0000950157-24-000289 Sample Contracts

TWELFTH AMENDMENT
Credit Agreement • February 29th, 2024 • US Foods Holding Corp. • Wholesale-groceries & related products • New York

AMENDED AND RESTATED TERM LOAN CREDIT AGREEMENT, dated as of June 27, 2016, among US FOODS, INC., a Delaware corporation (as further defined in subsection 1.1, the “Borrower”), the several banks and other financial institutions from time to time party to this Agreement (as further defined in subsection 1.1, the “Lenders”) and CITICORP NORTH AMERICA, INC., as administrative agent and collateral agent for the Lenders hereunder (in such capacities, respectively, and as further defined in subsection 1.1., the “Administrative Agent” and the “Collateral Agent”).

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Mutual Termination Agreement
Mutual Termination Agreement • February 29th, 2024 • US Foods Holding Corp. • Wholesale-groceries & related products

This Mutual Termination Agreement (this “Agreement”) is dated as of February 28, 2024 (the “Effective Date”), by and among (i) US Foods Holding Corp., a Delaware corporation (the “Company”), on the one hand; and (ii) Sachem Head Capital Management LP, a Delaware limited partnership, Sachem Head LP, a Delaware limited partnership, Sachem Head Master LP, an exempted limited partnership organized under the laws of the Cayman Islands, SH Sagamore Master VIII Ltd., an exempted company incorporated under the laws of the Cayman Islands, SH Stony Creek Master Ltd., an exempted company incorporated under the laws of the Cayman Islands, Uncas GP LLC, a Delaware limited liability company, and Sachem Head GP LLC, a Delaware limited liability company (collectively, “Sachem Head”), on the other hand. The Company and Sachem Head are each herein referred to as a “party” and collectively, the “parties.” Capitalized terms used herein shall have the meanings set forth in the Cooperation Agreement (define

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