0001341004-07-002568 Sample Contracts

SHARE TENDER AGREEMENT
Share Tender Agreement • September 12th, 2007 • Benaroya Raphael • Retail-women's clothing stores • Delaware

This SHARE TENDER AGREEMENT (this “Agreement”), is dated as of September 10, 2007 (this “Agreement”), by and among Redcats USA, Inc., a Delaware corporation (“Parent”), Boulevard Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”), United Retail Group, Inc., a Delaware corporation (the “Company”), and Raphael Benaroya, in his capacity as stockholder of the Company (the “Stockholder”).

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