0001193125-14-236987 Sample Contracts

FIRST AMENDMENT TO RIGHTS AGREEMENT
Rights Agreement • June 16th, 2014 • Safeway Inc • Retail-grocery stores • Delaware

This FIRST AMENDMENT TO RIGHTS AGREEMENT (this “Amendment”), dated as of June 13, 2014, is by and between Safeway Inc., a Delaware corporation (the “Company”), and Computershare Trust Company, N.A., a federally chartered trust company, as Rights Agent (the “Rights Agent”). Certain capitalized terms used but not defined in this Amendment are used as defined in the Rights Agreement (as defined below).

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AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER
Rights Agreement • June 16th, 2014 • Safeway Inc • Retail-grocery stores • Delaware

THIS CASA LEY CONTINGENT VALUE RIGHTS AGREEMENT, dated as of [—], 201[—] (this “Agreement”), is entered into by and among AB Acquisition LLC, a Delaware limited liability company (“Ultimate Parent”), Safeway Inc., a Delaware corporation (the “Company”), [—], a [—] corporation, as Rights Agent (the “Rights Agent”)1 and the Shareholder Representative.

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