CHANGE IN CONTROL AGREEMENTChange in Control Agreement • November 12th, 2013 • Dean Foods Co • Ice cream & frozen desserts • Delaware
THIS CHANGE IN CONTROL AGREEMENT (this “Agreement”) is entered into effective as of August 13, 2013, by and between DEAN FOODS COMPANY, a Delaware corporation (together with its subsidiaries, the “Company”), and [Executive] (the “Executive”).
AMENDMENT NO. 19 TO FIFTH AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT AND REAFFIRMATION OF PERFORMANCE UNDERTAKINGReceivables Purchase Agreement • November 12th, 2013 • Dean Foods Co • Ice cream & frozen desserts • Illinois
This Fifth Amended and Restated Receivables Purchase Agreement, dated as of April 2, 2007, is among Dairy Group Receivables, L.P., a Delaware limited partnership (“Dairy Group”), Dairy Group Receivables II, L.P., a Delaware limited partnership (“Dairy Group II” and, together with Dairy Group, the “Sellers” and each a “Seller”), each of the parties listed on the signature pages hereof as a Servicer (the Servicers, together with the Sellers, the “Seller Parties,” and each a “Seller Party”), the entities listed on Schedule A to this Agreement under the heading “Financial Institution” (together with any of their respective successors and assigns hereunder, the “Financial Institutions”), the entities listed on Schedule A to this Agreement under the heading “Company” (together with any of their respective successors and assigns hereunder, the “Companies”), PNC Bank, National Association, as issuer of Letters of Credit (together with its successors and assigns hereunder, the “LC Bank”), and J
Confidential Materials omitted and filed separately with the Securities and Exchange Commission. Double asterisks denote omissions. SUPPLIER AGREEMENTSupplier Agreement • November 12th, 2013 • Dean Foods Co • Ice cream & frozen desserts • Arkansas
This Supplier Agreement (“Agreement”) between the party listed below (“Supplier”) and Wal–Mart Stores, Inc., Wal–Mart Stores East, LP, Wal–Mart Stores East, Inc., Wal–Mart Stores Texas, LP, Sam’s West, Inc., Sam’s East, Inc. and affiliates (hereinafter referred to collectively as “Company”) sets forth Supplier’s qualifications and the general terms of the business relationship between Company and Supplier. The parties agree that all sales and deliveries of all Merchandise (as defined below) by Supplier to Company and all Orders (as defined below) by Company will be covered by and subject to the terms of this Agreement, the Standards for Suppliers (which is attached and incorporated by reference) and any Order signed or initialed (electronically or otherwise) by an Authorized Buyer (as defined below) for Company. This Agreement becomes effective on the date shown above and remains effective for the term set forth herein. The execution and submission of this Agreement does not impose upo
