0000950144-06-001198 Sample Contracts

RARE Hospitality International, Inc. RESTRICTED STOCK AGREEMENT Non- transferable GRANT TO (“Grantee”) by RARE Hospitality International, Inc. (the “Company”) of ______ shares of its no par value common stock (the “Shares”)

Restricted Stock Agreement • February 14th, 2006 • Rare Hospitality International Inc • Retail-eating places

• Contract Type
  Restricted Stock Agreement
• Filed
  February 14th, 2006
• Company
  Rare Hospitality International Inc
• Industry
  Retail-eating places

pursuant to and subject to the provisions of the RARE Hospitality International, Inc. Amended and Restated 2002 Long-Term Incentive Plan (the “Plan”) and to the terms and conditions set forth on the following pages of this award certificate (this “Certificate”). Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Plan.

RARE Hospitality International, Inc. PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT Non-transferable G R A N T T O

Performance-Based Restricted Stock Unit Agreement • February 14th, 2006 • Rare Hospitality International Inc • Retail-eating places

• Contract Type
  Performance-Based Restricted Stock Unit Agreement
• Filed
  February 14th, 2006
• Company
  Rare Hospitality International Inc
• Industry
  Retail-eating places

by RARE Hospitality International, Inc. (the “Company”) of Restricted Stock Units (the “Units”) representing the right to earn, on a one-for-one basis, shares of the Company’s no par value common stock (“Shares”), pursuant to and subject to the provisions of the RARE Hospitality International, Inc. Amended and Restated 2002 Long-Term Incentive Plan (the “Plan”) and to the terms and conditions set forth on the following pages of this award certificate (this “Certificate”).