Exhibit 10.1 Coble Employment Agreement November 2006


    Exhibit
      10.1

    Michael
      W.
      Coble
 

    OUTBACK
      STEAKHOUSE INTERNATIONAL, INC.

    Officer
      Employment Agreement

    


    THIS
      EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into effective
January
      01, 2002,
      by and
      among MICHAEL
      W. COBLE (hereinafter
      referred to as “Employee”),
      and OUTBACK
      STEAKHOUSE INTERNATIONAL, INC.,
      a
Florida corporation
      having
      its principal office at 2202 N. West Shore Boulevard, 5th
      Floor,
      Tampa, Florida 33607 (hereinafter
      referred to as the
      “Employer”).

    


    W
      I T N E
      S S E T H:

    


    This
      Agreement is made and entered into under the following
      circumstances:

    


    A. WHEREAS,
      the Employer is an affiliate of OSI Restaurant Partners, Inc. (“OSI”);
      and

    


    B.  WHEREAS,
      the Employer is engaged in the business of owning and operating restaurants
      known as “Outback
      Steakhouse International®”
      utilizing a restaurant operating system and trademarks owned by or licensed
      to
      the Employer; and

    


    C.  WHEREAS,
      the Employer desires, on the terms and conditions stated herein, to employ
      Employee as President
      of the
      Employer; and

    


    D.  WHEREAS,
      the Employee desires, on the terms and conditions stated herein, to be employed
      by the Employer as President.

    


    NOW,
      THEREFORE, in consideration of the foregoing recitals, and of the premises,
      covenants, terms and conditions contained herein, the parties hereto agree
      as
      follows:

    


    1.  Employment
      and Term.
      Subject
      to earlier termination as provided for in Section
      8
      hereof,
      the Employer hereby employs the Employee, and the Employee hereby accepts
      employment with the Employer as President
      of the
      Employer for a term commencing on January
      01, 2002
      and
      expiring January
      01, 2007
      (“Term
      of Employment”).
      Such
      Term of Employment shall be automatically renewed for successive renewal terms
      of one (1) year each unless either party elects not to renew by giving written
      notice to the other party not less than sixty (60) days prior to the start
      of
      any renewal term.

    


    2.  Representations
      and Warranties.
      The
      Employee hereby represents and warrants to the Employer that the Employee (i)
      is
      not subject to any written nonsolicitation
      or noncompetition agreement affecting the Employee’s employment with the
      Employer (other than any prior agreement with the Employer, OSI or either of
      their affiliates), (ii) is not subject to any written confidentiality or
      nonuse/nondisclosure agreement affecting the Employee’s employment with the
      Employer (other than any prior agreement with the Employer, OSI or either of
      their affiliates), and (iii) has brought to the Employer no trade secrets,
      confidential business information, documents, or other personal property of
      a
      prior employer.

    


    3.  Duties.
      As
President
      of the
      Employer, the Employee shall: 

    


    (a)  have
      such
      management, supervisory and operational functions as are customary to such
      position, and such other powers, functions and duties may be assigned to the
      Employee by the Board of Directors of the Employer or the Chief Executive
      Officer or Chief Operating Officer of the Employer; and

    (b)  diligently,
      competently, and faithfully perform all of the duties and functions hereunder;
      and

     

    
      (c)  not
        create a situation that results in termination for Cause (as that term is
        defined in Section
        8
        hereof);
        and

    

     

    
      
        Outback
          Steakhouse International, Inc.

        President
          EA with renewal and allowance 2006a

        
        

      

      
        1

        
          

        

      

      
        
        

        Michael
          W. Coble

      

    

     

    (d)  devote
      one hundred percent (100%) of the Employee’s full business time, attention,
      energies and effort to the business affairs of the Employer; and

    (e)  conduct
      all of his activities in a manner so as to maintain and promote the business
      and
      reputation of the Employer.

    


    The
      Employee shall not, during the term of this Agreement, engage in any other
      business activity; provided,
      however,
      that the
      Employee shall be permitted to invest the Employee’s personal assets and manage
      the Employee’s personal investment portfolio in such a form and manner as will
      not require any business services on Employee’s part to any third party
or
      conflict with the provisions of Section
      9,
      Section
      10 or
      Section 14
      hereof,
      or conflict with any published policy of the Employer or its affiliates,
      including but not limited to the insider trading policy of the Employer or
      its
      affiliates.

