senior Secured Notes or the New Senior Secured Notes (such
Indebtedness so exchanged, refinanced or replaced, the “Refinanced Debt”), so long as (a) the principal amount (including the amount of any accreted discount and any paid-in-kind interest, if applicable) of such Permitted
Refinancing Debt shall not exceed an amount equal to the aggregate principal amount (including the amount of any accreted discount and any paid-in-kind interest, if applicable) of the Refinanced Debt plus the amount of accrued interest (including
the amount of any accreted discount and any paid-in-kind interest, if applicable) , premium (if any), fees and expenses paid in connection with such refinancing or replacement, (b) the final maturity date thereof is no earlier than the final
maturity of the Refinanced Debt, (c) there are no scheduled amortization, mandatory redemption or sinking fund provisions or similar provisions prior to the final maturity of the Permitted Refinancing Debt (other than provisions requiring
mandatory redemption or an offer to purchase Permitted Refinancing Debt to be made upon the occurrence of a change in control, equity offering, or asset sale on the same terms as are contained in the Senior Secured Note Indentures as in effect on
the Closing Date or the New Senior Secured Note Indenture as in effect on the Amendment No. 6 Effective Date, as applicable), (d) the cash interest rates (calculated including any original issue discount in respect thereof) and related
premiums applicable to any issue of Permitted Refinancing Debt shall be no higher than the cash interest rate under the Senior Secured Note Indenture (including after giving effect to “Additional Interest” that may be payable under, and as
defined in, the Senior Secured Note Indenture) or the cash interest rate in respect of the applicable New Senior Secured Notes, as applicable, (e) the respective Permitted Refinancing Debt documents shall not contain (i) any financial
maintenance covenants (or defaults having the same effect as a financial maintenance covenant), (ii) any cross-default provisions (although such Permitted Refinancing Debt documents may include a provision for a cross-acceleration and a cross
final payment at maturity default to other material Indebtedness) 

  
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or (iii) any covenants, defaults or other provisions that, taken as a whole, are materially more onerous or restrictive on the Borrower and its Subsidiaries than those contained in the
Senior Secured Note Indenture (as in effect on the Closing Date) or the New Senior Secured Note Indenture (as in effect on the Amendment No. 6 Effective Date), as applicable (it being understood that any leverage ratio consistent with the
foregoing clause (e)(iii) shall be deemed not more onerous or restrictive), (f) all other terms and conditions of each issue of Permitted Refinancing Debt shall be in form and substance reasonably satisfactory to the Administrative Agent,
(g) no Default or Event of Default then exists or would result from the issuance of such Permitted Refinancing Debt, (h) prior to the issuance of any Permitted Refinancing Debt, the Borrower shall have delivered to the Administrative Agent
a certificate of the Borrower’s Chief Financial Officer certifying (and showing the calculations therefor in reasonable detail) that the Borrower and its Subsidiaries shall be in compliance with the financial covenant set forth in
Section 7.17 (whether or not a Covenant Compliance Period is in effect), as of the most recently ended fiscal period for which financial statements were delivered pursuant to Sections 6.1(a) or 6.1(b), after giving effect to the issuance of the
Permitted Refinancing Debt and the application of the proceeds thereof, (i) prior to the issuance of any Permitted Refinancing Debt, the Borrower shall deliver a certificate of the Chief Financial Officer of the Borrower (accompanied by any
required financial calculations in reasonable detail) that the issuance of such Permitted Refinancing Debt (and all related Permitted Refinancing Debt documents) are permitted by this Agreement and any other Indebtedness instruments then
outstanding, (j) such Permitted Refinancing Debt shall not have obligors or guarantors that were not obligors or guarantors with respect to the Refinanced Debt, (k) in the case of second lien Indebtedness, the priority of the Liens
securing such Indebtedness shall be subordinated to the Liens securing the Obligations on terms materially no less favorable to the Lenders than the terms of the Intercreditor Agreement, and (l) such Permitted Refinancing Debt shall be on terms
that, taken as a whole, are materially no less favorable to the Lenders than the terms contained in the Senior Secured Note Indenture (as in effect on the Closing Date) or the New Senior Secured Note Indenture (as in effect on the Amendment
No. 6 Effective Date), as applicable.” 
 (g) Section 1.1 of the Credit Agreement is hereby amended by
replacing the definition of “Permitted Senior Secured Note Redemption” therein in full with the following: 

