13G Filing: Stadium Capital Management and Universal Technical Institute, Inc. (UTI)

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EXHIBIT A

AGREEMENT REGARDING JOINT FILING

OF STATEMENT ON SCHEDULE 13D OR 13G

The undersigned agree to file jointly with
the Securities and Exchange Commission (the “SEC”) any and all statements on Schedule 13D or Schedule 13G (and any amendments
or supplements thereto) required under section 13(d) of the Securities Exchange Act of 1934, as amended, in connection with purchases
by the undersigned of the common stock of Universal Technical Institute, Inc. For that purpose, the undersigned hereby constitute
and appoint Stadium Capital Management, LLC a Delaware limited liability company, as their true and lawful agent and attorney-in-fact,
with full power and authority for and on behalf of the undersigned to prepare or cause to be prepared, sign, file with the SEC
and furnish to any other person all certificates, instruments, agreements and documents necessary to comply with section 13(d)
and section 16(a) of the Securities Exchange Act of 1934, as amended, in connection with said purchases, and to do and perform
every act necessary and proper to be done incident to the exercise of the foregoing power, as fully as the undersigned might or
could do if personally present.

Dated: November 27, 2017

STADIUM CAPITAL MANAGEMENT, LLC

By: /s/ Bradley R. Kent, Manager

 

/s/ Alexander M. Seaver

 

/s/ Bradley R. Kent

STADIUM CAPITAL PARTNERS, L.P.

By: Stadium Capital Management GP, L.P.

General Partner

By: Stadium Capital Management, LLC

General Partner

By: /s/ Bradley R. Kent, Manager

STADIUM CAPITAL MANAGEMENT GP, L.P.

By: Stadium Capital Management, LLC

General Partner

By:       /s/
Bradley R. Kent, Manager

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