<PAGE>
 
Exhibit 10.33

                         VERSION FOR 1997 CERTIFICATES
                         -----------------------------
                               ISSUED ON 1/1/97
                               ----------------


                     RESTAURANT OPERATING PARTNER PROGRAM
                     ------------------------------------


                       ADDENDUM NO. _______ TO A CERTAIN
                  CERTIFICATE AND AGREEMENT OF PARTICIPATION
                           IN THE SILVER DINER, INC.
                     RESTAURANT OPERATING PARTNER PROGRAM
(THE "CERTIFICATE OF PARTICIPATION")


     This Addendum No. ______ to that certain Certificate and Agreement of
Participation ("Certificate of Participation") by and between Silver Diner, Inc.
and its wholly-owned subsidiary Silver Diner Development, Inc. and
____________________________ is made as of this ____ day of _______________,
1998.

                                   RECITALS

     R-1.  All defined terms in the Certificate of Participation shall have the
same meanings as in this Addendum No. ______.

     R-2.  Silver Diner has introduced a restaurant operating partner program
originally designated as the "Silver Diner, Inc. Restaurant Owner Operator
Program" but now designated as the "Silver Diner, Inc. Restaurant Operating
Partner Program" (the "Operating Partner Program") to be implemented in part
through this Certificate of Participation.

     R-3.  Silver Diner wishes to make certain refinements to the Operating
Partner Program as it relates to existing and future managers who desire to
become operating partners under the Operating Partner Program.

     It is mutually agreed that notwithstanding anything to the contrary in the
Certificate of Participation, the following shall apply:

     (1)   All references in the Certificate of Participation to "Owner
Operator" shall be modified so as to constitute references to "Operating
Partner".

     (2)   Paragraph (b) of Section 2 is hereby amended and restated in its
entirety to read as follows:

                  (B)  MONTHLY PROFIT SHARING. The Operating Partner shall be
                entitled to receive in cash five percent (5%) of the monthly
                Restaurant Operating Income (as defined below) of the
                Restaurant, which amount shall be paid to the Operating Partner
                within thirty (30) days of the close of the month, subject to
                the terms and conditions of this paragraph. As used in this
                Certificate of Participation:

                  .       A month shall mean that period of time as reflective
                          of the monthly accounting period then being used by
                          Silver Diner for financial reporting purposes, which
                          period now consists of four weeks or 28 days, and
<PAGE>
 
               .    Restaurant Operating Income shall mean the net sales of the
                    Restaurant determined by SDI in accordance with generally
                    accepted accounting principles consistently applied ("GAAP")
                    for the month less (i) cost of sales, (ii) labor (including
                                  ----
                    all salary and cash or stock bonus payments other than
                    Monthly Profit-Sharing and Quarterly Profit-Sharing payments
                    made to the Operating Partner under this Section 2), (iii)
                    operating expenses of the Restaurant (including allocated
                    corporate expenses on behalf of the Restaurant, such as
                    advertising and menu costs not to exceed 5% on an annual
                    basis), and (iv) a deemed annual occupancy cost of $295,000
                    with respect to all facilities other than the Rockville
                    facility (the occupancy costs of which shall be separately
                    determined).

               SDI will establish targeted margins for the Restaurant. If the
          actual margin experience with respect to any month falls below the
          targeted margin for such month by two percent (2%) or more, then no
          payment of the above-referenced five percent (5%) profit-sharing
          amount will be paid until a determination is made of the actual margin
          experience for the quarter in which such month occurred. If the actual
          margin for the Restaurant with respect to such quarter does not fall
          below the targeted margin for the quarter by two percent (2%) or more,
          than any prior deferred monthly payments of the profit-sharing amount
          will be paid over to the Operating Partner within thirty (30) days of
          the close of the quarter.

               If the actual margin for the Restaurant falls below the targeted
          margin for the quarter by two percent (2%) or more, then no monthly
          profit-sharing payments will be made to the Operating Partner with
          respect to such quarter and any monthly profit-sharing payments
          previously made to such Operating Partner during the quarter will be
          treated as unearned payments which will reduce, on a dollar for dollar
          basis, profit-sharing payments otherwise payable to such Operating
          Partner with respect to future months of operation.

