FORM OF SHAREHOLDERS AGREEMENT by and among EDUCATION MANAGEMENT CORPORATION, GS CAPITAL PARTNERS V FUND, L.P., GS CAPITAL PARTNERS V OFFSHORE FUND, L.P., GS CAPITAL PARTNERS V GmbH & Co. KG, GS CAPITAL PARTNERS V INSTITUTIONAL, L.P., GSCP V EDMC...Shareholder Agreement • September 21st, 2009 • Education Management Corporation • Services-educational services • New York
THIS SHAREHOLDERS AGREEMENT (as it may be amended from time to time in accordance with the terms hereof, this “Agreement”), dated as of [•], 2009, is made by and among the GSCP Parties, the Providence Parties, the Leeds Parties (each as defined herein) and the other shareholders that are signatories hereto (collectively, the “Shareholders”), and Education Management Corporation, a Pennsylvania corporation (the “Company”).
