Dollar General Corporation [·] Shares(1) Common Stock ($0.875 par value) Underwriting AgreementDollar General Corp • October 30th, 2009 • Retail-variety stores • New York
Dollar General Corporation, a corporation organized under the laws of Tennessee (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, [·] shares of common stock, $0.875 par value (“Common Stock”) of the Company, and the persons named in Schedule II hereto (the “Selling Stockholders”) propose to sell to the several Underwriters [·] shares of Common Stock (said shares to be issued and sold by the Company and shares to be sold by the Selling Stockholders collectively being hereinafter called the “Underwritten Securities”). The Selling Stockholders also propose to grant to the Underwriters an option to purchase up to [·] additional shares of Common Stock (the “Option Securities”; the Option Securities,
DOLLAR GENERAL CORPORATION RESTRICTED STOCK UNIT AWARD AGREEMENTDollar General Corporation Restricted Stock Unit Award Agreement • October 30th, 2009 • Dollar General Corp • Retail-variety stores • Delaware
THIS AGREEMENT (the “Agreement”) is made effective as of [ · ], 2009 (the “Grant Date”), between Dollar General Corporation, a Tennessee corporation (hereinafter called the “Company”), and [ ] (hereinafter referred to as the “Grantee”). Capitalized terms not otherwise defined herein shall have the same meanings as in the Amended and Restated 2007 Stock Incentive Plan for Key Employees of Dollar General Corporation and its Affiliates, as amended from time to time (the “Plan”), the terms of which are hereby incorporated by reference and made a part of this Agreement.
SHAREHOLDERS’ AGREEMENT OF DOLLAR GENERAL CORPORATIONShareholders’ Agreement • October 30th, 2009 • Dollar General Corp • Retail-variety stores • New York
This SHAREHOLDERS’ AGREEMENT (as the same may be amended, modified or supplemented from time to time, the “Agreement”), dated as of , 2009 (the “Effective Time”), concerning Dollar General Corporation (the “Company”), a Tennessee corporation, is entered into by and among the Company, the Sponsor Shareholders (as defined herein) and Buck Holdings, L.P., a Delaware limited partnership (the “Partnership”).
AMENDMENT TO MANAGEMENT STOCKHOLDER’S AGREEMENTS (THIS “AMENDMENT”)Dollar General Corp • October 30th, 2009 • Retail-variety stores • Tennessee
WHEREAS, Dollar General Corporation a Tennessee Corporation (the “Company”), and Buck Holdings, L.P., a Delaware limited partnership (“Parent”) have previously entered into a number of Management Stockholder’s Agreements (all such agreements collectively, the “Management Stockholders Agreements”) with certain individuals who are key employees of the Company or one of its subsidiaries (the “Management Stockholders”);
FORM OF NON-EMPLOYEE DIRECTOR STOCK OPTION AGREEMENTNon-Employee Director Stock Option Agreement • October 30th, 2009 • Dollar General Corp • Retail-variety stores • Delaware
THIS AGREEMENT (the “Agreement”) is made effective as of [ · ], 2009 (the “Grant Date”), between Dollar General Corporation, a Tennessee corporation (hereinafter called the “Company”), and [ ], hereinafter referred to as the “Optionee.” Capitalized terms not otherwise defined herein shall have the same meanings as in the Amended and Restated 2007 Stock Incentive Plan for Key Employees of Dollar General Corporation and its Affiliates, as amended from time to time (the “Plan”), the terms of which are hereby incorporated by reference and made a part of this Agreement.
AMENDMENT TO MANAGEMENT STOCKHOLDER’S AGREEMENTS (THIS “AMENDMENT”)Dollar General Corp • October 30th, 2009 • Retail-variety stores • Tennessee
WHEREAS, Dollar General Corporation a Tennessee Corporation (the “Company”), and Buck Holdings, L.P., a Delaware limited partnership (“Parent”) have previously entered into a number of Management Stockholder’s Agreements (all such agreements collectively, the “Management Stockholders Agreements”) with certain individuals who are key employees of the Company or one of its subsidiaries (the “Management Stockholders”);
