0001193125-12-465906 Sample Contracts

VOTING AGREEMENT
Voting Agreement • November 13th, 2012 • Mill Road Capital, L.P. • Services-educational services • Delaware

This VOTING AGREEMENT (this “Agreement”) dated as of November 9, 2012 is made by and among Mill Road Capital, L.P., a Delaware limited partnership (“Mill Road”), Lane Five Partners LP, a Delaware limited partnership (the “Lane Five Fund”), Lane Five Capital Management LP, a Delaware limited partnership (the “Lane Five Advisor”), and Pleiades Investment Partners – LA, L.P., a Delaware limited partnership (the “Pleiades Fund”).

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