STATER BROS. HOLDINGS INC., as Issuer and FIRST TRUST OF NEW YORK, NATIONAL ASSOCIATION as Trustee INDENTUREStater Bros Holdings Inc • August 13th, 1997 • Retail-grocery stores • New York
EXHIBIT 4.8 SECOND SUPPLEMENTAL INDENTURE SECOND SUPPLEMENTAL INDENTURE dated as of July 16, 1999 (this "Supplemental Indenture") between STATER BROS. HOLDINGS INC., a Delaware corporation (the "Company"), and IBJ WHITEHALL BANK & TRUST COMPANY, a New...Supplemental Indenture • August 20th, 1999 • Stater Bros Holdings Inc • Retail-grocery stores • New York
RECITALSCredit Agreement • February 12th, 2002 • Stater Bros Holdings Inc • Retail-grocery stores • California
RECITALSEmployment Agreement • December 19th, 2002 • Stater Bros Holdings Inc • Retail-grocery stores • California
EXHIBIT 10.19 STATER BROS. HOLDINGS INC. Dealer Manager AgreementStater Bros Holdings Inc • August 20th, 1999 • Retail-grocery stores • New York
EXHIBIT 4.4 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (the "AGREEMENT") is dated as of July 24, 1997, by and between Stater Bros. Holdings Inc., a Delaware corporation (the "COMPANY" ), and BancAmerica Securities, Inc. (the...Registration Rights Agreement • August 21st, 1997 • Stater Bros Holdings Inc • Retail-grocery stores • New York
STATER BROS. HOLDINGS INC., as Issuer and FIRST TRUST OF NEW YORK, NATIONAL ASSOCIATION as Trustee INDENTUREStater Bros Holdings Inc • August 21st, 1997 • Retail-grocery stores • New York
The Notes are being issued and sold in connection with the consummation of the following series of transactions (collectively, the "Related Transactions" and, -------------------- together with transactions contemplated by the Operative Documents (as...Purchase Agreement • August 20th, 1999 • Stater Bros Holdings Inc • Retail-grocery stores • New York
RECITALSEmployment Agreement • December 15th, 2000 • Stater Bros Holdings Inc • Retail-grocery stores • California
RECITALSEmployment Agreement • December 19th, 2002 • Stater Bros Holdings Inc • Retail-grocery stores • California
RECITALSCredit Agreement • February 12th, 2002 • Stater Bros Holdings Inc • Retail-grocery stores • California
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 12th, 2002 • Stater Bros Holdings Inc • Retail-grocery stores • California
FOURTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 29, 2010 among STATER BROS. MARKETS, as the Borrower STATER BROS. HOLDINGS INC., as Holdings BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer The Other Financial...Credit Agreement • November 30th, 2010 • Stater Bros Holdings Inc • Retail-grocery stores • California
This FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of November 29, 2010, among STATER BROS. MARKETS, a California corporation (the “Borrower”), STATER BROS. HOLDINGS INC., a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer.
INDENTURE Dated as of August 6, 1999Stater Bros Holdings Inc • August 20th, 1999 • Retail-grocery stores • New York
EXHIBIT 4.7 REGISTRATION RIGHTS AGREEMENT dated as of August 6, 1999Registration Rights Agreement • August 20th, 1999 • Stater Bros Holdings Inc • Retail-grocery stores • New York
Third Amended and Restated Credit Agreement dated as of May 4, 2010 among STATER BROS. MARKETS, STATER BROS. HOLDINGS INC. and Bank of America, N.A., as Administrative Agent and L/C Issuer and The Other Financial Institutions Party Hereto Banc of...Credit Agreement • May 10th, 2010 • Stater Bros Holdings Inc • Retail-grocery stores • California
This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of May 4, 2010, among STATER BROS. MARKETS, a California corporation (the “Borrower”), STATER BROS. HOLDINGS INC., a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent and L/C Issuer.
REGISTRATION RIGHTS AGREEMENT dated as of November 29, 2010 among STATER BROS. HOLDINGS INC., as Issuer STATER BROS. MARKETS, STATER BROS. DEVELOPMENT, INC., SBM DAIRIES, INC., SUPER RX, INC., as Guarantors and MERRILL LYNCH, PIERCE, FENNER & SMITH...Registration Rights Agreement • November 30th, 2010 • Stater Bros Holdings Inc • Retail-grocery stores • New York
This Registration Rights Agreement (the “Agreement”) is dated as of November 29, 2010, by and among Stater Bros. Holdings Inc., a Delaware corporation, as the issuer (“Stater Bros.”), Stater Bros. Markets (“Markets”), Stater Bros. Development, Inc. (“Development”), SBM Dairies, Inc. (“Dairies”) and Super Rx, Inc. (“Super Rx,” and together with Markets, Development and Dairies, the “Guarantors,” and each, a “Guarantor”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as the initial purchaser (the “Initial Purchaser”).
