0001193125-12-234908 Sample Contracts

SEVERANCE AGREEMENT (FOR THE COMPANY PRESIDENT)
Severance Agreement • May 15th, 2012 • Unified Grocers, Inc. • Wholesale-groceries, general line

THIS AMENDED AND RESTATED AGREEMENT (the “Agreement”) is made and entered into as of this 15th day of May, 2012, by and between Unified Grocers, Inc. (the “Company”) located at 5200 Sheila Street, Commerce, California 90040 and Robert M. Ling, Jr. (the “Executive”).

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FIRST AMENDMENT TO LEASE (Lease Extension)
Unified Grocers, Inc. • May 15th, 2012 • Wholesale-groceries, general line

THIS FIRST AMENDMENT TO LEASE (“Amendment”) is made and entered into as of the 4th day of January, 2005 (the “Reference Date”) by and between iSTAR HQ 1, L.P., a Delaware limited partnership (“Landlord”), and UNIFIED WESTERN GROCERS, INC., a California corporation (“Tenant”).

FOURTH AMENDMENT OF INDUSTRIAL REAL ESTATE LEASE
Industrial Real Estate Lease • May 15th, 2012 • Unified Grocers, Inc. • Wholesale-groceries, general line

This Fourth Amendment of Industrial Real Estate Lease (“Amendment”) is entered into by and between 3301 South Norfolk, LLC. (“Landlord”), as Landlord, and Unified Grocers, Inc., formerly known as Unified Western Grocers, Inc., as successor to Associated Grocers, Incorporated, by assignment dated September 30, 2007 (“Tenant”), under that certain Industrial Real Estate Lease (“Lease”) dated April 19, 2007, as amended by that certain First Amendment of Industrial Real Estate Lease dated March 24, 2010, as amended by that certain Second Amendment of Industrial Real Estate Lease dated December 10, 2010, as amended by that certain Third Amendment of Industrial Real Estate Lease dated September 14, 2011, between the parties hereto.

DERMODY PROPERTIES STANDARD INDUSTRIAL LEASE Lease Preparation Date: November 15, 2001 Dermody Properties and Dermody Family Limited Partnership II, Landlord and Unified Western Grocers, Inc., Tenant
Unified Grocers, Inc. • May 15th, 2012 • Wholesale-groceries, general line • California

Landlord: Dermody Properties, a Nevada corporation, as to an undivided one-half (1/2) interest, and Dermody Family Limited Partnership II, a Washington limited partnership, as to an undivided one-half (1/2) interest

ADDENDUM TO STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE-NET
Unified Grocers, Inc. • May 15th, 2012 • Wholesale-groceries, general line

THIS ADDENDUM TO STANDARD INDUSTRIAL/COMMERCIAL SINGLE-TENANT LEASE-NET (“Addendum”) is made and entered into as of the 1st day of March, 2005, by and between ATLANTIC AND SHEILA, L.P., a California limited partnership (“Lessor”), and UNIFIED WESTERN GROCERS, INC., a California corporation (“Lessee”), with reference to that certain Standard Industrial/Commercial Single-Tenant Lease - Net dated of even date herewith, by and between Lessor and Lessee (“Lease”). The promises, covenants, agreements and declarations made and set forth herein are intended to and shall have the same force and effect as if set forth at length in the body of the Lease. To the extent that the provisions of this Addendum are inconsistent with the terms and conditions of the Lease, the terms of this Addendum shall prevail and control for all purposes. Unless otherwise defined herein, all terms used in this Addendum and defined in the Lease shall have the same meaning as is ascribed to such terms in the Lease.

LEASE AMENDMENT AND EXTENSION AGREEMENT
Lease Amendment and Extension Agreement • May 15th, 2012 • Unified Grocers, Inc. • Wholesale-groceries, general line

This Lease Amendment and Extension Agreement (the “Amendment”) is entered into as of September , 2011, by and between Endsley Fresno Properties, L.P., a California limited partnership (“Landlord”), and Unified Grocers, Inc., a California corporation (“Tenant”), who agree as follows:

THIRD AMENDMENT OF INDUSTRIAL REAL ESTATE LEASE
Industrial Real Estate Lease • May 15th, 2012 • Unified Grocers, Inc. • Wholesale-groceries, general line

This Third Amendment of Industrial Real Estate Lease (“Amendment”) is entered into by and between 3301 South Norfolk, LLC. (“Landlord”), as Landlord, and Unified Grocers, Inc., formerly known as Unified Western Grocers, Inc., as successor to Associated Grocers, Incorporated, by assignment dated September 30, 2007 (“Tenant”), under that certain Industrial Real Estate Lease (“Lease”) dated April 19, 2007, as amended by that certain First Amendment of Industrial Real Estate Lease dated March 24, 2010, as amended by that certain Second Amendment of Industrial Real Estate Lease dated December 10, 2010 between the parties hereto.

FIFTH AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • May 15th, 2012 • Unified Grocers, Inc. • Wholesale-groceries, general line

This Fifth Amendment to Employment Agreement (the “Fifth Amendment”) is made and entered into as of May 15, 2012 by and between Unified Grocers, Inc., a California corporation (the “Company”) and Alfred A. Plamann (the “Executive”).

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