0001047469-04-031159 Sample Contracts

August 26, 2003
Term Loan Agreement • October 14th, 2004 • United Natural Foods Inc • Wholesale-groceries, general line

Reference is made to that certain Term Loan Agreement dated as of April 28, 2003 (the "Loan Agreement") among United Natural Foods, Inc. ("UNFI"), Stow Mills, Inc. ("SMI"), United Natural Foods Pennsylvania, Inc. ("UNFPA") and Albert's Organics, Inc. ("Albert's" and together with UNFI, SMI and UNFPA, the "Borrowers") and Fleet Capital Corporation (the "Lender"). Capitalized terms not defined herein shall have the meanings ascribed thereto in the Loan Agreement.

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UNITED NATURAL FOODS, INC. EMPLOYEE STOCK OWNERSHIP TRUST
Employee Stock Ownership Trust Agreement • October 14th, 2004 • United Natural Foods Inc • Wholesale-groceries, general line • Delaware

This TRUST AGREEMENT ("Agreement") is entered into this 1st day of March, 2004, by and between United Natural Foods, Inc., a Delaware corporation having its principal place of business at 260 Lake Road, Dayville, Connecticut, 06241 (the "Employer"), and Robert G. Huckins with a principal place of business at 19404 Camino Del Aguila, Escondido, California 92025 (the "Trustee").

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