2 received) by Holdings; to (ii) the sum of interest expense payable in cash, plus scheduled payments on long term indebtedness and capitalized leases, plus dividends paid to Holdings other than for the payment of taxes by Holdings, plus quarterly...Credit Agreement • December 27th, 1996 • Stater Bros Holdings Inc • Retail-grocery stores
SUBSIDIARY GUARANTYSubsidiary Guaranty • August 20th, 2004 • Stater Bros Holdings Inc • Retail-grocery stores • California
This GUARANTY is entered into as of June 17, 2004 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 BANK OF AMERICA, N.A., 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 Swap Counterparties (as hereinafter defined), and for the benefit of the other Beneficiaries (as hereinafter defined).
Second Amended and Restated Credit Agreement Dated as of April 16, 2007 among STATER BROS. MARKETS, STATER BROS. HOLDINGS INC. and Bank of America, N.A. as Administrative Agent, and Letter of Credit Issuing Lender and The Other Financial Institutions...Credit Agreement • April 17th, 2007 • Stater Bros Holdings Inc • Retail-grocery stores • California
This SECOND AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of April 16, 2007 by and among STATER BROS. MARKETS, a California corporation (“Borrower”), STATER BROS. HOLDINGS INC., a Delaware corporation (“Holdings”), each lender from time to time party hereto (collectively, “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent and Issuing Lender.
SECOND AMENDED AND RESTATED BUSINESS LOAN AGREEMENT (RECEIVABLES)Business Loan Agreement • April 17th, 2007 • Stater Bros Holdings Inc • Retail-grocery stores • California
This Second Amended and Restated Business Loan Agreement (this “Agreement”) dated as of April 16, 2007 amends and restates in its entirety the Amended and Restated Business Loan Agreement dated as of November 1, 2004 (as heretofore amended, the “Existing Loan Agreement”) between Bank of America, N.A. (the “Bank”) and Santee Dairies, Inc. (the “Borrower”). The parties hereby agree as follows:
ASSET PURCHASE AGREEMENT by and between SUPER RX, INC. and CALIFORNIA PHARMACY SYSTEMS, INC. Dated as of July __, 2005Asset Purchase Agreement • August 3rd, 2005 • Stater Bros Holdings Inc • Retail-grocery stores • California
THIS ASSET PURCHASE AGREEMENT (“Agreement”) is made and entered into this 11th day of July, 2005, by and between Super Rx, Inc., a California corporation (“Purchaser”), and California Pharmacy Systems, Inc., a California corporation (“Seller”). Purchaser and Seller are sometimes hereinafter referred to individually as “party” and collectively as “parties.”
OWNER PARTICIPATION AGREEMENT (Stater Bros. Markets) Inland Valley Redevelopment Project AreaOwner Participation Agreement • August 11th, 2004 • Stater Bros Holdings Inc • Retail-grocery stores • California
THIS OWNER PARTICIPATION AGREEMENT (the “Agreement”) is dated as of , 2004, by and between Stater Bros. Markets, Inc., a California corporation (the “Owner”), and the Inland Valley Development Agency, a joint powers authority established under the laws of the State of California (the “Agency”). This Agreement is entered into in reliance on certain facts set forth in the following Recitals:
OTHER INFORMATION New Collective Bargaining AgreementsOther Information • April 3rd, 2007 • Stater Bros Holdings Inc • Retail-grocery stores
Stater Bros. Markets (“Markets”), a wholly-owned subsidiary of Stater Bros. Holdings Inc. (“Stater Bros.”), has entered into a new collective bargaining agreement with the United Food and Commercial Workers Union (the “UFCW”), which represents a substantial number of its stores’ hourly union employees. The new collective bargaining agreement became effective in March 2007 and is scheduled to expire in March 2010. The UFCW members voted to accept the new collective bargaining agreement on January 17, 2007. The new collective bargaining agreement establishes a single-tier pay scale for Markets’ employees based on each employee’s seniority and provides for gradual increases in hourly wages over a three-year period. These scheduled increases range from a $0.20 increase in hourly wages for clerks to a $3.00 increase in hourly wages for pharmacists. The new collective bargaining agreement also provides for increased contributions by Markets toward employee health and pension benefits but, at
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • August 20th, 2004 • Stater Bros Holdings Inc • Retail-grocery stores • New York
FIRST SUPPLEMENTAL INDENTURE dated as of January 11, 2002, between Stater Bros. Holdings Inc., a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), and The Bank of New York, a banking corporation duly organized and existing under the laws of the State of New York (as successor to IBJ Whitehall Bank & Trust Company), as Trustee (the “Trustee”).