““Permitted Senior Secured Note Redemption”: (i) at the option of the Borrower, the redemption of up to 10% of the
Senior Secured Notes on an annual basis until the fourth anniversary of the Closing Date, at a price of 103%, plus accrued and unpaid interest thereon, (ii) any redemption of the Senior Secured Notes, plus accrued and unpaid interest thereon,
required by and on the terms specified by the Senior Secured Note Indenture in connection with the occurrence of an “Asset Sale”, as defined in the Senior Secured Note Indenture or (iii) any redemption of the New Senior Secured Notes,
plus accrued and unpaid interest thereon, required by and on the terms specified by the New Senior Secured Note Indenture in connection with the occurrence of an “Asset Sale”, as defined in the New Senior Secured Note Indenture.” 


  
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 (h) Section 1.1 of the Credit Agreement is hereby amended by replacing the
definition of “Specified Change of Control” therein in full with the following: 
 ““Specified Change of
Control”: (i) a “Change of Control” (or any other defined term having a similar purpose) as defined in the Senior Secured Note Indenture or (ii) a “Change of Control” (or any other defined term having a similar
purpose) as defined in the New Senior Secured Note Indenture.” 
 (i) Section 2.8 of the Credit Agreement is
hereby amended by replacing clause (b) thereof in full with the following: 
 “(b) If the Borrower or any of its Subsidiaries
receives net cash proceeds as a result of a sale of any asset under Section 7.5(d), the Borrower shall prepay the Revolving Loans and/or Swingline Loans on or prior to the date which is ten Business Days after the date of the receipt of such
net cash proceeds in an aggregate principal amount equal to 100% of all such net cash proceeds received.” 
 (j)
Section 4.16 of the Credit Agreement is hereby amended and restated in its entirety as follows: 
 “4.16 Subsidiaries.
Except as disclosed to the Administrative Agent by the Borrower in writing from time to time after the Closing Date, (a) Schedule 4.16 sets forth the name and jurisdiction of incorporation of each Subsidiary and, as to each such Subsidiary, the
percentage of each class of Capital Stock owned by any Loan Party and (b) there are no outstanding subscriptions, options, warrants, calls, rights or other agreements or commitments (other than stock options granted to employees or directors
and directors’ qualifying shares) of any nature relating to any Capital Stock of the Borrower or any Subsidiary, except as created by the Loan Documents, the Senior Secured Note Indenture and the New Senior Secured Note Indenture.” 

(k) Section 4.24 of the Credit Agreement is hereby amended and restated in its entirety as follows: 

“4.24 Certain Documents. The Borrower has delivered to the Administrative Agent a complete and correct copy of the Acquisition
Documentation, the Senior Secured Note Indenture and the New Senior Secured Note Indenture including any amendments, supplements or modifications with respect to any of the foregoing.” 

(l) Section 6.2 of the Credit Agreement is hereby amended by (i) replacing clauses (b) through (e) thereof
in full with the following: 
 “(b) concurrently with the delivery of any financial statements pursuant to Section 6.1 or (solely
with respect to clause (i) and (ii)(x) below) Section 6.2(i), (i) a certificate of a Responsible Officer stating that such Responsible Officer has obtained no knowledge of any Default or Event of Default except as specified in such
certificate and (ii) in the case of quarterly or annual financial statements (and in the case of clause (x), monthly financial statements), (x) a Compliance Certificate containing all information and calculations necessary for determining
compliance by the Borrower with Section 7.17 as of the last day of the fiscal month, fiscal quarter or fiscal year of the Borrower, as the case may be, and (y) to the extent not previously disclosed to the Administrative Agent, (1) a
description of any change in the jurisdiction of organization of any Loan Party, (2) a list of any Intellectual Property issued, registered or for which an 

