FORM OF STOCKHOLDERS’ AGREEMENT BY AND AMONG ALBERTSONS COMPANIES, INC. AND HOLDERS OF STOCK OF ALBERTSONS COMPANIES, INC. SIGNATORY HERETO Dated as of [●]Stockholders’ Agreement • September 25th, 2015 • Albertsons Companies, Inc. • Retail-grocery stores • New York
This Stockholders’ Agreement (the “Agreement”) is made, entered into and effective as of [•], 2015, by and between Albertsons Investor Holdings, LLC, a Delaware limited liability company (“Investor Holdco”), Albertsons Management Holdco, LLC, a Delaware limited liability company (“Management Holdco”), KRS ABS, LLC, a Delaware limited liability company (“KRS”), KRS AB Acquisition, LLC, Delaware limited liability company (together with KRS, “Kimco”, and collectively with Investor Holdco and Management Holdco, the “ABS Control Group”) and Albertsons Companies, Inc., a Delaware corporation (including any of its successors by merger, acquisition, reorganization, conversion or otherwise) (the “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 25th, 2015 • Albertsons Companies, Inc. • Retail-grocery stores • Idaho
EMPLOYMENT AGREEMENT (this “Agreement”) dated as of September 21, 2015, between Albertsons Companies, Inc., a Delaware corporation (the “Company”), Bob Dimond (the “Executive”), and solely for the purposes of Section 9.8 of this Agreement, AB Management Services Corp. (“AB Management”, and collectively with the Company and the Executive, the “Parties”).
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • September 25th, 2015 • Albertsons Companies, Inc. • Retail-grocery stores • Delaware
This Indemnification Agreement (“Agreement”) is made as of [-], 2015 by and between Albertsons Companies, Inc., a Delaware corporation (the “Corporation”), and [-] (“Indemnitee”).
ALBERTSONS COMPANIES, INC. RESTRICTED STOCK UNIT PLAN FORM OF AWARD AGREEMENTRestricted Stock Unit Plan • September 25th, 2015 • Albertsons Companies, Inc. • Retail-grocery stores • Delaware
This Award Agreement (this “Agreement”) is made and entered into as of [●], 2015 (the “IPO Date”), by and between Albertsons Companies, Inc., a Delaware corporation (the “Company”) and [●] (the “Participant”). All capitalized terms not otherwise defined herein shall have the same meanings as in the Albertsons Companies, Inc. Restricted Stock Unit Plan (the “Plan”). In the event that the IPO does not occur, this Agreement shall be null and void ab initio
September 18, 2015 Shane Sampson c/o Albertsons Companies, Inc.Letter Agreement • September 25th, 2015 • Albertsons Companies, Inc. • Retail-grocery stores
September 18, 2015 Wayne A. Denningham c/o Albertsons Companies, Inc.Letter Agreement • September 25th, 2015 • Albertsons Companies, Inc. • Retail-grocery stores
EMPLOYMENT AGREEMENTEmployment Agreement • September 25th, 2015 • Albertsons Companies, Inc. • Retail-grocery stores • Idaho
EMPLOYMENT AGREEMENT (this “Agreement”) dated as of September 21, 2015, between Albertsons Companies, Inc. a Delaware corporation (the “Company”), and Justin Dye (the “Executive”), and solely for the purposes of Section 9.8 of this Agreement, New Albertson’s, Inc. (“NAI”, and collectively with the Company and the Executive, the “Parties”).
