PLEDGE AGREEMENT ---------------- This Pledge Agreement (the "Agreement") is made on July 5, 2000, by and among the Khaledi Family Trust dated May 17, 1995, Parviz Vazin and Vida Vazin (jointly and severally, the "Pledgor"), whose address is c/o K.V....Pledge Agreement • August 17th, 2000 • Unified Western Grocers Inc • Wholesale-groceries, general line • California
EXHIBIT 4.15.2 AMENDMENT NO. 2 AND LIMITED WAIVER TO REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • January 12th, 1999 • Certified Grocers of California LTD • Wholesale-groceries, general line • New York
between K.V. MART CO. andSecurity Agreement • August 17th, 2000 • Unified Western Grocers Inc • Wholesale-groceries, general line • California
AGREEMENT ---------Shareholders Agreement • February 13th, 2001 • Unified Western Grocers Inc • Wholesale-groceries, general line • California
EXHIBIT 10.49 SEVERANCE AGREEMENT (FOR EXECUTIVE VICE PRESIDENTS WITH THREE YEARS OR MORE IN AN OFFICER POSITION) THIS AGREEMENT (the "Agreement") is made and entered into as of this 12th day of March, 2001, by and between Unified Western Grocers,...Severance Agreement • May 14th, 2001 • Unified Western Grocers Inc • Wholesale-groceries, general line
EXHIBIT 10.36 PLEDGE AGREEMENT ---------------- This Pledge Agreement (the "Agreement") is made on March 26, 1999, by Khaledi Family Partnership I, a California general partnership, Khaledi Family Trust Dated May 17, 1995, Parviz Vazin and Vida Vazin...Pledge Agreement • December 26th, 2000 • Unified Western Grocers Inc • Wholesale-groceries, general line • California
AMENDMENT NUMBER SIX TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 28th, 1997 • Certified Grocers of California LTD • Wholesale-groceries, general line
EXHIBIT 4.17 GROCERS CAPITAL COMPANY AMENDED AND RESTATED CREDIT AGREEMENT Dated as of December 7, 2001 NATIONAL CONSUMER COOPERATIVE BANKCredit Agreement • January 13th, 2003 • Unified Western Grocers Inc • Wholesale-groceries, general line • California
TERM LOAN AGREEMENTTerm Loan Agreement • August 17th, 2000 • Unified Western Grocers Inc • Wholesale-groceries, general line • California
GUARANTYGuaranty • August 17th, 2000 • Unified Western Grocers Inc • Wholesale-groceries, general line • California
This Modification Agreement ("Agreement") is dated as of January 5, 2002 by --------- 1999 LAWNDALE ASSOCIATES LLC, a California limited liability company ("Borrower"), and UNIFIED WESTERN GROCERS, INC., a California corporation -------- ("Lender")....Modification Agreement • May 14th, 2002 • Unified Western Grocers Inc • Wholesale-groceries, general line • California
EXHIBIT 10.27 AMENDMENT TO EMPLOYMENT AGREEMENT --------------------------------- This Amendment to Employment Agreement ("this Amendment") is made and entered into as of the ______ day of August, 1999 by and between Certified Grocers of California,...Employment Agreement • August 26th, 1999 • Certified Grocers of California LTD • Wholesale-groceries, general line
Exhibit 10.51 SECOND AMENDMENT TO EMPLOYMENT AGREEMENT ---------------------------------------- This Second Amendment to Employment Agreement ("this Second Amendment") is made and entered into as of April ___, 2001 by and between Unified Western...Employment Agreement • August 14th, 2001 • Unified Western Grocers Inc • Wholesale-groceries, general line
EMPLOYMENT AGREEMENT THIS AGREEMENT (the "Agreement") is made and entered into as of the ____ day of _________, 1996, by and between Certified Grocers of California, Ltd., a California corporation (the "Company"), and Alfred A. Plamann (the...Employment Agreement • November 5th, 1996 • Certified Grocers of California LTD • Wholesale-groceries, general line • California