    


    The
      Employee shall be responsible for directly reporting to the Chief Executive
      Officer or Chief Operating Officer of the Employer on all matters for which
      the
      Employee is responsible.

    


    Notwithstanding
      anything to the contrary herein, the parties acknowledge and agree that the
      Employee shall, during the term of this Agreement and at the request of the
      Employer, also serve as an officer of any subsidiary or affiliate of the
      Employer or OSI, as the Employer shall request. In such capacity, Employee
      shall
      be responsible generally for all aspects of such office. All terms, conditions,
      rights and obligations of this Agreement shall be applicable to Employee while
      serving in such office as though Employee and such subsidiary or affiliate
      of
      the Employer or OSI had separately entered into this Agreement, except that
      the
      Employee shall not be entitled to any compensation, vacation, fringe benefits,
      automobile allowance or other remuneration of any kind whatsoever from such
      subsidiary or affiliate of the Employer or OSI.

    


    4.  Compensation.
      During
      the Term of Employment, the Employee shall be entitled to an annual base salary
      equal to at least the annual salary of Employee on the effective date hereof,
      payable in equal biweekly installments by the Employer, to be reviewed annually
      by the Employer.

    


    5.  Vacation.
      Employee
      shall be entitled to three
      (3)
      weeks
      paid vacation (selected by Employee, but subject to the reasonable business
      requirements of the Employer as determined by the Chief Executive Officer of
      the
      Employer) during each full year during the Term of Employment. Vacation
      granted but not used in any year shall be forfeited at the end of such one-year
      period and may not be carried over to any subsequent year.

    


    6.  Fringe
      Benefits.
      In
      addition to any other rights the Employee may have hereunder, the Employee
      shall
      also be entitled to receive those fringe benefits, including, but not limited
      to, complimentary food, life insurance, medical benefits, etc.,
      if any,
      as may be provided by the Employer to similar employees of the Employer.


    


    7.  Expenses.
      Subject
      to approval by the Chief Financial Officer of the Employer and compliance with
      the Employer’s policies, the Employee may incur reasonable expenses on behalf of
      and in furtherance of the business of the Employer. Upon approval of such
      expenses by the Chief Financial Officer, the Employer shall promptly reimburse
      the Employee for all such expenses upon presentation by the Employee, from
      time
      to time, of appropriate receipts or vouchers for such expenses that are
      sufficient in form and substance to satisfy all federal tax requirements for
      the
      deductibility of such expenses by the Employer.

    


    8.  Termination.
      Notwithstanding
      the provisions of Section
      1
      hereof,
      the Term of Employment shall terminate prior to the end of the period of time
      specified in Section
      1,
      immediately upon:

    


    (a)  The
      death
      of the Employee; or

     

    
      
        Outback
          Steakhouse International, Inc.

        President
          EA with renewal and allowance 2006a

        
        

      

      
        2

        
          

        

      

      
        
        

        Michael
          W. Coble

      

    

     

    (b)  The
      Employee’s Disability during the Term of Employment. For purposes of this
      Agreement, the term “Disability” shall mean the inability of the Employee,
      arising out of any medically determinable physical or mental impairment, to
      perform the services required of the Employee hereunder for a period of ninety
      (90) consecutive days; or

    


    (c)  The
      existence of Cause. For purposes of this Agreement, the term “Cause” shall be
      defined as:

    


    (i) Any
      dishonesty by the Employee in the Employee’s dealings with the Employer, the
      commission of fraud by the Employee, negligence in the performance of the duties
      of the Employee, insubordination, willful misconduct, or the conviction (or
      plea
      of guilty or nolo contendere) of the Employee of any felony, or any other crime
      involving dishonesty or moral turpitude; or

    


    (ii) Any
      violation of any covenant or restriction contained in Section
      9, Section 10, Section 12 or
      Section 14
      hereof;
      or

    


    (iii) Any
      violation of any material published policy of the Employer or its affiliates
      (material published policies include, but are not limited to, the Employer’s
      discrimination and harassment policy, management duty policy, responsible
      alcohol policy and insider trading policy);

    


          or

    


