EXHIBIT 99.5
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby (i) agree to the joint filing with all other Reporting Persons (as such term is defined in the statement on Schedule 13D described below) of a statement on Schedule 13D (including amendments thereto) with respect to shares of the Common Stock, no par value, of O’Charley’s Inc. and (ii) agree that this Agreement be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts all of which taken together shall constitute one and the same instrument.
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| | | | FIDELITY NATIONAL FINANCIAL, INC. |
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Dated: April 9, 2012 | | | | By: | | /s/ Michael L. Gravelle |
| | | | Name: | | Michael L. Gravelle |
| | | | Title: | | Executive Vice President, General Counsel and Corporate Secretary |
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| | | | FIDELITY NATIONAL SPECIAL OPPORTUNITIES, INC. |
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Dated: April 9, 2012 | | | | By: | | /s/ Michael L. Gravelle |
| | | | Name: | | Michael L. Gravelle |
| | | | Title: | | Executive Vice President, General Counsel and Corporate Secretary |
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| | | | FRED MERGER SUB INC. |
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Dated: April 9, 2012 | | | | By: | | /s/ Goodloe M. Partee |
| | | | Name: | | Goodloe M. Partee |
| | | | Title: | | Secretary |