  (3)  A new Paragraph (d) is added to Section 2 to read as follows:

               (D)  QUARTERLY OPERATIONAL GOAL PROFIT-SHARING.  The Operating
          Partner shall be entitled to receive in cash two percent (2%) of the
          Restaurant Operating Income for each fiscal quarter if his/her
          Restaurant achieves its operational goal for such quarter. For these
          purposes, SDI will establish on a periodic basis the criteria (such as
          favorable exit interviews) to be used to target and measure
          operational goals for each quarter. Such measurement methodology shall
          be communicated to the Operating Partner prior to the commencement of
          the time period to which the standard of measurement will apply.
<PAGE>
 
     (4)  Paragraph (a) of Section 3 is hereby amended and restated to read as
follows:

                    (A)  ANNUAL AWARDS. Subject to the terms of Section 5 and
               prior to any Termination under Section 6 and subject to the
               annual approval of the Board of Directors of SDI, the Owner
               Operator shall be awarded on the 365th day following commencement
               of the quarter occurring immediately after the quarter in which
               the Effective Date occurs and on each subsequent anniversary of
               such commencement (each such date being referred to as the "Award
               Date") that number of shares of Common Stock as determined by
               dividing the closing price of the shares of Common Stock on the
               NASDAQ National Market System on the day immediately preceding
               each Award Date into:

               .    Up to a maximum of $5,000 for the first anniversary
                    following the Award Date

               .    Up to a maximum of $7,500 for each of the second and third
                    anniversaries following the Award Date, and

               .    Up to a maximum of $10,000 for the fourth and fifth
                    anniversaries following the Award Date.

     For these purposes, the Board of Directors of Silver Diner has specifically
reserved the right to review performance on an annual basis and, in its sole
discretion, to reduce or eliminate the amount of the Annual Award otherwise
payable to the Operating Partner pursuant to the above schedule, if appropriate.

     (5)  A new Paragraph (e) is added to Section 4 to read as follows:

                    (E)  BANK LOAN DEFAULT. If the Operating Partner borrows
               money from a bank for all or part of the purchase price for
               his/her purchase of common shares of Silver Diner pursuant to the
               mandatory or optional investment provisions set forth above,
               which bank loan is secured by a pledge of all of such purchased
               shares, then the repayment of such loan shall be effectuated
               through a payroll withholding mechanism established between
               Silver Diner and the applicable bank. If the Operating Partner
               nevertheless defaults on such bank loan, the bank shall have the
               right to send notice of such default to Silver Diner and request
               that Silver Diner repurchase the pledged shares. Silver Diner
               shall have the right, but not the obligation, during the ten (10)
               day period following receipt of such notice and request from the
               bank to repurchase the pledged shares in cash of the amount
               originally paid by the Operating Partner to SDI, without payment
               of any premium or interest. If Silver Diner does not exercise
               such repurchase right, the bank may dispose of the pledged shares
               free of any restrictions on transferability other than under
               applicable federal and state securities laws.

     (6)  A new Paragraph (e) is added to Section 5 to read as follows:

                    (E)  ESCROW OF SHARES OF COMMON STOCK. Each share of Common
               Stock issued to the Operating Partner as an Award under Section 3
               and each share of Common Stock acquired by the Operating Partner
               pursuant to Section 4(a) (Mandatory Investment) and Section 4(b)
               (Optional Investment) will be held in escrow for the benefit of
               the Operating Partner by the law firm of Arent Fox Kintner
               Plotkin & Kahn, PLLC or such other escrow agent as may be
               designated by SDI from time to time, until the restrictions
               relating to such share
<PAGE>
 
               of Common Stock have been eliminated. If any shares of Common
               Stock are pledged as collateral for a loan used to purchase such
               shares of Common Stock and if such shares of Common Stock are
               released from collateral during the restriction period relating
               to such shares, then upon their release from collateral, such
               shares shall be delivered to the escrow agent described above for
               the duration of such restriction period. In the event that a
               forfeiture of a share of Common Stock arises under Section 6(b),
               the forfeited share shall be released from escrow and delivered
               to SDI. In the event the restriction period with respect to a
               share of Common Stock lapses prior to any forfeiture of such
               share, the share of Common Stock shall be released from escrow
               and delivered directly to the Operating Partner.


                              Silver Diner, Inc.
                              Silver Diner Development, Inc.



Date: __________________      By: ____________________________
                                   Robert T. Giaimo, President



Date: __________________      _______________________________
                              ____________, Operating Partner