    (d)  At
      the
      election of the Employer, upon the sale of a majority ownership interest in
      the
      Employer or substantially all of the assets of the Employer; or

    


    (e)  At
      the
      election of the Employer, upon the determination by the Employer to cease the
      Employer’s business operations; or

    


    (f)  At
      the
      election of the Employer in its sole discretion, for any reason or no reason.
      In
      the event of termination of this Agreement pursuant to this Section
      8(f),
      the
      Employee shall be entitled to receive as full and complete severance
      compensation, the base salary provided for herein for a period of one (1) year
      from the effective date of such termination (the “Severance”). Severance shall
      be payable in bi-weekly installments. The Employee acknowledges and agrees
      that
      in the event of termination of this Agreement pursuant to this Section
      8(f) the
      Severance provided in this Section
      8(f)
      shall be
      the only obligation that the Employer, OSI or any of their affiliates shall
      have
      to the Employee. Employee acknowledges that in the event of termination of
      Employee’s employment as President of the Employer, whether pursuant to this
      Section 8(f) or otherwise, any Long Term Incentive Agreement (“LTIA”) with the
      Employer or any of its affiliates shall terminate immediately and the Employee
      shall not be entitled to any further payments under such LTIA.

    


    For
      all
      purposes of this Agreement, termination for Cause shall be deemed to have
      occurred in the event of the Employee’s resignation when, because of existing
      facts and circumstances, subsequent termination for Cause can be reasonably
      foreseen.

    


    Except
      as
      otherwise provided in Section 8(f), in the event of termination of this
      Agreement pursuant to this Section
      8,
      the
      Employee or the Employee’s estate, as appropriate, shall be entitled to receive
      (in addition to any fringe benefits payable upon death in the case of the
      Employee’s death) the base salary provided for herein up to and including the
      effective date of termination, prorated on a daily basis. 

     

    
      
        Outback
          Steakhouse International, Inc.

        President
          EA with renewal and allowance 2006a

        
        

      

      
        3

        
          

        

      

      
        
        

        Michael
          W. Coble

      

    

     

    The
      Employee acknowledges and agrees that in the event of termination of Employee’s
      employment as President of the Employer, with or without Cause, any LTIA between
      the Employee and the Employer or any of its affiliates shall terminate
      immediately and the Employee shall not be entitled to any further payments
      under
      such LTIA.

    


    9.  Noncompetition.
      

    


    (a)  During
      Term.
      During
      the Employee’s employment with the Employer, the Employee shall not,
      individually or jointly with others, directly or indirectly, whether for the
      Employee’s own account or for that of any other person or entity, engage in or
      own or hold any ownership interest in any person or entity engaged in a
      restaurant business, and the Employee shall not act as an officer, director,
      employee, partner, independent contractor, consultant, principal, agent,
      proprietor, or in any other capacity for, nor lend any assistance (financial
      or
      otherwise) or cooperation to any such person or entity. 

    


    (b)  Post
      Term.
      For a
      continuous period of two (2) years commencing on termination of the Employee’s
      employment with the Employer, regardless of any termination pursuant to
Section
      8
      or any
      voluntary termination or resignation by the Employee, the Employee shall not,
      individually or jointly with others, directly or indirectly, whether for the
      Employee’s own account or for that of any other person or entity, engage in or
      own or hold any ownership interest in, have any interest in or lend any
      assistance to, any casual steakhouse restaurant or any person or entity engaged
      in a business owning, operating, franchising or controlling an casual steakhouse
      business, and that is located or intended to be located anywhere within a radius
      of thirty (30) miles of any Outback Steakhouse® restaurant owned or operated by
      the Employer, the Company or their affiliates or any proposed Outback
      Steakhouse® restaurant to be owned or operated by any of the foregoing, and the
      Employee shall not act as an officer, director, employee, partner, independent
      contractor, consultant, principal, agent, proprietor, chef, or in any other
      capacity for, nor lend any assistance (financial or otherwise) or cooperation
      to, any such person, or entity. For purposes of this Section
      9(b),
      Outback
      Steakhouse® restaurants owned or operated by the Company shall include Outback
      Steakhouse® restaurants operated or owned by an affiliate of the Company, any
      successor entity to the Company, and any entity in which the Company has an
      interest, including but not limited to, an interest as a franchisor. The term
      “proposed Outback Steakhouse® restaurant” shall include all locations for which
      the Company, its franchisees or affiliates is conducting active, bona fide
      negotiations to secure a fee or leasehold interest with the intention of
      establishing one or more Outback Steakhouse® restaurants thereon. For purposes
      of this
      Section 9(b),
      the
      term “casual steakhouse” shall mean any restaurant for which the check average
      is equal to or less than of $30.00 per person, and: (i) the words “steak” or
“beef” or any item of steak or beef or any word that connotes steak or beef is
      used in its name; or (ii) the sale of steak or beef is regularly featured in
      its
      advertising or marketing efforts, or (iii) the sale of steak and beef in the
      aggregate constitute thirty percent (30%) or more of its entrée sales, computed
      on a dollar basis.