  
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application is pending which is acquired, by any Loan Party and (3) a description of any Person that has become a Group Member, in each case since the date of the most recent report
delivered pursuant to this clause (y) (or, in the case of the first such report so delivered, since the Closing Date); 
 (c) as soon
as available, and in any event no later than 90 days after the end of each fiscal year of the Borrower (or, with respect to the fiscal year of the Borrower ended December 30, 2015, no later than 60 days thereafter), a detailed quarterly
consolidated budget for the following fiscal year (including a projected consolidated balance sheet of the Borrower and its Subsidiaries as of the end of each fiscal quarter of the following fiscal year, the related consolidated statements of
projected cash flow and projected income and a description of the underlying assumptions applicable thereto), and, as soon as available, significant revisions, if any, of such budget and projections with respect to such fiscal year (collectively,
the “Projections”), which Projections shall in each case be accompanied by a certificate of a Responsible Officer stating that such Projections have been prepared in good faith based upon assumptions believed by the Borrower to be
reasonable at the time furnished (it being recognized that such Projections are not to be viewed as facts and that actual results during the period or periods covered by such Projected may differ from the projected results, and such differences may
be material); provided that, for the avoidance of doubt, no Projections or related certificate shall be required to be furnished in respect of the Transition Period, with no such deliverables being required to be furnished after the Amendment
No. 6 Effective Date until 60 days after the end of the fiscal year ended December 30, 2015; provided further that within 10 Business Days of delivery of the budget for fiscal year 2016 (or such later date as the Administrative Agent shall
reasonably agree), the Borrower shall have an in-person meeting with the Administrative Agent to discuss such budget; 
 (d) within 45 days
after the end of each fiscal quarter of the Borrower and 90 days after the end of each fiscal year of the Borrower, a narrative discussion and analysis of the financial condition and results of operations of the Borrower and its Subsidiaries for
such fiscal quarter and for the period from the beginning of the then current fiscal year to the end of such fiscal quarter, as compared to the portion of the Projections covering such periods and to the comparable periods of the previous year; 

(e) no later than 10 Business Days prior to the effectiveness thereof, copies of substantially final drafts of any proposed amendment,
supplement, waiver or other modification with respect to the Senior Secured Note Indenture or the New Senior Secured Note Indenture or any agreement governing Permitted Refinancing Debt (any such agreement, a “Permitted Refinancing Debt
Agreement”);” 
 and (ii) replacing clause (i) thereof in full with the following: 

“(i) as soon as available, but in any event not later than 30 days after the end of each fiscal month of the Borrower, the balance sheet
of the Borrower and its consolidated subsidiaries as of the end of such month, the unaudited preliminary consolidated statement of cash of the Borrower and its consolidated Subsidiaries as at the end of such month, the related unaudited preliminary
consolidated statements of income for such month, the Borrower’s key performance indicators of the Borrower and its consolidated Subsidiaries for such month and the 

  
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addbacks and deductions to EBITDA for such month (which information shall be presented in a form consistent with the information delivered to the Administrative Agent for the period ended August
2015 (or such other form as the Administrative Agent may agree)) as well as the Borrower’s 13-week liquidity forecast, in each case, as customarily prepared by the Borrower for its internal use.” 

(m) Section 6.11 of the Credit Agreement is hereby amended by adding the following new clause (h) at the end
thereof: 
 “(h) (i) From and after the date that is 60 days after the Amendment No. 6 Effective Date, instruct each Person
obligated at any time to make any payment to any Loan Party for any reason to make such payment to one or more Deposit Accounts subject to a Deposit Account Control Agreement and (ii) on and after the Amendment No. 6 Effective Date,
deposit in a Deposit Account subject to an effective Deposit Account Control Agreement, at the end of each Business Day, all proceeds of Collateral and all other cash of any Loan Party (other than amounts deposited in Excluded Other Accounts (as
defined in the Guarantee and Collateral Agreement); provided that amounts in petty cash accounts shall not exceed in the aggregate $3,000,000 at any time).” 

