0001047469-12-006546 Sample Contracts

Portions of the schedules to this Agreement have been omitted. The omissions have been indicated by asterisks (“*****”) EMPLOYEE MATTERS AGREEMENT by and between ALEXANDER & BALDWIN HOLDINGS, INC. and A & B II, INC. dated as of June 8, 2012
Employee Matters Agreement • June 8th, 2012 • A & B II, Inc. • Real estate • Hawaii

This EMPLOYEE MATTERS AGREEMENT (the “Agreement”) is entered into as of June 8, 2012, by and between Alexander & Baldwin Holdings, Inc., a Hawaii corporation (“Holdings”), and A & B II, Inc., a Hawaii corporation (“New A&B”), each a “Party” and together, the “Parties”.

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SEPARATION AND DISTRIBUTION AGREEMENT by and between ALEXANDER & BALDWIN HOLDINGS, INC. and A & B II, INC. dated as of June 8, 2012
Separation and Distribution Agreement • June 8th, 2012 • A & B II, Inc. • Real estate • Hawaii

This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”) is entered into as of June 8, 2012, by and between Alexander & Baldwin Holdings, Inc., a Hawaii corporation (“Holdings”), and A & B II, Inc., a Hawaii corporation and a direct, wholly owned subsidiary of Holdings (“New A&B”). Holdings and New A&B are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.”

TAX SHARING AGREEMENT by and between ALEXANDER & BALDWIN HOLDINGS, INC., and A & B II, INC. Dated as of June 8, 2011
Tax Sharing Agreement • June 8th, 2012 • A & B II, Inc. • Real estate • Hawaii

This Tax Sharing Agreement (this “Agreement”) is entered into as of June 8, 2012 by and between Alexander & Baldwin Holdings, Inc., a Hawaii corporation (“Holdings”), and A & B II, Inc., a Hawaii corporation and a direct, wholly owned subsidiary of Holdings (“New A&B”). Holdings and New A&B are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.” Capitalized terms used herein and not otherwise defined have the respective meanings set forth in Article I.

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