    


    (c)  Limitation.
      Notwithstanding subsections
      (a)
      and
(b),
      it
      shall not be a violation of this Section
      9
      for
      Employee to own a one percent (1%) or smaller interest in any corporation
      required to file periodic reports with the Securities and Exchange Commission
      pursuant to the Securities Exchange Act of 1934, as amended, or successor
      statute. 

    


    10.  Nondisclosure;
      Nonsolicitation; Nonpiracy.
      Except
      in
      the performance of Employee’s duties hereunder, at no time during the Term of
      Employment, or at any time thereafter, shall Employee, individually or jointly
      with others, for the benefit of Employee or any third party, publish, disclose,
      use, or authorize anyone else to publish, disclose, or use, any secret or
      confidential material or information relating to any aspect of the business
      or
      operations of the Employer, OSI or their affiliates, including, without
      limitation, any secret or confidential information relating to the business,
      customers, trade or industrial practices, trade secrets, technology, recipes
      or
      know-how of any of the Employer, OSI or their affiliates. Moreover, during
      the
      Employee’s employment with the

     

    
      
        Outback
          Steakhouse International, Inc.

        President
          EA with renewal and allowance 2006a

        
        

      

      
        4

        
          

        

      

      
        
        

        Michael
          W. Coble

      

    

     

    Employer
      and for two (2) years thereafter, Employee shall not offer employment to any
      employee of the Employer, OSI, their franchisees or affiliates, or otherwise
      solicit or induce any employee of the Employer, OSI, their franchisees or
      affiliates to terminate their employment, nor shall Employee act as an officer,
      director, employee, partner, independent contractor, consultant, principal,
      agent, proprietor, owner or part owner, or in any other capacity, for any person
      or entity that solicits or otherwise induces any employee of the Employer,
      OSI,
      their franchisees or affiliates to terminate their employment.

    


    11.  Employer
      Property: Employee Duty to Return.
      All
      Employer products, recipes, product specifications, training materials, employee
      selection and testing materials, marketing and advertising materials, special
      event, charitable and community activity materials, customer correspondence,
      internal memoranda, products and designs, sales information, project files,
      price lists, customer and vendor lists, prospectus reports, customer or vendor
      information, sales literature, territory printouts, call books, notebooks,
      textbooks, and all other like information or products, including all copies,
      duplications, replications, and derivatives of such information or products,
      now
      in the possession of Employee or acquired by Employee while in the employ of
      the
      Employer, shall be the exclusive property of the Employer and shall be returned
      to the Employer no later than the date of Employee’s last day of work with the
      Employer.

    


    12.  Inventions,
      Ideas, Processes, and Designs.
      All
      inventions, ideas, recipes, processes, programs, software, and designs
      (including all improvements) (i) conceived or made by Employee during the course
      of Employee’s employment with the Employer (whether or not actually conceived
      during regular business hours) and for a period of six (6) months subsequent
      to
      the termination or expiration of such employment and (ii) related to the
      business of the Employer, shall be disclosed in writing promptly to the Employer
      and shall be the sole and exclusive property of the Employer. An invention,
      idea, recipe, process, program, software or design (including an improvement)
      shall be deemed “related to the business of the Employer” if (a) it was made
      with equipment, supplies, facilities, or confidential information of the
      Employer, (b) results from work performed by Employee for the Employer, or
      (c)
      pertains to the current business or demonstrably anticipated research or
      development work of the Employer. Employee shall cooperate with the Employer
      and
      their attorneys in the preparation of patent and copyright applications for
      such
      developments and, upon request, shall promptly assign all such inventions,
      ideas, recipes, processes, and designs to the Employer. The decision to file
      for
      patent or copyright protection or to maintain such development as a trade secret
      shall be in the sole discretion of the Employer, and Employee shall be bound
      by
      such decision. Employee shall provide, on the back of this Employment Agreement,
      a complete list of all inventions, ideas, recipes, processes, and designs if
      any, patented or unpatented, copyrighted or non-copyrighted, including a brief
      description, that the Employee made or conceived prior to Employee’s employment
      with the Employer and that therefore are excluded from the scope of this
      Agreement.

