Conagra Brands Inc. Sample Contracts

CONAGRA, INC. EMPLOYEE EQUITY FUND TRUST AGREEMENT
Stock Purchase Agreement • August 23rd, 2002 • Conagra Foods Inc /De/ • Meat packing plants • New York
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AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • June 23rd, 2000 • Conagra Inc /De/ • Meat packing plants • Delaware
AGREEMENT
Agreement • August 23rd, 2002 • Conagra Foods Inc /De/ • Meat packing plants
ARTICLE 1
Registration Rights Agreement • June 23rd, 2000 • Conagra Inc /De/ • Meat packing plants • Delaware
AMENDMENT TO RIGHTS AGREEMENT
Rights Agreement • May 10th, 2004 • Conagra Foods Inc /De/ • Food and kindred products • Delaware
CONAGRA, INC. AND FIRST TRUST NATIONAL ASSOCIATION, Trustee
Conagra Foods Inc /De/ • November 3rd, 2000 • Meat packing plants • New York
CONAGRA, INC. and CHASEMELLON SHAREHOLDER SERVICES, L.L.C., as Rights Agent RIGHTS AGREEMENT Dated as of July 12, 1996
Rights Agreement • August 24th, 2001 • Conagra Foods Inc /De/ • Meat packing plants • Delaware
EXHIBIT 10.14 CONAGRA, INC. EMPLOYEE EQUITY FUND TRUST AGREEMENT
Stock Purchase Agreement • August 22nd, 1997 • Conagra Inc /De/ • Meat packing plants • New York
CONAGRA, INC. REGISTERED REGISTERED R- 7-1/8% Senior Note Due October 1, 2026 $
Conagra Inc /De/ • October 9th, 1996 • Meat packing plants

This Note is a Registered Global Security within the meaning of the Indenture hereinafter referred to and is registered in the name of a Depositary or a nominee of the Depositary. Unless and until it is exchanged in whole or in part for Notes in definitive registered form, this Note may not be transferred except as a whole by the Depositary to the nominee of the Depositary or by a nominee or the Depositary to the Depositary or another nominee of the Depositary or by the Depositary or any such nominee to a successor Depositary or a nominee of such successor Depositary.

AGREEMENT
Agreement • September 1st, 2005 • Conagra Foods Inc /De/ • Food and kindred products
AGREEMENT AND PLAN OF MERGER dated as of November 26, 2012 among RALCORP HOLDINGS, INC., CONAGRA FOODS, INC. and PHOENIX ACQUISITION SUB INC.
Agreement and Plan of Merger • November 28th, 2012 • Conagra Foods Inc /De/ • Food and kindred products • Missouri

AGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of November 26, 2012, among RALCORP HOLDINGS, INC., a Missouri corporation (the “Company”), CONAGRA FOODS, INC., a Delaware corporation (“Parent”), and PHOENIX ACQUISITION SUB INC., a Missouri corporation and a wholly-owned subsidiary of Parent (“Merger Subsidiary”).

REGISTRATION RIGHTS AGREEMENT by and between ConAgra Foods, Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated Dated as of January 31, 2013
Registration Rights Agreement • February 4th, 2013 • Conagra Foods Inc /De/ • Food and kindred products • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into this 31st day of January, 2013, by and between ConAgra Foods, Inc., a Delaware corporation (the “Company”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Dealer Manager”).

CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • July 15th, 2016 • Conagra Foods Inc /De/ • Food and kindred products • Delaware

This CHANGE OF CONTROL AGREEMENT (“Agreement”) is made this ____ day of _____, ______ between ConAgra Foods, Inc., a Delaware Corporation (the “Company”), and ____________ (the “Employee”).

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FORM OF RESTRICTED STOCK UNIT AGREEMENT FOR NON-EMPLOYEE DIRECTORS CONAGRA FOODS, INC. 2014 STOCK PLAN
Restricted Stock Unit Agreement • July 15th, 2016 • Conagra Foods Inc /De/ • Food and kindred products • Delaware

This Restricted Stock Unit Agreement for Non-Employee Directors, hereinafter referred to as the “Agreement”, is made on the ___ day of ____________, 20__ between ConAgra Foods, Inc., a Delaware corporation (the “Company”), and the undersigned director of the Company (the “Director”).

FORM OF RESTRICTED STOCK UNIT AGREEMENT (STOCK-SETTLED) CONAGRA FOODS, INC. 2014 STOCK PLAN
Restricted Stock Unit Agreement • July 15th, 2016 • Conagra Foods Inc /De/ • Food and kindred products • Delaware

This Restricted Stock Unit Agreement, hereinafter referred to as the “Agreement”, is made on the ___ day of __________, 20__ between ConAgra Foods, Inc., a Delaware corporation (“ConAgra Foods”), and the undersigned employee of the Company (the “Participant”).

