0001193125-09-259090 Sample Contracts

VOTING AGREEMENT

Voting Agreement • December 23rd, 2009 • Ruths Hospitality Group, Inc. • Retail-eating places • Delaware

• Contract Type
  Voting Agreement
• Filed
  December 23rd, 2009
• Company
  Ruths Hospitality Group, Inc.
• Industry
  Retail-eating places
• Jurisdiction
  Delaware

This VOTING AGREEMENT (this “Agreement”) is made and entered into as of December 22, 2009, by and among Bruckmann, Rosser, Sherrill & Co. III, L.P., a Delaware limited partnership (the “Fund”), BRS Coinvestor III, L.P., a Delaware limited partnership (the “Co-Invest Fund”, and together with the Fund, the “Investors”), Ruth’s Hospitality Group, Inc., a Delaware corporation (the “Company”), and the undersigned stockholder of the Company (the “Stockholder”).

SECURITIES PURCHASE AGREEMENT by and among RUTH’S HOSPITALITY GROUP, INC., BRUCKMANN, ROSSER, SHERRILL & CO. III, L.P. and BRS COINVESTOR III, L.P. Dated as of December 22, 2009

Securities Purchase Agreement • December 23rd, 2009 • Ruths Hospitality Group, Inc. • Retail-eating places • New York

• Contract Type
  Securities Purchase Agreement
• Filed
  December 23rd, 2009
• Company
  Ruths Hospitality Group, Inc.
• Industry
  Retail-eating places
• Jurisdiction
  New York

SECURITIES PURCHASE AGREEMENT dated as of December 22, 2009 (this “Agreement”) by and among Ruth’s Hospitality Group, Inc., a Delaware corporation (the “Company”), Bruckmann, Rosser, Sherrill & Co. III, L.P., a Delaware limited partnership (the “Fund”), and BRS Coinvestor III, L.P., a Delaware limited partnership (the “Co-Invest Fund,” and together with the Fund, the “Investors”).