    


    13.  Employer’s
      Promise to Give Employee Trade Secrets and Training.
      In
      return for Employee’s agreement not to use or disclose Employer’s trade secrets,
      training, systems and confidential proprietary business methods, Employer
      unconditionally promises to give Employee within ninety (90) days of the signing
      of this contract trade secrets, specialized training and other confidential
      proprietary business methods.

    


    Specifically,
      Employer unconditionally promises to give Employee one-on-one training from
      executives, trainers and senior employees of Employer or its affiliates.
      Further, the training will include training and information concerning
      procedures and confidential proprietary methods Employer uses to obtain and
      retain business from their customer base, operations in Employer’s home office,
      marketing and sales techniques, and information regarding the confidential
      information listed in Section
      12(b)
      of this
      Agreement. Further, after the ninety (90) days, as Employer develops (during
      Employee’s employment with Employer) additional trade secrets, employee surveys
      and analyses, financial data and other confidential proprietary business methods
      and overall marketing plans and strategies, Employer promises to continue to
      provide, on a periodic basis, said confidential information and additional
      training and analysis from their executives, trainers and/or senior employees
      to
      Employee for so long as Employee is employed by Employer as President.

     

    
      
        Outback
          Steakhouse International, Inc.

        President
          EA with renewal and allowance 2006a

        
        

      

      
        5

        
          

        

      

      
        
        

        Michael
          W. Coble

      

    

     

    14.  Employee’s
      Promise Not to Disclose Trade Secrets and Confidential
      Information.
      Employee
      understands and agrees that Employer will provide unique and specialized
      training and confidential information concerning Employer’s business operations,
      including, but not limited to, recipes, product specifications, restaurant
      operating techniques and procedures, marketing techniques and procedures,
      financial data, processes, vendors and other information that was developed
      and
      maintained at considerable effort and expense to Employer, for the Employer’s
      sole and exclusive use, and which if used by the Employer’s competitors would
      give them an unfair business advantage. Employee believes the unconditional
      promise to provide said information is sufficient consideration for Employee’s
      promise to adhere to the restrictive covenants of Section
      9, Section 10,
      Section
      12
      and
Section
      14
      of this
      Agreement. 

    


    15.  Restrictive
      Covenants: Consideration; Non-Estoppel; Independent Agreements; and
      Non-Executory Agreements.
      The
      restrictive covenants of
      Section 9, Section 10, Section 12 and
      Section 14 of
      this
      Agreement are given and made by Employee to induce the Employer to employ the
      Employee and to enter into this Agreement with the Employee, and Employee hereby
      acknowledges that employment with the Employer is sufficient consideration
      for
      these restrictive covenants.

    


    The
      restrictive covenants of Section
      9, Section 10, Section 12 and
      Section 14 of
      this
      Agreement shall be construed as agreements independent of any other provision
      in
      this Agreement, and the existence of any claim or cause of action of Employee
      against the Employer, whether predicated upon this Agreement or otherwise,
      shall
      not constitute a defense to the enforcement of any restrictive covenant. The
      Employer have fully performed all obligations entitling them to the restrictive
      covenants of Section
      9, Section 10, Section 12 and
      Section 14 of
      this
      Agreement, and those restrictive covenants therefore are not executory or
      otherwise subject to rejection under the Bankruptcy Code.

    


    The
      refusal or failure of the Employer to enforce any restrictive covenant of
Section
      9, Section 10, Section 12 or
      Section 14 of
      this
      Agreement (or any similar agreement) against any other employee, agent, or
      independent contractor, for any reason, shall not constitute a defense to the
      enforcement by the Employer of any such restrictive covenant, nor shall it
      give
      rise to any claim or cause of action by Employee against the
      Employer.