EMPLOYMENT AGREEMENTEmployment Agreement • December 19th, 2012 • Stater Bros Holdings Inc • Retail-grocery stores • California
This Employment Agreement (“Agreement”) is made effective December 14, 2012 by and between STATER BROS. MARKETS, a California corporation, hereinafter referred to as “Employer” and DAVID J. HARRIS, hereinafter referred to as “Employee”. Employer and Employee are sometime herein referred to as “party” or collective as “parties”.
DEVELOPMENT PARCEL DISPOSITION AGREEMENTDevelopment Parcel Disposition Agreement • August 11th, 2004 • Stater Bros Holdings Inc • Retail-grocery stores • California
THIS DEVELOPMENT PARCEL DISPOSITION AGREEMENT (this “Agreement”) is entered into as of the day of , 2004 (the “Effective Date”) by HILLWOOD/SAN BERNARDINO, LLC, a Delaware limited liability company (“Hillwood”), and Stater Bros. Markets, a California corporation (“Purchaser”).
EXHIBIT 10.29 THE INDEBTEDNESS HEREUNDER IS SUBORDINATE TO CERTAIN OTHER INDEBTEDNESS OF OBLIGOR PURSUANT TO THE PROVISIONS OF THIS NOTE NEGOTIABLE SUBORDINATED NOTE Original Principal Amount: $20,000,000 January 22, 2002 FOR VALUE RECEIVED, the...Stater Bros Holdings Inc • February 12th, 2002 • Retail-grocery stores • California
SUPPLEMENTAL INDENTURESupplemental Indenture • April 17th, 2007 • Stater Bros Holdings Inc • Retail-grocery stores
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 16, 2007, among Super Rx, Inc., a California corporation (the “Guaranteeing Subsidiary”), a subsidiary of Stater Bros. Holdings Inc. (or its permitted successor), a Delaware corporation (the “Company”), the Company, the other Guarantors (as defined in the Indenture referred to herein) and The Bank of New York Trust Company, N.A., as successor trustee under the indenture referred to below (the “Trustee”).
CONSULTING AGREEMENT BY AND BETWEEN STATER BROS. HOLDINGS INC. AND PHILLIP J. SMITH June 15, 2012Consulting Agreement • June 21st, 2012 • Stater Bros Holdings Inc • Retail-grocery stores • California
This Consulting Agreement (“Agreement”) is entered into entered into on this 15th day of June 2012, by and between Stater Bros. Holdings Inc. a Delaware corporation (the “Company”) and Phillip J. Smith (“Smith”). Hereafter, the Company and Smith are sometimes individually referred to as “Party” and collectively “Parties”.
WAIVER AND AMENDMENT NO. 1 TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENTConsent Of • December 19th, 2012 • Stater Bros Holdings Inc • Retail-grocery stores
This WAIVER AND AMENDMENT NO. 1 TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 10, 2012 (this “Amendment”), is entered into by and among STATER BROS. MARKETS, a California corporation (“Borrower”), STATER BROS. HOLDINGS INC., a Delaware corporation (“Holdings”), and BANK OF AMERICA, N.A., as administrative agent under the Credit Agreement referred to below (“Administrative Agent”), acting with the consent of the Required Lenders pursuant to Section 11.01 of the Credit Agreement referred to below, with reference to the following facts:
STATER BROS. MARKETS STATER BROS. HOLDINGS INC. FOURTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 6th, 2003 • Stater Bros Holdings Inc • Retail-grocery stores • California
This FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Fourth Amendment”) is dated as of February 4, 2003 entered into by and among STATER BROS. MARKETS, a California corporation (“Borrower”), STATER BROS. HOLDINGS, INC., a Delaware corporation (“Holdings”), the financial institutions listed on the signature pages hereof (“Lenders”) and BANK OF AMERICA, N.A., as administrative agent for Lenders (“Administrative Agent”), and Issuing Lender, and, for purposes of Section 3 hereof, the Credit Support Party (as defined in Section 3 hereof) listed on the signature pages hereof, and is made with reference to that certain Credit Agreement dated as of August 6, 1999, as amended by the First Amendment dated as of September 15, 2000, the Second Amendment dated as of December 13, 2001 and the Third Amendment dated as of January 18, 2002 (as amended, modified or supplemented from time to time, the “Credit Agreement”), by and among Borrower, Holdings, Lenders, Administrative Agent, and Issuing Lender. Cap
Employment AgreementEmployment Agreement • April 18th, 2013 • Stater Bros Holdings Inc • Retail-grocery stores • California
This Employment Agreement ("Agreement") is made effective April 15, 2013 by and between STATER BROS. MARKETS, a California corporation, hereinafter referred to as "Employer" and PETER VAN HELDEN, hereinafter referred to as "Employee". Employer and Employee are sometime herein referred to as "party" or collective as "parties".
