STOCK PURCHASE AGREEMENT dated July 1, 2013 between BIGLARI HOLDINGS INC. and SARDAR BIGLARIStock Purchase Agreement • July 2nd, 2013 • Biglari Holdings Inc. • Retail-eating places • Indiana
WHEREAS, on April 30, 2010, Seller purchased from Purchaser 1,000 shares of common stock, no par value (the “Shares”), of Biglari Capital Corp., a Texas corporation (“Biglari Capital”), for a purchase price equal to (i) $1.00 plus (ii) the Adjusted Capital (as such term is defined in the Amended and Restated Agreement of Limited Partnership, dated as of July 1, 2002, of Lion Fund (the “Partnership Agreement”)) balance of Biglari Capital, in its capacity as general partner of Lion Fund (as defined below), as of April 30, 2010, plus (iii) the total Incentive Reallocation (as defined in, and calculated in accordance with Section 5.02 of, the Partnership Agreement) for the period from January 1, 2010 through the close of business on the April 30, 2010;
SHARED SERVICES AGREEMENTShared Services Agreement • July 2nd, 2013 • Biglari Holdings Inc. • Retail-eating places • Indiana
FIRST AMENDMENT TO AMENDED AND RESTATED INCENTIVE AGREEMENTAnd Restated Incentive Agreement • July 2nd, 2013 • Biglari Holdings Inc. • Retail-eating places • Indiana
This First Amendment, dated as of July 1, 2013 (this “First Amendment”), to the Amended and Restated Incentive Bonus Agreement, dated as of September 28, 2010 (the “Agreement”), is by and between Biglari Holdings Inc., an Indiana corporation (“Company”), and Sardar Biglari (“Executive”). All capitalized terms used and not otherwise defined herein have the respective meanings ascribed to them in the Agreement.