    


    16.  Reasonableness
      of Restrictions; Reformation; Enforcement.
      The
      parties hereto recognize and acknowledge that the geographical and time
      limitations contained in Section
      9, Section 10, Section 12 and
      Section 14
      hereof
      are reasonable and properly required for the adequate protection of the
      Employer’s interests. Employee acknowledges that the Employer is the owner or
      the licensee of the Outback
      Steakhouse International®
      trademarks, and the owner or the licensee of the Outback
      Steakhouse International®
      restaurant operating system and will provide to Employee training in and
      confidential information concerning the Outback
      Steakhouse International®
      restaurant operating system in reliance on the covenants contained in
Section
      9, Section 10, Section 12 and
      Section 14
      hereof.
      It is agreed by the parties hereto that if any portion of the restrictions
      contained in Section
      9, Section 10, Section 12 or
      Section 14
      are held
      to be unreasonable, arbitrary, or against public policy, then the restrictions
      shall be considered divisible, both as to the time and to the geographical
      area,
      with each month of the specified period being deemed a separate period of time
      and each radius mile of the restricted territory being deemed a separate
      geographical area, so that the lesser period of time or geographical area shall
      remain effective so long as the same is not unreasonable, arbitrary, or against
      public policy. The parties hereto agree that in the event any court of competent
      jurisdiction determines the specified period or the specified geographical
      area
      of the restricted territory to be unreasonable, arbitrary, or against public
      policy, a lesser time period or geographical area that is determined to be
      reasonable, nonarbitrary, and not against public policy may be enforced against
      Employee. If Employee shall violate any of the covenants contained herein and
      if
      any court action is instituted by the Employer to prevent or enjoin such
      violation, then the period of time during which the Employee’s business
      activities shall be restricted, as provided in this Agreement, shall be
      lengthened by a period of time equal to the period between the date of the
      Employee’s breach of the terms or covenants contained in this Agreement and the
      date on which the decree of the court disposing of the issues upon the merits
      shall become final and not subject to further appeal.

     

    
      
        Outback
          Steakhouse International, Inc.

        President
          EA with renewal and allowance 2006a

        
        

      

      
        6

        
          

        

      

      
        
        

        Michael
          W. Coble

      

    

     

    In
      the
      event it is necessary for the Employer to initiate legal proceedings to enforce,
      interpret or construe any of the covenants contained in Section
      9, Section 10, Section 12 or
      Section 14
      hereof,
      the prevailing party in such proceedings shall be entitled to receive from
      the
      non-prevailing party, in addition to all other remedies, all costs, including
      reasonable attorneys’ fees, of such proceedings including appellate
      proceedings.

    


    17.  Specific
      Performance.
      Employee
      agrees that a breach of any of the covenants contained in Section
      9, Section 10, Section 12 or
      Section 14 hereof
      will cause irreparable injury to the Employer for which the remedy at law will
      be inadequate and would be difficult to ascertain and therefore, in the event
      of
      the breach or threatened breach of any such covenants, the Employer shall be
      entitled, in addition to any other rights and remedies they may have at law
      or
      in equity, to obtain an injunction to restrain Employee from any threatened
      or
      actual activities in violation of any such covenants. Employee hereby consents
      and agrees that temporary and permanent injunctive relief may be granted in
      any
      proceedings that might be brought to enforce any such covenants without the
      necessity of proof of actual damages, and in the event the Employer does apply
      for such an injunction, Employee shall not raise as a defense thereto that
      the
      Employer has an adequate remedy at law.

    


    18.  Assignability.
      This
      Agreement and the rights and duties created hereunder, shall not be assignable
      or delegable by Employee. The Employer shall have the right, without Employee’s
      knowledge or consent, to assign this Agreement, in whole or in part and any
      or
      all of the rights and duties hereunder, including but not limited to the
      restrictive covenants of Section
      9, Section 10, Section 11, Section 12 and
      Section
      14
      hereof
      to any person, including but not limited to any affiliate of the Employer,
      or
      any successor to the Employer’s interest in the Outback
      Steakhouse International®
      restaurants, and Employee shall be bound by such assignment. Any assignee or
      successor may enforce any restrictive covenant of this Agreement.

