EXHIBIT 4.1 FIFTH AMENDMENT TO SHAREHOLDER PROTECTION RIGHTS AGREEMENT THIS FIFTH AMENDMENT (this "Amendment"), effective as of March 15, 2006, is between PRG-SCHULTZ INTERNATIONAL, INC., a Georgia corporation (the "Company"), and WACHOVIA BANK,...Shareholder Protection Rights Agreement • March 21st, 2006 • PRG Schultz International Inc • Services-engineering, accounting, research, management
