BLACKHAWK NETWORK HOLDINGS, INC. SECOND AMENDED AND RESTATED 2006 RESTRICTED STOCK AND RESTRICTED STOCK UNIT PLAN RESTRICTED STOCK AWARD GRANT NOTICE AND RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • November 16th, 2012 • Blackhawk Network Holdings, Inc • Finance services
Blackhawk Network Holdings, Inc., a Delaware corporation (the “Company”), pursuant to its Second Amended and Restated 2006 Restricted Stock and Restricted Stock Unit Plan (the “Plan”), hereby grants to the individual listed below (“Employee”), the right to purchase the number of shares of the Company’s common stock, par value $0.001 per share, set forth below (the “Restricted Shares”) at the purchase price set forth below. This restricted stock award is subject to all of the terms and conditions as set forth herein and in the Restricted Stock Agreement attached hereto as Exhibit “A” (the “Restricted Stock Agreement”) and the Plan, each of which are incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Grant Notice and the Restricted Stock Agreement.
BLACKHAWK NETWORK HOLDINGS, INC. SECOND AMENDED AND RESTATED 2006 RESTRICTED STOCK AND RESTRICTED STOCK UNIT PLANBlackhawk Network Holdings, Inc • November 16th, 2012 • Finance services • Delaware
Blackhawk Network Holdings, Inc., a Delaware corporation (the “Company”), adopted this Blackhawk Network Holdings, Inc. Second Amended and Restated 2006 Restricted Stock and Restated Stock Unit Plan (the “Plan”) for the benefit of its eligible Employees (as defined herein). The Plan was initially effective as of February 24, 2006 (the “Effective Date”) and amended and restated effective as of February 23, 2007. This second amendment and restatement of the Plan is effective as of May 14, 2012.
BLACKHAWK NETWORK – AGREEMENT FOR SERVICES (CANADA)Blackhawk Network Agreement • November 16th, 2012 • Blackhawk Network Holdings, Inc • Finance services • Ontario
By the signatures of their duly authorized representatives below, Blackhawk Network (Canada) Ltd. (“Blackhawk”) and Canada Safeway Limited on behalf of itself and its retail affiliates (collectively, “Client”), intending to be legally bound, agree to all of the provisions of this Blackhawk Network – Agreement for Services (“Agreement”), executed on the dates set forth below and effective as of November 1, 2011 (“Effective Date”).
THIRD AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENTStockholders’ Agreement • November 16th, 2012 • Blackhawk Network Holdings, Inc • Finance services • Delaware
This THIRD AMENDED AND RESTATED STOCKHOLDERS’ AGREEMENT (this “Agreement”), dated as of August 21, 2012, is entered into by and among Blackhawk Network Holdings, Inc. (the “Company”), Safeway Inc., a Delaware corporation (“Safeway”), and each of the parties identified as stockholders on Schedule A hereto. The stockholders identified on Schedule A hereto and any other persons who may become stockholders of the Company, including transferees of the Stockholders, after the date hereof that execute a counterpart to this Agreement from time to time in such capacity are collectively referred to as the “Stockholders” and individually as a “Stockholder”; provided, however, that in no event will Safeway be included in the definition of “Stockholder.”
BLACKHAWK NETWORK – AGREEMENT FOR SERVICES (U.S.)Blackhawk Network Holdings, Inc • November 16th, 2012 • Finance services • California
By the signatures of their duly authorized representatives below, Blackhawk Network, Inc. (“Blackhawk”) and Safeway Inc. on behalf of itself and its retail affiliates (collectively, “Client”), intending to be legally bound, agree to all of the provisions of this Blackhawk Network – Agreement for Services (“Agreement”), effective as of October 19, 2011 (“Effective Date”).
ADMINISTRATIVE SERVICES AGREEMENT [SAFEWAY SERVICES TO BLACKHAWK]Administrative Services Agreement • November 16th, 2012 • Blackhawk Network Holdings, Inc • Finance services • California
THIS ADMINISTRATIVE SERVICES AGREEMENT is made this 2nd day of June, 2008, and made effective the 1st day of January, 2006 (the “Effective Date”), between Safeway Inc., a Delaware corporation (“Safeway”), and Blackhawk Network, Inc., an Arizona corporation and its Affiliates (“Blackhawk”).
