Commission. Sponsorship Agreement- Renewal Sponsor Agreement Summary Page 2 This Sponsorship Agreement (the "Agreement") consists of (1) this Agreement Summary (the "Agreement Summary") and (2) the General Provisions. Sponsor acknowledges and agrees to be bound by the General Provisions, which are hereby incorporated into this Agreement. In the event of a conflict between the terms of this Agreement Summary and the General Provisions, the terms of the General Provisions shall prevail. Any capitalized term used herein and not otherwise defined herein shall have the meaning set forth in the General Provisions. If the Annual Payment set forth in this Agreement Summary for any year during the Term is more than $500,000, a condition precedent to all obligations herein, except for those obligations contained in certain provisions specified in the General Provisions, shall be the approval of this Agreement by the requisite vote of the holders of the notes issued by SDBF under that certain Note Purchase Agreement dated as of May 15, 2002 (the "Noteholders"). In the event such approval is not obtained by twenty (20) days after the date hereof, SDBF shall give Sponsor prompt written notice thereof, and this Agreement shall be of no further force and effect. Notwithstanding colloquial descriptions of Sponsor as a "partner," nothing herein shall be construed as establishing a legal partnership, joint venture or agency relationship between SDBF and Sponsor or between Padres L.P. (the "Padres") and Sponsor or establishing a joint venture or agency relationship between the parties. Upon execution by both parties, this Agreement is a binding legal contract. SAN DIEGO BALLPARK FUNDING LLC SPONSOR: Rubio's Fresh Mexican Grill By: /s/ James M. Ballweg James M. Ballweg Its: Vice President/Sales Date: 3/21/08 By: /s/ LA Rusinko Lawrence A. Rusinko Its: SVP of Marketing & Product Development Date: 3/18/08 2008 Sponsorship Agreement-