UNITED NATURAL FOODS, INC. AMENDED AND RESTATED 2012 EQUITY INCENTIVE PLAN PERFORMANCE-BASED VESTING RESTRICTED SHARE UNIT AWARD AGREEMENTPerformance-Based Vesting Restricted Share Unit Award Agreement • September 28th, 2016 • United Natural Foods Inc • Wholesale-groceries, general line • Delaware
This Performance-Based Vesting Restricted Share Unit Award Agreement (this “Agreement”) effective as of [_______], between United Natural Foods, Inc. (the “Company”) and __________________ (the “Participant”), who is an employee of the Company, evidences a Performance Award denominated in Restricted Share Units to the Participant under the United Natural Foods, Inc. Amended and Restated 2012 Equity Incentive Plan (as amended from time to time, the “Plan”). Except in the preceding sentence and where the context otherwise requires, the term “Company” shall include the Company and all present and future Subsidiaries. All capitalized terms that are used in this Agreement without definition shall have the meanings set forth in the Plan.
SEVERANCE AGREEMENTSeverance Agreement • September 28th, 2016 • United Natural Foods Inc • Wholesale-groceries, general line • Rhode Island
THIS SEVERANCE AGREEMENT (“Agreement”) is effective as of April 20, 2016 and is made by and between United Natural Foods, Inc., a Delaware corporation (the "Company"), and Michael Paul Zechmeister ("Employee"). For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, including without limitation the Employee’s willingness to continue his employment with the Company and the other obligations of the parties hereunder, the parties hereby agree as follows:
SECOND AMENDMENT AGREEMENTSecond Amendment Agreement • September 28th, 2016 • United Natural Foods Inc • Wholesale-groceries, general line • New York
SECOND AMENDMENT AGREEMENT (this “Agreement”) dated as of September 1, 2016, by and among United Natural Foods, Inc. (“UNFI”), Albert’s Organics, Inc. (“Albert’s” and together with UNFI, collectively, the “Borrowers”), Bank of America, N.A. (“Bank of America”) and the other lenders party to the Loan Agreement (as defined below) (collectively, the “Lenders”), and Bank of America as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • September 28th, 2016 • United Natural Foods Inc • Wholesale-groceries, general line • Rhode Island
THIS CHANGE IN CONTROL AGREEMENT (“Agreement”) is effective as of April 20, 2016, and is made by and between United Natural Foods, Inc., a Delaware corporation (the “Company”), and Michael Paul Zechmeister (“Employee”). For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, including without limitation the Employee’s willingness to continue his employment with the Company and the other obligations of the parties hereunder, the parties hereby agree as follows:
