Vintage Capital Management, LLC
Exhibit 3
Vintage Capital Management, LLC
0000 X. Xxxxxx Xxxxxxxx Xxxx, Xxxxx 000
Orlando, FL 32819
January 31, 2018
Xxxxxxx & Xxxxxx Enterprises, Inc.
00000 Xxxxxxxxxx Xxxxxxxxx Xxxxx, Xxxxx 000
Charlotte, NC 28277
Attention: X. Xxxxx Xxxx
Reference is made to the Agreement, dated as of January 3, 2018 (the “Agreement”), among Xxxxxxx & Xxxxxx Enterprises, Inc., Vintage Capital Management, LLC, Xxxx Capital Management, LLC and Xxxxx X. Xxxx. Capitalized terms used in this letter and not otherwise defined have the meaning given to them in the Agreement.
The Shareholders confirm that they consent to an increase in the size of the Board to no more than 11 directors until June 30, 2018. For the avoidance of doubt, after June 30, 2018, and during the remainder of the Nomination Period, the Board will be composed of no more than 10 directors.
VINTAGE CAPITAL MANAGEMENT, LLC | ||
By: | /s/ Xxxxx X. Xxxx | |
Name: Xxxxx X. Xxxx | ||
Title: Manager | ||
XXXX CAPITAL MANAGEMENT, LLC | ||
By: | /s/ Xxxxx X. Xxxx | |
Name: Xxxxx X. Xxxx | ||
Title: Manager | ||
Xxxxx X. Xxxx | ||
/s/ Xxxxx X. Xxxx |