    


    19.  Effect
      of Termination.
      The
      termination of this Agreement, for whatever reason or no reason, or the
      expiration of this Agreement shall not extinguish those obligations of Employee
      specified in Section
      9,
      Section
      10,
      Section
      11, Section 12
      and
Section
      14
      hereof.
      The restrictive covenants of Section
      9, Section 10, Section 11, Section 12 and
      Section 14 shall
      survive the termination or expiration of this Agreement. The termination or
      expiration of this Agreement shall extinguish the right of any party to bring
      an
      action, either in law or in equity, for breach of this Agreement by any other
      party.

    


    20.  Captions;
      Terms.
      The
      captions of this Agreement are for convenience only, and shall not be construed
      to limit, define, or modify the substantive terms hereof.

    


    21.  Acknowledgments.
      Employee hereby acknowledges that the Employee has been provided with a copy
      of
      this Agreement for review prior to signing it, that the Employee has been given
      the opportunity to have this Agreement reviewed by Employee’s attorney prior to
      signing it, that the Employee understands the purposes and effects of this
      Agreement, and that the Employee has been given a signed copy of this Agreement
      for Employee’s own records.

    


    22.  Notices.
      All
      notices or other communications provided for herein to be given or sent to
      a
      party by the other party shall be deemed validly given or sent if in writing
      and
      mailed, postage prepaid, by certified United States mail, return receipt
      requested, addressed to the parties at their addresses hereinabove set forth
      or
      at their last known address. Any party may give notice to the other party at
      any
      time, by the method specified above, of a change in the address at which, or
      the
      person to whom, notice is to be addressed.

    


    23.  Severability.
      Each
      section, subsection, and lesser Section of this Agreement constitutes a separate
      and distinct undertaking, covenant, or provision hereof. In the event that
      any
      provision of this Agreement shall be determined to be invalid or unenforceable,
      such provision shall be deemed limited by construction in scope and effect
      to
      the minimum extent necessary to render the same valid and enforceable, and,
      in
      the event such a limiting 

     

    
      
        Outback
          Steakhouse International, Inc.

        President
          EA with renewal and allowance 2006a

        
        

      

      
        7

        
          

        

      

      
        
        

        Michael
          W. Coble

      

    

     

    construction
      is impossible, such invalid or unenforceable provision shall be deemed severed
      from this Agreement, but every other provision of this Agreement shall remain
      in
      full force and effect.

    


    24.  Waiver.
      The
      failure of a party to enforce any term, provision, or condition of this
      Agreement at any time or times shall not be deemed a waiver of that term,
      provision, or condition for the future, nor shall any specific waiver of a
      term,
      provision, or condition at one time be deemed a waiver of such term, provision,
      or condition for any future time or times.

    


    25.  Parties.
      This
      Agreement shall be binding upon, and shall inure to the benefit of, the parties
      hereto and their legal representatives, and proper successors or assigns, as
      the
      case may be.

    


    26.  Governing
      Law.
      The
      validity, interpretation, and performance of this Agreement shall be governed
      by
      the laws of the State of Florida without giving effect to the principles of
      comity or conflicts of laws thereof.

    


    27.  Consent
      to Personal Jurisdiction and Venue.
      Employee
      hereby consents to personal jurisdiction and venue, for any action brought
      by
      the Employer arising out of a breach or threatened breach of this Agreement
      or
      out of the relationship established by this Agreement, exclusively in the United
      States District Court for the Middle District of Florida, Tampa Division, or
      in
      the Circuit Court in and for Hillsborough County, Florida; Employee hereby
      agrees that any action brought by Employee, alone or in combination with others,
      against the Employer, whether arising out of this Agreement or otherwise, shall
      be brought exclusively in the United States District Court for the Middle
      District of Florida, Tampa Division, or in the Circuit Court in and for
      Hillsborough County, Florida. 

    


    28.  Affiliate.
      Whenever
      used in this Agreement, the term “affiliate” shall mean, with respect to any
      entity, all persons or entities (i) controlled by the entity, (ii) that control
      the entity, or (iii) that are under common control with the entity.

    


    29.  Cooperation.
      Employee shall cooperate fully with all reasonable requests for information
      and
      participation by the Employer, its agents, or its attorneys, in prosecuting
      or
      defending claims, suits, and disputes brought on behalf of or against one or
      both of them and in which Employee is involved or about which Employee has
      knowledge.

