0000950123-21-004908 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • April 23rd, 2021 • Fresh Market Holdings, Inc. • Retail-grocery stores • North Carolina

EMPLOYMENT AGREEMENT (this “Agreement”), dated as of August , 2020, (the “Effective Date”) between The Fresh Market, Inc., a Delaware corporation (the “Company”), and James Heaney (the “Employee”).

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MANAGEMENT CONSULTING AGREEMENT
Management Consulting Agreement • April 23rd, 2021 • Fresh Market Holdings, Inc. • Retail-grocery stores • New York

MANAGEMENT CONSULTING AGREEMENT, dated as of April 27, 2016 (this “Agreement”), by and among THE FRESH MARKET, INC., a Delaware corporation (the “Company”), POMEGRANATE HOLDINGS, INC., a Delaware corporation (“Holdings”) and APOLLO MANAGEMENT HOLDINGS, L.P., a Delaware limited partnership (“Apollo”).

MANAGEMENT CONSULTING AGREEMENT
Management Consulting Agreement • April 23rd, 2021 • Fresh Market Holdings, Inc. • Retail-grocery stores • New York

MANAGEMENT CONSULTING AGREEMENT, dated as of April 27, 2016 (this “Agreement”), by and among THE FRESH MARKET, INC., a Delaware corporation (the “Company”), POMEGRANATE HOLDINGS, INC., a Delaware corporation (“Holdings”), and TFM2, LLC, a Delaware limited liability company (“TFM2”).

STOCKHOLDERS AGREEMENT
Stockholders Agreement • April 23rd, 2021 • Fresh Market Holdings, Inc. • Retail-grocery stores • Delaware

This STOCKHOLDERS AGREEMENT, dated as of April 27, 2016 (this “Agreement”), is entered into by and among POMEGRANATE PARENT HOLDINGS, INC., a Delaware corporation (the “Company”), and the STOCKHOLDERS that are parties hereto (each, a “Stockholder” and, collectively, the “Stockholders”).

THE FRESH MARKET, INC., as Issuer, and the Guarantors party hereto from time to time, Super Senior Secured Notes due 2025 INDENTURE Dated as of March 13, 2020 and Wilmington Trust, National Association as Trustee
Collateral Agreement • April 23rd, 2021 • Fresh Market Holdings, Inc. • Retail-grocery stores • New York

INDENTURE, dated as of March 13, 2020, by and among The Fresh Market, Inc., a Delaware corporation (the “Issuer”), Pomegranate Holdings, Inc., a Delaware corporation (“Holdings”), the Subsidiary Guarantors (as defined below) party hereto from time to time and Wilmington Trust, National Association, a national banking association, not in its individual capacity but solely as the trustee hereunder (the “Trustee”).

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