(n) Section 7.1 of the Credit Agreement is hereby amended by (i) replacing clause (r) thereof in full with the
following: 
 “(r) [reserved];” 

and (ii) replacing clause (t) thereof in full with the following: 

“(t) Liens securing the Senior Secured Notes, the New Senior Secured Notes or Permitted Refinancing Debt permitted under
Section 7.2(d)(i), in each case subject to the Intercreditor Agreement.” 
 (o) Section 7.2 of the Credit
Agreement is hereby amended by (i) replacing clause (i) of clause (d) thereof in full with the following: 
 “(i)
Indebtedness (A) in respect of the Senior Secured Notes, the New Senior Secured Notes and any Permitted Refinancing Debt in an aggregate principal amount not to exceed (x) $355,000,000 plus (y) any accrued and accreted amounts thereon
(including any accreted discount and paid-in-kind interest in respect thereof) plus (B) in respect of any Permitted Refinancing Debt, any an aggregate principal amount equal to any premium payable in connection with the exchange, refinancing or
replacement of the applicable Refinanced Debt and fees and expenses payable in connection with such exchange, refinancing or replacement;” 

, (ii) replacing clause (xiii) of clause (d) thereof in full with the following: 

“(xiii) [reserved];” 

and (iii) replacing clauses (e) and (f) thereof in full with the following: 

“(e) [reserved]; and 

  
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 (f) [reserved].” 

(p) Section 7.5 of the Credit Agreement is hereby amended by replacing clauses (d) and (e) thereof in full with
the following: 
 “(d) the sale of any asset by the Borrower or any of its Subsidiaries (other than a bulk sale of inventory) so long as
(i) no Event of Default shall occur and be continuing, (ii) the purchase price paid to the Borrower or such Subsidiary for such asset shall be no less than the fair market value of such asset at the time of such sale, (iii) the
purchase price for such asset shall be paid to the Borrower or such Subsidiary in at least 75% cash, (iv) the net cash proceeds of such asset sale received by the Borrower or such Subsidiary shall be applied to prepay the Revolving Loans and/or
Swingline Loans as provided in Section 2.8(b) and (v) other than with respect to the sale of the Yuma Property, the aggregate fair market value of such asset and all other assets sold by the Borrower and its Subsidiaries, and the aggregate
purchase price paid to the Borrower and all of its Subsidiaries for such asset and all other assets sold by the Borrower and its Subsidiaries, in each case after the Amendment No. 6 Effective Date, shall not exceed $1,000,000 in the aggregate;
provided that, notwithstanding the foregoing clause (iv), restaurant properties may be sold to franchisees, as long as the sales price paid for any individual sale shall not exceed $5,000,000 and in any event the aggregate sales price for all
such sales from and after the date of this Agreement shall not exceed $20,000,000 in the aggregate; 
 (e) [reserved];” 

(q) Section 7.6 of the Credit Agreement is hereby amended by replacing clause (iv) of clause (g) thereof in
full with the following: 
 “(iv) the total Permitted Acquisition Consideration paid by or on behalf of the Borrower and its
Subsidiaries for any such purchase or other acquisition, when aggregated with the total Permitted Acquisition Consideration paid by or on behalf of the Borrower and its Subsidiaries for all other purchases and other acquisitions made by the Borrower
and its Subsidiaries pursuant to this clause (iv), shall not exceed $500,000 in the aggregate since the Amendment No. 6 Effective Date (exclusive in each case of the amount of Capital Stock issued in connection with a Permitted
Acquisition);” 
 (r) Section 7.7 of the Credit Agreement is hereby amended (i) by replacing clause
(a) thereof in full with the following: 
 “(a) the Borrower may (i) declare and pay dividends and distributions payable only
in common stock of the Borrower, (ii) purchase, redeem, retire, defease or otherwise acquire shares of its Capital Stock with the proceeds received contemporaneously from the issue of new shares of its Capital Stock with equal or inferior
voting powers, designations, preferences and rights, and (iii) declare and pay cash dividends to Holdings for the payment of legal, auditor and other customary expenses (other than management fees) in the ordinary course of business not to
exceed $1,000,000 in the aggregate in any fiscal year (provided that during the Transition Period such limit shall be $1,250,000);” 

