Underwriting AgreementUnderwriting Agreement • October 1st, 2009 • Kroger Co • Retail-grocery stores • New York
From time to time The Kroger Co., an Ohio corporation (the “Company”), and the Guarantors on Schedule I and the signature pages hereto propose to enter into one or more Pricing Agreements (each a “Pricing Agreement”) in the form of Annex I hereto, with such additions and deletions as the parties thereto may determine, and, subject to the terms and conditions stated herein and therein, to issue and sell to the firms named in Schedule I to the applicable Pricing Agreement (such firms constituting the “Underwriters” with respect to such Pricing Agreement and the securities specified therein) certain of its debt securities (the “Securities”) specified in Schedule II to such Pricing Agreement (with respect to such Pricing Agreement, the “Designated Securities”).
TWENTY-SECOND SUPPLEMENTAL INDENTURE Dated as of October 1, 2009 TO INDENTURE Dated as of June 25, 1999Indenture • October 1st, 2009 • Kroger Co • Retail-grocery stores • New York
TWENTY-SECOND SUPPLEMENTAL INDENTURE, dated as of October 1, 2009, between The Kroger Co., a corporation duly organized and existing under the laws of the State of Ohio (herein called the “Company”), having its principal office at 1014 Vine Street, Cincinnati, Ohio 45202, the Guarantors listed on the signature pages and Schedule I hereto (each, a “Guarantor”) and U.S. Bank National Association (formerly known as Firstar Bank, N.A.), a banking corporation duly organized and existing under the laws of the State of Ohio, as Trustee (herein called the “Trustee”).
Pricing AgreementPricing Agreement • October 1st, 2009 • Kroger Co • Retail-grocery stores
The Kroger Co., an Ohio corporation (the “Company”), and the Guarantors on Schedule A and on the signature pages hereto propose, subject to the terms and conditions stated herein and in the Underwriting Agreement, dated September 24, 2009 (the “Underwriting Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) the Securities (the “Designated Securities”) and related Guarantees specified in Schedule II hereto. Each of the provisions of the Underwriting Agreement is incorporated herein by reference in its entirety, and shall be deemed to be a part of this Agreement to the same extent as if such provisions had been set forth in full herein; and each of the representations and warranties set forth therein shall be deemed to have been made at and as of the date of this Pricing Agreement, except that each representation and warranty which refers to the Prospectus in Section 2 of the Underwriting Agreement shall be deemed to be a representation or
