0001193125-12-219562 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 9th, 2012 • Justice Delaware Holdco Inc. • Retail-eating places • New York

THIS REGISTRATION RIGHTS AGREEMENT dated as of [•], 2012, is by and among Justice Delaware Holding, Inc., a Delaware corporation (the “Company”) and 3G Special Situations Fund II, L.P., a limited partnership formed under the laws of the Cayman Islands (“3G” or the “Investor”).

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CONTINGENT CONTRIBUTION AGREEMENT
Contingent Contribution Agreement • May 9th, 2012 • Justice Delaware Holdco Inc. • Retail-eating places • Delaware

This CONTINGENT CONTRIBUTION AGREEMENT (this “Agreement”), dated as of April 3, 2012, is by and among Justice Holdings Limited, a company limited by shares incorporated with limited liability under the Laws of the British Virgin Islands (“Justice”), Justice Delaware Holdco Inc, a Delaware corporation and direct wholly-owned subsidiary of Justice (“New Holdco”), and each of the other parties set forth on the signature pages hereto (together with Justice and New Holdco, each a “Party”, and collectively the “Parties”).

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