  
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 , (ii) replacing clause (i) of clause (e) thereof in full with the following: 

“(i) in the event of the termination, dismissal, death, or disability of an officer, employee or director, of Holdings, any of its
Subsidiaries, or any direct or indirect parent company of Holdings, purchase its Capital Stock or options in respect of its Capital Stock from such officer, employee or director (or the estate or heirs thereof), or make severance payments to such
Persons (x) to the extent that such purchase is made with the net proceeds of (1) any offering of equity securities of Holdings which is not subject to prepayment requirements under this Agreement or (2) any key man life insurance
policy maintained on the life of the Person with respect to whom such repurchase is made or (y) otherwise in an aggregate amount not to exceed $3,000,000 during any fiscal year, provided, however, that 100% of the unused amount of such payments
that were permitted to be made during the immediately preceding fiscal year may be carried over for expenditure in the immediately following fiscal year; provided further, that such expenditures made pursuant to this Section during any fiscal year
shall be deemed made, first, in respect of amounts carried over from the prior fiscal years and second, in respect of amounts permitted for the then-current fiscal year;” 

and (iii) replacing clause (iv) of clause (e) thereof in full with the following: 

“(iv) pay amounts required for any direct or indirect parent entity to pay fees and expenses, other than to Affiliates of the Borrower,
related to the maintenance of such parent entity of its corporate or other entity existence and performance of its obligations under the Loan Documents, the Senior Secured Note Indenture and the New Senior Secured Note Indenture and agreements
relating thereto to the extent such obligations are permitted by Section 7.13;” 
 (s) Section 7.10 of the
Credit Agreement is hereby amended and restated in its entirety as follows: 
 “7.10 Prepayments, Etc., of Indebtedness.
(a) Make or offer to make any optional or voluntary payment, prepayment, repurchase or redemption of or otherwise optionally or voluntarily defease or segregate funds with respect to the Senior Secured Notes, the New Senior Secured Notes or any
Permitted Refinancing Debt, other than the (i) Permitted Senior Secured Note Redemptions and (ii) the exchange of Senior Secured Notes (including accrued interest thereon) into New Senior Secured Notes on or within 10 business days
following the Amendment No. 6 Effective Date; (b) amend, modify, waive or otherwise change, or consent or agree to any amendment, modification, waiver or other change to, any of the terms of the Senior Secured Notes, the New Senior Secured
Notes or any Permitted Refinancing Debt Agreement (other than any such amendment, modification, waiver or other change that (i) would extend the maturity or reduce the amount of any payment of principal thereof or reduce the rate or extend any
date for payment of interest thereon and (ii) does not involve the payment of a consent fee); or (c) designate any Indebtedness (other than obligations of the Loan Parties pursuant to the Loan Documents) as “Designated Senior
Indebtedness” (or any other defined term having a similar purpose) for the purposes of the Senior Secured Note Indenture, the New Senior Secured Note Indenture or any Permitted Refinancing Debt Agreement.” 

  
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 (t) Section 7.12 of the Credit Agreement is hereby amended by replacing clause
(iii) thereof in full with the following: 
 “(iii) in connection with the Senior Secured Notes, the New Senior Secured Notes and
Permitted Refinancing Debt,”. 
 (u) Section 7.13 of the Credit Agreement is hereby amended (i) by replacing
clause (iii) of clause (a) thereof in full with the following: 
 “(iii) performance of its obligations under this Agreement,
the other Loan Documents, the Senior Secured Note Indenture, the New Senior Secured Note Indenture, the Intercreditor Agreement, the Collateral Documents (as defined in the Senior Secured Note Indenture), the Collateral Documents (as defined in the
New Senior Secured Note Indenture) and the other agreements contemplated thereby (collectively, the “Transaction Documents”) and other activities to the extent permitted by and in compliance with the Transaction Documents,”

 and (ii) replacing clause (i) of clause (b) thereof in full with the following: 

“(i) Indebtedness created under the Loan Documents, the Senior Secured Note Indenture, the New Senior Secured Note Indenture or Permitted
Refinancing Debt,” 
 (v) Section 7.15 of the Credit Agreement is hereby amended by (i) replacing clauses
(f) and (g) thereof in full with the following: 
 “(f) the Transactions; 

(g) Investments permitted by Section 7.6(b); and” 

and (ii) inserting the following new clause (h) at the end thereof: 

“(h) the issuance of the New Senior Secured Notes.” 

