0001193125-13-423126 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • November 1st, 2013 • Southeastern Grocers, LLC • Retail-grocery stores • Delaware

This Indemnification Agreement (this “Agreement”) is entered into as of , 2013 by and between Southeastern Grocers, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • November 1st, 2013 • Southeastern Grocers, LLC • Retail-grocery stores • Delaware

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of by and among Southeastern Grocers, Inc., a Delaware corporation (the “Company”), and LSF Southeastern Grocery Holdings, LLC (the “Original Holder”).

FIRST AMENDMENT TO BI-LO/WINN-DIXIE SUPPLY AGREEMENT
Bi-Lo/Winn-Dixie Supply Agreement • November 1st, 2013 • Southeastern Grocers, LLC • Retail-grocery stores • New York

THIS FIRST AMENDMENT TO BI-LO/WINN-DIXIE SUPPLY AGREEMENT, (this “Amendment”), dated as of June 23, 2013, is by and between “BI-LO, LLC (“BWD”) AND C&S Wholesale Grocers, Inc. (“C&S”). C&S and BWD may be referred to herein individually as a “Party” and, together, as the “Parties.”

SECOND AMENDMENT TO BI-LO/WINN-DIXIE SUPPLY AGREEMENT
Bi-Lo/Winn-Dixie Supply Agreement • November 1st, 2013 • Southeastern Grocers, LLC • Retail-grocery stores • New York

THIS SECOND AMENDMENT TO BI-LO/WINN-DIXIE SUPPLY AGREEMENT (this “Second Amendment”) is entered into as of September 20, 2013, by and between BI-LO, LLC (“BWD”) and C&S Wholesale Grocers, Inc. (“C&S”), and will be effective as of September 22, 2013 (the “Effective Date”). C&S and BWD may be referred to herein individually as a “Party” and, together, as the “Parties.”

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