TENDER AND SUPPORT AGREEMENTTender and Support Agreement • May 3rd, 2023 • Ruths Hospitality Group, Inc. • Retail-eating places • Delaware
This TENDER AND SUPPORT AGREEMENT (this “Agreement”), dated as of May 2, 2023, is entered into by and among Darden Restaurants, Inc., a Florida corporation (“Parent”), Ruby Acquisition Corporation, a Delaware corporation and an indirect wholly-owned subsidiary of Parent (“Merger Sub”), Ruth’s Hospitality Group, Inc., a Delaware corporation (the “Company”), and one or more stockholders of the Company set forth on Schedule A hereto (each, a “Stockholder” and, if applicable, collectively, the “Stockholders”). All terms used but not otherwise defined in this Agreement shall have the respective meanings ascribed to such terms in the Merger Agreement (as defined below).