(w) Section 7.16 of the Credit Agreement is hereby amended by deleting the “Fiscal Year Ending” heading in the
table set forth therein and substituting in lieu thereof the heading “Fiscal Year or Transition Period Ending”. 

(x) Section 7.17 of the Credit Agreement is hereby amended and restated in its entirety as follows: 

“7.17 Consolidated First Lien Leverage Ratio. During a Covenant Compliance Period only, permit the Consolidated First Lien Leverage
Ratio as at the last day of any period of twelve consecutive fiscal months of the Borrower ending with any fiscal month set forth below to exceed the ratio set forth below opposite such fiscal quarter; 

 

					
	 Each Fiscal Month Ending
	  	Consolidated First Lien
Leverage Ratio	 
	 September 30, 2015 until (but not including) December 28, 2016
	  	 	1.00: 1.00	  
		
	 December 28, 2016 and thereafter
	  	 	0.75: 1.00	  


  
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 For purposes of determining each of the ratios under this Section 7.17, pro
forma effect shall be given to each component as set forth in the last sentence of the definition of “Consolidated EBITDA,” including the 10% limitation set forth in the proviso thereto, and the pro forma calculations
will be determined in good faith by a responsible financial or accounting officer of the Borrower (including pro forma expense and cost reductions calculated on a basis consistent with Regulation S-X under the Securities Act) and
evidenced by an Officer’s Certificate setting forth the basis of such calculations.” 
 (y) Section 10.2 of
the Credit Agreement is hereby amended by replacing the table in the first paragraph thereof in full with the following: 
  

					
		 	Holdings:	 	See address for the Borrower below
		 		 	Attention: Edmund Schwartz, Chief Financial Officer
		 		 	Email: EdS@logansroadhouse.com
		 		 	Telecopy: (615) 884-9813
		 		 	Telephone: (615) 885-9056
			
		 	with a copy to	 	 Kelso & Company, L.P.
 320 Park Avenue,
24th Floor
 New York, NY 10022

		 		 	Attention: James Connors
		 		 	Email: jconnors@kelso.com
		 		 	Telecopy: (212) 223-2379
		 		 	Telephone: (212) 751-3939
			
		 	Borrower:	 	 Logan’s Roadhouse, Inc.
 3011 Armory
Drive, Ste. 301
 Nashville, TN 37204

		 		 	Attention: Edmund Schwartz, Chief Financial Officer
		 		 	Email: EdS@logansroadhouse.com
		 		 	Telecopy: (615) 884-9813
		 		 	Telephone: (615) 885-9056
			
		 	with a copy to	 	 Kelso & Company, L.P.
 320 Park Avenue,
24th Floor
 New York, NY 10022

		 		 	Attention: James Connors
		 		 	Email: jconnors@kelso.com
		 		 	Telecopy: (212) 223-2379
		 		 	Telephone: (212) 751-3939


  
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		 	Administrative Agent:	 	 JPMorgan Chase Bank, N.A.
 383 Madison
Avenue, 24th Floor

		 		 	New York, NY 10179
		 		 	Attention: Douglas Kravitz
		 		 	Email: douglas.a.kravitz@jpmorgan.com
		 		 	Telecopy: (212) 270-1262
		 		 	Telephone: (917) 210-3391
			
		 	with a copy to	 	 JPMorgan Chase Bank, N.A.
 500 Stanton
Christiana Road, 3/Ops2
 Newark, DE 19713

		 		 	Attention: Christine Angus
		 		 	Email: christine.angus@jpmorgan.com
		 		 	Telecopy: (302) 634-8647
		 		 	Telephone: (302) 634-4250

  

	Section 2.	Waiver. 