FORM OF NONQUALIFIED STOCK OPTION AGREEMENT FOR EMPLOYEES
Nonqualified Stock Option Agreement for Employees • July 15th, 2016 • Conagra Foods Inc /De/ • Food and kindred products

This Nonqualified Stock Option Agreement for Employees, hereinafter referred to as the “Agreement,” is made on the ___ day of ___________, 20__ between ConAgra Foods, Inc., a Delaware corporation (“ConAgra Foods”), and _____________________ (the “Optionee”).

AGREEMENT AND PLAN OF MERGER AMONG PINNACLE FOODS INC., CONAGRA BRANDS, INC. AND PATRIOT MERGER SUB INC. Dated as of June 26, 2018
Agreement and Plan of Merger • June 27th, 2018 • Conagra Brands Inc. • Food and kindred products • Delaware

This AGREEMENT AND PLAN OF MERGER (as the same may be amended from time to time in accordance with its terms, this “Agreement”), dated as of June 26, 2018, is by and among Pinnacle Foods Inc., a Delaware corporation (the “Company”), Conagra Brands, Inc., a Delaware corporation (“Parent”), and Patriot Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”). The Company, Parent and Merger Sub are each referred to herein as a “Party” and collectively, the “Parties.”

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • December 31st, 2008 • Conagra Foods Inc /De/ • Food and kindred products • Delaware

This Amended and Restated Employment Agreement is made by and between ConAgra Foods, Inc., a Delaware corporation (“Company”), and Robert F. Sharpe, Jr. (“Executive”), the 25th day of September, 2008, but effective as of January 1, 2009 (the “Agreement Date”).

FORM OF RESTRICTED STOCK UNIT AGREEMENT CONAGRA FOODS 2009 STOCK PLAN
Form of Restricted Stock Unit Agreement • October 1st, 2010 • Conagra Foods Inc /De/ • Food and kindred products • Delaware

This Restricted Stock Unit Agreement, hereinafter referred to as the “Agreement” is made on the day of , 20 between ConAgra Foods, Inc., a Delaware corporation (“ConAgra Foods”), and the undersigned [as applicable: employee/consultant] of the Company (“Participant”).

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • November 2nd, 2015 • Conagra Foods Inc /De/ • Food and kindred products • New York

AGREEMENT (this “Agreement”) dated as of November 1, 2015 between ConAgra Foods, Inc., a Delaware corporation (“Seller”), and TreeHouse Foods, Inc., a Delaware corporation (“Buyer”).

FORM OF EXECUTIVE TIME SHARING AGREEMENT
Form of Executive Time Sharing Agreement • July 15th, 2016 • Conagra Foods Inc /De/ • Food and kindred products • Nebraska

This Time Sharing Agreement (this “Agreement”), dated as of [DATE] (the “Effective Date”), is entered into between CONAGRA FOODS, INC., a Delaware corporation (“Operator”) and [EXECUTIVE] (“Lessee”) and replaces any prior agreement between the parties with respect to the subject matter hereof.

January 15, 2016 ConAgra Foods, Inc. Eleven ConAgra Drive Omaha, Nebraska 68102 Attn: Scott C. Schneider Re: Term Loan
Letter Agreement • January 20th, 2016 • Conagra Foods Inc /De/ • Food and kindred products

GOLDMAN SACHS BANK USA (the “Lender”) is pleased to make available to CONAGRA FOODS, INC., a Delaware corporation (the “Borrower”), a term loan on the terms and subject to the conditions set forth below. Terms not defined herein have the meanings assigned to them in Exhibit A hereto or, if not defined in such Exhibit A, in the Incorporated Agreement referred to in such Exhibit A.

INTERIM POSITION AND NON-COMPETE AGREEMENT
Interim Position and Non-Compete Agreement • January 4th, 2017 • Conagra Brands Inc. • Food and kindred products • Illinois

This Interim Position and Non-Compete Agreement (the “Agreement”) is made and entered into on this 28th day of September, 2016 by and between ConAgra Foods, Inc. (the “Company”) and John Gehring (“you” or “Gehring”), collectively the “Parties” and is effective on September 28, 2016 (the “Effective Date”). As of the Effective Date, this Agreement supersedes the Transition and Non-Competition Agreement between the Company and Gehring dated August 29, 2016 and any previous versions. The Company and Gehring hereby mutually covenant and agree as follows:

DEFINED CONTRIBUTION PROTOTYPE PLAN AND TRUST AGREEMENT
Conagra Inc /De/ • September 29th, 1998 • Meat packing plants
TAX MATTERS AGREEMENT between ConAgra Foods, Inc., on behalf of itself and the members of the ConAgra Group, and Lamb Weston Holdings, Inc. on behalf of itself and the members of the LW Group Dated as of November 8, 2016
Tax Matters Agreement • November 10th, 2016 • Conagra Brands Inc. • Food and kindred products • Delaware

This TAX MATTERS AGREEMENT (the “Agreement”) is entered into as of November 8, 2016 between ConAgra Foods, Inc. (“ConAgra”), a Delaware corporation, on behalf of itself and the members of the ConAgra Group and Lamb Weston Holdings, Inc. (“SpinCo”), a Delaware corporation, on behalf of itself and the members of the LW Group.

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