0001193125-13-482978 Sample Contracts

CONSENT AND AMENDMENT No. 1 TO CREDIT AGREEMENT
Credit Agreement • December 23rd, 2013 • Roundy's, Inc. • Retail-grocery stores • New York

CREDIT AGREEMENT, dated as of February 13, 2012 (as amended pursuant to Consent and Amendment No. 1 to Credit Agreement dated as of December 9, 2013), among ROUNDY’S SUPERMARKETS, INC., a Wisconsin corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties hereto (each a “Lender” and, collectively, the “Lenders”), BANK OF AMERICA, N.A. and COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., “RABOBANK NEDERLAND” NEW YORK BRANCH, as co-documentation agents (in such capacity, the “Co-Documentation Agents”), JPMORGAN CHASE BANK, N.A., as syndication agent (in such capacity, the “Syndication Agent”), CREDIT SUISSE AG, as administrative agent and collateral agent (in any such capacity, together with its successors in such capacity, the “Administrative Agent”) and JPMORGAN CHASE BANK, N.A., as an Issuing Lender.

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Roundy’s Supermarkets, Inc. as Issuer the Guarantors party hereto and as Trustee Indenture Dated as of December 20, 2013
Supplemental Indenture • December 23rd, 2013 • Roundy's, Inc. • Retail-grocery stores • New York

INDENTURE, dated as of December 20, 2013, among Roundy’s Supermarkets, Inc., a Wisconsin corporation, as the Issuer, the Guarantors party hereto and U.S. Bank National Association, as Trustee.

SECOND LIEN SECURITY AGREEMENT made by ROUNDY’S, INC. ROUNDY’S ACQUISITION CORP. ROUNDY’S SUPERMARKETS, INC. and certain of its Subsidiaries in favor of U.S. Bank National Association as Collateral Agent Dated as of December 20, 2013
Security Agreement • December 23rd, 2013 • Roundy's, Inc. • Retail-grocery stores • New York

SECOND LIEN SECURITY AGREEMENT, dated as of December 20, 2013, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Grantors”), in favor of U.S. Bank National Association, as collateral agent (in such capacity, together with its successors in such capacity, the “Collateral Agent”) for the benefit of the Secured Parties referred to below.

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