    


    30.   Amendments.
      No
      change, modification, or termination of any of the terms, provisions, or
      conditions of this Agreement shall be effective unless made in writing and
      signed or initialed by all signatories to this Agreement.

    


    31.  WAIVER
      OF JURY TRIAL.
      ALL
      PARTIES TO THIS AGREEMENT KNOW AND UNDERSTAND THAT THEY HAVE A CONSTITUTIONAL
      RIGHT TO A JURY TRIAL. THE PARTIES ACKNOWLEDGE THAT ANY DISPUTE OR CONTROVERSY
      THAT MAY ARISE OUT OF THIS AGREEMENT WILL INVOLVE COMPLICATED AND DIFFICULT
      FACTUAL AND LEGAL ISSUES.

    


    THE
      PARTIES HEREBY WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY PROCEEDING ARISING OUT
      OF
      OR RELATING TO THIS AGREEMENT OR ANY OF THE CONTEMPLATED TRANSACTIONS, WHETHER
      NOW EXISTING OR HEREAFTER ARISING, AND WHETHER SOUNDING IN CONTRACT, TORT OR
      OTHERWISE. THE PARTIES AGREE THAT ANY OF THEM MAY FILE A COPY OF THIS PARAGRAPH
      WITH ANY COURT AS WRITTEN EVIDENCE OF THE KNOWING, VOLUNTARY AND BARGAINED-FOR
      AGREEMENT AMONG THE PARTIES IRREVOCABLY TO WAIVE TRIAL BY JURY AND THAT ANY
      PROCEEDING WHATSOEVER BETWEEN THEM RELATING TO THIS AGREEMENT OR ANY OF THE
      CONTEMPLATED 

     

    
      
        Outback
          Steakhouse International, Inc.

        President
          EA with renewal and allowance 2006a

        
        

      

      
        8

        
          

        

      

      
        
        

        Michael
          W. Coble

      

    

     

    TRANSACTIONS
      SHALL INSTEAD BE TRIED IN A COURT OF COMPETENT JURISDICTION BY A JUDGE SITTING
      WITHOUT A JURY.

    


    THE
      PARTIES INTEND THIS WAIVER OF THE RIGHT TO A JURY TRIAL BE AS BROAD AS POSSIBLE.
      BY THEIR SIGNATURES BELOW, THE PARTIES PROMISE, WARRANT AND REPRESENT THAT
      THEY
      WILL NOT PLEAD FOR, REQUEST OR OTHERWISE SEEK TO HAVE A JURY TO RESOLVE ANY
      AND
      ALL DISPUTES THAT MAY ARISE BY, BETWEEN OR AMONG THEM.

    


    32.  Entire
      Agreement; Counterparts.
      This
      Agreement and the agreements referred to herein constitute the entire agreement
      between the parties hereto concerning the subject matter hereof, and supersede
      any prior employment agreement with the Employer, OSI or any of their affiliates
      and supersedes all prior memoranda, correspondence, conversations, negotiations
      and other agreements. This Agreement may be executed in several identical
      counterparts that together shall constitute but one and the same
      Agreement.

    


    IN
      WITNESS WHEREOF, the undersigned have executed this Agreement as of the date
      first written above.

     

                                                 “EMPLOYEE”
      


      /s/
        Jayme Goodsell_________________________          
_/s/
        Michael W. Coble__________________

      Witness                        MICHAEL
        W. COBLE

      /s/
        Brandy Ormond_________________________

      Witness

      


              “EMPLOYER”

      


      
        	
                Attest:

              	
                         OUTBACK
                  STEAKHOUSE
                  INTERNATIONAL,

                         INC.,
                  Florida
                  corporation

              


      

      


      


      By:
        _/s/ Joseph J. Kadow_____________________           By:
        _/s/ A. William Allen, III______________

      
        	 	
                JOSEPH
                  J. KADOW, Secretary

              	
                         A.
                  WILLIAM ALLEN,
                  III,
                  Chief
                  Executive Officer

              


      

       

       

       

      Outback
        Steakhouse International, Inc.

      President
        EA with renewal and allowance 2006a

    

    9