 By their signatures below, the Lenders waive any Default or Event of
Default that may have arisen under Section 7.17 for any date up to and including September 30, 2015. 
  

	Section 3.	Representations and Warranties. 

 Each of Holdings and the Borrower represents and
warrants to the Lenders as of the date hereof that: 
 (a) Each of the representations and warranties made by any Loan Party
in or pursuant to the Loan Documents are true and correct in all material respects on and as of the date hereof, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and
warranties shall be true and correct as of such earlier date). 
 (b) No Default or Event of Default has occurred and is
continuing. 
  

	Section 4.	Conditions to Effectiveness. 

 This Amendment shall become effective as of the
date first written above when the Administrative Agent (or its counsel) shall have received 
 (a) from the Borrower (or its
counsel) a complete and correct copy of the New Senior Note Indenture including any supplements thereto, 
 (b) from the
Borrower (or its counsel) a copy of Amendment No. 1 to the Intercreditor Agreement, executed by (i) each of the Loan Parties, (ii) Wells Fargo Bank, National Association, in its capacity as Existing Second Priority
Representative (as defined therein) and (iii) Wells Fargo Bank, National Association, in its capacity as Joining Second Priority Representative (as defined therein), and 

  
 -12- 








 (c) from (i) each Lender and (ii) each of the other
parties hereto, a counterpart of this Amendment signed on their behalf. 
 The Administrative Agent will confirm to the Borrower the
completion of the condition set forth in clause (c)(i) of this Section 4. 
  

	Section 5.	Counterparts. 

 This Amendment may be executed by one or more of the parties to
this Amendment on any number of separate counterparts, and all of said counterparts taken together shall be deemed to constitute one and the same instrument. Delivery of an executed signature page of this Amendment by email or facsimile transmission
shall be effective as delivery of a manually executed counterpart hereof. A set of the copies of this Amendment signed by all the parties shall be lodged with the Borrower and the Administrative Agent. 

 

	Section 6.	Applicable Law. 

 THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES
UNDER THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. 
  

	Section 7.	Effect of Amendment. 

 Except as expressly set forth herein, this Amendment shall
not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of the Lenders or the Agents under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way
affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other provision of the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall
continue in full force and effect. 
 [Signature pages follow] 

  
 -13- 








 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed as of the
date first above written. 
  

			
	LOGAN’S ROADHOUSE, INC.
		
	By:	 	 /s/ Samuel N. Borgese

		 	Name: Samuel N. Borgese
		 	Title: President and Chief Executive Officer
	
	LRI HOLDINGS, INC.
		
	By:	 	 /s/ Samuel N. Borgese

		 	Name: Samuel N. Borgese
		 	Title: President and Chief Executive Officer
	
	LOGAN’S ROADHOUSE OF KANSAS, INC.
		
	By:	 	 /s/ Samuel N. Borgese

		 	Name: Samuel N. Borgese
		 	Title: President and Chief Executive Officer
	
	LOGAN’S ROADHOUSE OF TEXAS, INC.
		
	By:	 	 /s/ Samuel N. Borgese

		 	Name: Samuel N. Borgese
		 	Title: President


 [Logan’s Credit Agreement Amendment No. 6] 







 
			
	 JPMORGAN CHASE BANK, N.A., as Administrative Agent, as Swingline Lender
and as a Lender

		
	By:	 	 /s/ Douglas A. Kravitz

		 	Name: Douglas A. Kravitz
		 	Title: Vice President


 [Logan’s Credit Agreement Amendment No. 6] 







 
			
	 CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender

		
	By:	 	 /s/ Didier Siffer

		 	Name: Didier Siffer
		 	Title: Authorized Signatory
		
	By:	 	 /s/ Laura Katherine Schembrl

		 	Name: Laura Katherine Schembrl
		 	Title: Authorized Signatory


 [Logan’s Credit Agreement Amendment No. 6]