EXHIBIT 10.35 STOCK PURCHASE AGREEMENTStock Purchase Agreement • December 26th, 2000 • Unified Western Grocers Inc • Wholesale-groceries, general line • California
EXHIBIT 10.26 EMPLOYMENT AGREEMENT -------------------- THIS AGREEMENT (this "Agreement") is made and entered into as of the ____ day of _________, 1999, by and between Certified Grocers of California, Ltd., a California corporation (the "Company"),...Employment Agreement • August 26th, 1999 • Certified Grocers of California LTD • Wholesale-groceries, general line • California
Exhibit 10.50 ------------- PAYMENTS ON THIS NOTE CANNOT BE MADE UNLESS PERMITTED BY SECTION 500 OF THE CALIFORNIA CORPORATIONS CODE AND OTHER APPLICABLE LAWS AND CREDIT AGREEMENTS TO WHICH THE MAKER IS A PARTY. AS OF THE DATE OF ISSUANCE OF THIS...Unified Western Grocers Inc • December 28th, 2001 • Wholesale-groceries, general line • California
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of December 5, 2006, among UNIFIED WESTERN GROCERS, INC., THE GUARANTORS FROM TIME TO TIME PARTIES HERETO, THE LENDERS FROM TIME TO TIME PARTIES HERETO, BANK OF MONTREAL, CHICAGO BRANCH, as Administrative...Credit Agreement • December 11th, 2006 • Unified Western Grocers Inc • Wholesale-groceries, general line • Illinois
This Amended and Restated Credit Agreement is entered into as of December 5, 2006, by and among UNIFIED WESTERN GROCERS, INC., a California corporation (the “Borrower”), the direct and indirect Subsidiaries of the Borrower from time to time party to this Agreement, as Guarantors, the several financial institutions from time to time party to this Agreement, as Lenders, and BANK OF MONTREAL, CHICAGO BRANCH, as Administrative Agent as provided herein, and BMO CAPITAL MARKETS, as Lead Arranger and Book Runner. All capitalized terms used herein without definition shall have the same meanings herein as such terms are defined in Section 5.1 hereof.
APPLICATION AND AGREEMENT FOR SERVICE AFFILIATION AS AN ASSOCIATE-PATRON WITH UNIFIED WESTERN GROCERS, INC. AND PLEDGE AND SECURITY AGREEMENTApplication and Agreement • May 19th, 2000 • Unified Western Grocers Inc • Wholesale-groceries, general line • California
FORTrust Agreement • December 26th, 2000 • Unified Western Grocers Inc • Wholesale-groceries, general line • California
Exhibit 4.11 ------------ Associate-Patron Subordination Agreement (Subordination of Required Deposit) The undersigned Associate-Patron of Unified Western Grocers, Inc. ("Unified Western") acknowledges that pursuant to the APPLICATION AND AGREEMENT...Unified Western Grocers Inc • December 28th, 2001 • Wholesale-groceries, general line
AGREEMENT AND PLAN OF MERGER Among UNIFIED GROCERS, INC., SUPERVALU INC. and WEST ACQUISITION CORPORATION Dated as of April 10, 2017Agreement and Plan of Merger • April 11th, 2017 • Unified Grocers, Inc. • Wholesale-groceries, general line • Delaware
AGREEMENT AND PLAN OF MERGER (hereinafter called this “Agreement”), dated as of April 10, 2017, is by and among Unified Grocers, Inc., a California corporation (the “Company”), SUPERVALU INC., a Delaware corporation (“Parent”) and West Acquisition Corporation, a California corporation and a wholly-owned subsidiary of Parent (“Merger Sub,” with the Company and Merger Sub sometimes being hereinafter collectively referred to, together, as the “Constituent Corporations”).
SEVERANCE AGREEMENT (FOR EXECUTIVE VICE PRESIDENTS WITH THREE YEARS OR MORE IN AN OFFICER POSITION)Severance Agreement • August 7th, 2013 • Unified Grocers, Inc. • Wholesale-groceries, general line
THIS AMENDED AND RESTATED AGREEMENT (the “Agreement”) is made and entered into as of this [ ] day of [ ], by and between Unified Grocers, Inc. (the “Company”) located at 5200 Sheila Street, Commerce, California 90040 and [ ] (the “Executive”).
