0001188112-10-002166 Sample Contracts

Agreement
Shareholder Agreement • August 17th, 2010 • Benihana Inc • Retail-eating places • Delaware

This Agreement, dated as of August 16, 2010 (this “Argeement”), is by and among Coliseum Capital Partners, L.P., a Delaware limited partnership, Coliseum Capital Management, LLC, a Delaware limited liability company, Coliseum Capital, LLC, a Delaware limited liability company, Blackwell Partners, LLC, a Georgia limited liability company, Adam Gray and Christopher Shackelton (collectively, the “Coliseum Capital Group”, and each, individually, a “member” of the Coliseum Capital Group) and Benihana Inc. (the “Company”).

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