Amendment No. 3 to Form S-1 Table of Contents Financial Covenants. The ABS/Safeway ABL Agreement provides that if (a) excess availability is less than (t) 10% of the aggregate commitments at any time or (ii) $200 million at any time or (b) an event of default is continuing, Albertson's Holdings and its subsidiaries must maintain a fixed charge coverage ratio of 1.0:1.0 from the date such triggering event occurs until such event of default is cured or waived and/or the 30th day that all such triggers under clause (a) no longer exist. Events of Default. The ABS/Safeway ABL Agreement contains customary events of default (subject to customary exceptions, thresholds and grace periods), including, without limitation: (i) nonpayment of principal or interest; (ii) failure to perform or observe covenants; (iii) inaccuracy or breaches of representations and warranties; (iv) cross-defaults and cross-accelerations with certain other indebtedness: (v) certain bankruptcy related events; (vi) impairment of security interests in collateral; (vii) invalidity of guarantees; (viii) material judgments; (ix) certain ERISA matters and (x) certain change of control events (including after completion of this offering, any person or group (other than the Equity Investors) owning directly or indirectly more than 50% of the equity interests of Albertson's Holdings, or Albertson's Holdings failing to own 100% of the equity interests of Albertson's LLC or Safeway). ABS/Safeway Indenture Albertson's Holdings and Safeway (collectively, the "ABS/Safeway Issuers"), are co-obligors under an indenture, dated as of October 23, 2014 (the "ABS/Safeway Indenture"), by and among the ABS/Safeway Issuers, certain subsidiaries of the ABS/Safeway Issuers, as guarantors, and Wlmington Trust, National Association, as trustee and collateral agent, under which the ABS/Safeway Issuers have $609.6 million of 7.750% senior secured notes due October 15, 2022 (outstanding as of June 20. 2015) (such no