SEVERANCE AGREEMENT FOR VICE PRESIDENTS AND SENIOR VICE PRESIDENTS, AND EXECUTIVE VICE PRESIDENTS WITH LESS THAN THREE YEARS IN AN OFFICER POSITIONSeverance Agreement • January 13th, 2011 • Unified Grocers, Inc. • Wholesale-groceries, general line
THIS AMENDED AND RESTATED AGREEMENT (the “Agreement”) is made and entered into as of this [ ] day of December, 2010, by and between Unified Grocers, Inc. (the “Company”) located at 5200 Sheila Street, Commerce, California 90040 and [ ] (the “Executive”).
SUBSIDIARY GUARANTYSubsidiary Guaranty • October 13th, 2010 • Unified Grocers, Inc. • Wholesale-groceries, general line • California
This SUBSIDIARY GUARANTY is entered into as of October 8, 2010 by the undersigned (each a “Guarantor”, and together with any future Material Subsidiaries executing this Guaranty, being collectively referred to herein as the “Guarantors”) in favor of and for the benefit of Wells Fargo Bank, National Association, as agent for and representative of (in such capacity herein called “Guarantied Party”) the financial institutions (“Lenders”) party to the Credit Agreement referred to below and the other Beneficiaries (as hereinafter defined).
BY AND AMONGRevolving Credit Agreement • May 6th, 1998 • Certified Grocers of California LTD • Wholesale-groceries, general line • New York
Pledge and Security AgreementPledge and Security Agreement • August 12th, 2008 • Unified Grocers, Inc. • Wholesale-groceries, general line • California
This PLEDGE AND SECURITY AGREEMENT (this “Agreement”) is made by (“Member”) in favor of Unified Grocers, Inc., (“Unified”) for the benefit of the Secured Parties (Unified, in its capacity as agent for the Secured Parties, is hereinafter referred to as “Collateral Agent”) with reference to the following facts:
UNIFIED GROCERS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • December 30th, 2015 • Unified Grocers, Inc. • Wholesale-groceries, general line • California
This Indemnification Agreement (“Agreement”) is made as of , 2015 by and between UNIFIED GROCERS, INC., a California corporation (the “Company”), and (“Indemnitee”).
Continuing GuarantyContinuing Guaranty • August 12th, 2008 • Unified Grocers, Inc. • Wholesale-groceries, general line • California
This guaranty (“this Guaranty”) is made by the undersigned (each a “Guarantor” and collectively, “Guarantors”) to and for the benefit of UNIFIED GROCERS, INC., a California corporation (hereinafter referred to as “Unified”) and for each and every of Unified’s direct or indirect and present or future subsidiaries, whether now or at anytime hereafter existing, including but not limited to Grocers Capital Company, a California corporation, Market Centre, a California corporation, Unified Grocers Insurance Services, Inc., a California corporation, Springfield Insurance Company, a California corporation, and Springfield Insurance Company Limited, a Bermuda corporation and those other direct and indirect and present and future subsidiaries who are or from time to time become parties to the Master Collateral Agency Agreement, dated as of September 1, 2008 (as amended, restated, modified or replaced from time to time, the “Master Collateral Agency Agreement”), as the same may be amended, resta
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • December 11th, 2006 • Unified Western Grocers Inc • Wholesale-groceries, general line • Illinois
This Amended and Restated Security Agreement (the “Agreement”) is dated as of December 5, 2006, by and among Unified Western Grocers, Inc., a California corporation (the “Borrower”), and the other parties executing this Agreement under the heading “Debtors” (the Borrower and such other parties, along with any parties who execute and deliver to the Agent an agreement substantially in the form attached hereto as Schedule C, being hereinafter referred to collectively as the “Debtors” and individually as a “Debtor”), each with its mailing address as set forth in Section 13(b) below, and Bank of Montreal, a chartered bank of Canada acting through its Chicago branch (“BMO”), with its mailing address as set forth in Section 13(b) below, as successor to Harris Trust and Savings Bank, now known as Harris N.A. (“Harris”), acting as administrative agent hereunder for the Secured Creditors hereinafter identified and defined (BMO acting as such administrative agent and any successor or successors t
OPERATING AGREEMENT OF AH INVESTORS, LLCOperating Agreement • February 10th, 2004 • Unified Western Grocers Inc • Wholesale-groceries, general line • California
THIS OPERATING AGREEMENT (this “Operating Agreement”) is made and entered into as of the 26th day of November, 2003 by and among AH INVESTORS, LLC (the “Company”), a California limited liability company, the initial Members identified in the next sentence, and such other Persons as may hereafter be admitted as Members in accordance with the terms of this Agreement. The Initial Members are Hall Portola, Inc., a California corporation, (“Hall”) and Alamo Group VIII, LLC, a Delaware limited liability company (“Alamo”), and their addresses and initial Capital Contributions are as stated in Schedule A attached to this Operating Agreement.
SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT WITH JOINT ESCROW INSTRUCTIONSPurchase and Sale • December 16th, 2003 • Unified Western Grocers Inc • Wholesale-groceries, general line
This SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT WITH JOINT ESCROW INSTRUCTIONS (the “Amendment”) is made as of August 15, 2003 by and between UNIFIED WESTERN GROCERS, INC., a California corporation (the “Seller”), and THE ALAMO GROUP, INC., a California corporation (the “Buyer”), who agree as follows:
AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 28, 2013 among UNIFIED GROCERS, INC., as Borrower, THE LENDERS LISTED HEREIN, as Lenders and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent BANK OF MONTREAL, and BANK OF AMERICA,...Credit Agreement • July 5th, 2013 • Unified Grocers, Inc. • Wholesale-groceries, general line • California
This AMENDED AND RESTATED CREDIT AGREEMENT is dated as of June 28, 2013 and entered into by and among UNIFIED GROCERS, INC., a California corporation (“Borrower”), THE FINANCIAL INSTITUTIONS LISTED ON THE SIGNATURE PAGES HEREOF (each individually referred to herein as a “Lender” and collectively as “Lenders”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as administrative agent for Lenders (in such capacity, “Administrative Agent”).
AMENDMENT NUMBER THREE TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • July 2nd, 2014 • Unified Grocers, Inc. • Wholesale-groceries, general line • California
This Amendment Number Three to Loan and Security Agreement, dated as of June 26, 2014 (“Amendment”), amends that certain Loan and Security Agreement, dated as of September 24, 2010, as amended by that certain Amendment Number One to Loan and Security Agreement, dated as of September 19, 2013 and that certain Amendment Number Two to Loan and Security Agreement, dated as of March 12, 2014 (as so amended and as further amended, supplemented and restated from time to time, the “Loan Agreement”) (all capitalized terms used in this Amendment shall have the meanings ascribed thereto in the Loan Agreement unless specifically defined herein), by and among GROCERS CAPITAL COMPANY, a California corporation (“Borrower”), the Lenders party thereto and CALIFORNIA BANK & TRUST, a California banking corporation, in its capacity as arranger and administrative agent for the Lenders (together with its successors and assigns in such capacity, “Agent”), with respect to the following facts:
UNIFIED WESTERN GROCERS, INC. $40,000,000 IN AGGREGATE PRINCIPAL AMOUNT OF SENIOR SECURED NOTES DUE 2016 and $46,000,000 IN AGGREGATE PRINCIPAL AMOUNT OF SENIOR SECURED NOTES DUE 2016 and $6,333,402.39 IN AGGREGATE PRINCIPAL AMOUNT OF SENIOR SECURED...Note Purchase Agreement • January 11th, 2006 • Unified Western Grocers Inc • Wholesale-groceries, general line • California
The undersigned, Unified Western Grocers, Inc., a California corporation (the “Company” or “Unified”), hereby agrees with you as follows:
