EXHIBIT 99.3
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) of the Securities Exchange Act of
1934, as amended, the undersigned agree to the joint filing on behalf of each of
them of a statement on Schedule 13D with respect to the common stock, par value
$0.01 per share, of Sharper Image Corporation, and further agree that this Joint
Filing Agreement shall be included as an Exhibit to such joint filing. The
undersigned further agree that any amendments to such statement on Schedule 13D
shall be filed jointly on behalf of each of them without the necessity of
entering into additional joint filing agreements.
The undersigned further agree that each party hereto is responsible for
timely filing of such statement on Schedule 13D and any amendments thereto, and
for the completeness and accuracy of the information concerning such party
contained therein; provided that no party is responsible for the completeness or
accuracy of the information concerning any other party, unless such party knows
or has reason to believe that such information is inaccurate.
The undersigned shall not be deemed to admit membership in a group by
reason of entering into this Joint Filing Agreement.
This Joint Filing Agreement may be executed in one or more
counterparts, each of which shall be deemed to be an original instrument, but
all of such counterparts together shall constitute but one agreement.
In evidence thereof the undersigned, being duly authorized, hereby
execute this Joint Filing Agreement this 6th day of March, 2006.
Dated: March 8, 2006 KNIGHTSPOINT PARTNERS II, L.P.
By: Knightspoint Capital Management II LLC
Its: General Partner
By: Knightspoint Partners LLC
Its: Member
/s/ Xxxxx Xxxxx
By: -------------------------------
Name: Xxxxx Xxxxx
Title: Managing Member
KNIGHTSPOINT CAPITAL MANAGEMENT II LLC
By: Knightspoint Partners LLC
Its: Member
By: /s/ Xxxxx Xxxxx
--------------------------------------
Name: Xxxxx Xxxxx
Title: Managing Member
KNIGHTSPOINT PARTNERS LLC
By: /s/ Xxxxx Xxxxx
--------------------------------------
Name: Xxxxx Xxxxx
Title: Managing Member
Name: Xxxxx Xxxxx, Individually and as
attorney-in-fact for each of
Xxxxxxx Xxxxxx, Xxxxx Xxxx, Xxxxxxx
Xxxxxxx, Xxxxx X. Xxxxx, Xxxxx Xxxx
and Xxxxxx Xxxxx
Name: Xxxxxxx Xxxxxxx
STARBOARD VALUE AND OPPORTUNITY MASTER
FUND LTD.
By: /s/ Xxxxx X. Xxxxx
---------------------------------------
Name: Xxxxx X. Xxxxx
Title: Authorized Person
RAMIUS CAPITAL GROUP, LLC
By: C4S & Co., LLC
Its: Managing Member
By: /s/ Xxxxx X. Xxxxx
--------------------------------
Name: Xxxxx X. Xxxxx
Title: Managing Member
C4S & CO., LLC
By: /s/ Xxxxx X. Xxxxx
--------------------------------
Name: Xxxxx X. Xxxxx
Title: Managing Member
PARCHE, LLC.
By: Admiral Advisors, LLC
Its: Managing Member
By: Ramius Capital Group, LLC
Its: Member
By: C4S & Co., LLC
Its: Managing Member
By: /s/ Xxxxx X. Xxxxx
---------------------------------------
Name: Xxxxx X. Xxxxx
Title: Managing Member
/s/ Xxxxx X. Xxxxx
------------------------------------------
Name: Xxxxx X. Xxxxx
/s/ Xxxxxxx X. Xxxxxxx
------------------------------------------
Name: Xxxxxxx X. Xxxxxxx
/s/ Xxxxxx X. Xxxxx
------------------------------------------
Name: Xxxxxx X. Xxxxx
/s/ Xxxxxx X. Xxxxxxx
------------------------------------------
Name: Xxxxxx X. Xxxxxxx
RAMIUS ADVISORS, LLC
By: Ramius Capital Group, LLC
Its: Managing Member
By: C4S & Co., LLC
Its: Managing Member
By: /s/ Xxxxx X. Xxxxx
---------------------------------------
Name: Xxxxx X. Xxxxx
Title: Managing Member
ADMIRAL ADVISORS, LLC
By: Ramius Capital Group, LLC
Its: Managing Member
By: C4S & Co., LLC
Its: Managing Member
By: /s/ Xxxxx X. Xxxxx
---------------------------------------
Name: Xxxxx X. Xxxxx
Title: Managing Member