0001193125-08-055491 Sample Contracts

OPERATING AGREEMENT OF FULCRUM MICRO-CAP, L.L.C.
Operating Agreement • March 13th, 2008 • McCarthy Michael R • Retail-miscellaneous shopping goods stores • Delaware
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AMENDMENT TO OPERATING AGREEMENT OF FULCRUM MICRO-CAP, L.L.C.
Operating Agreement • March 13th, 2008 • McCarthy Michael R • Retail-miscellaneous shopping goods stores

This Amendment (“Amendment”) is entered into as effective as of January 1, 2008, by and between Fulcrum Micro-Cap, L.L.C., a Delaware limited liability company (the “Company”), Fulcrum Growth Partners, L.L.C., a Delaware limited liability company (“Fulcrum I”), Fulcrum Growth Partners II, L.P., a Delaware limited partnership (“Fulcrum II”) and Fulcrum Growth Partners III, L.L.C., a Delaware limited liability company (“Fulcrum III”).

AMENDMENT TO OPERATING AGREEMENT OF FULCRUM FINANCIAL HOLDINGS, LLC
Operating Agreement • March 13th, 2008 • McCarthy Michael R • Retail-miscellaneous shopping goods stores

This Amendment to Operating Agreement of Fulcrum Financial Holdings, LLC (this “Amendment”) is made and entered into effective as of the 3rd day of August, 2007 by and between Fulcrum Financial Holdings, LLC, a Delaware limited liability company (“Company”), and MGI Holdings, Inc., a Nebraska corporation (“MGI”) (collectively, the “Parties”).

Joint Filing Agreement
Joint Filing Agreement • March 13th, 2008 • McCarthy Michael R • Retail-miscellaneous shopping goods stores

In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Schedule 13D, dated March 3, 2008 (including amendments thereto) with respect to the common shares of Cabela’s Incorporated. This Joint Filing Agreement shall be filed as an Exhibit to such Schedule 13D.

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