Exhibit 10.28
FOURTH AMENDMENT TO MANAGEMENT
SERVICES AGREEMENT
THIS FOURTH AMENDMENT TO MANAGEMENT SERVICES
AGREEMENT, hereinafter called “Fourth Amendment”, is
made and entered into this 12th of February, 2007 by and between
Rite Aid Corporation, a Delaware corporation, hereinafter called
“Company” and Leonard Green & Partners, L.P. ,
hereinafter called “LGP”.
RECITALS:
WHEREAS, the Company and LGP entered into a
Management Services Agreement on January 1, 2003 as amended on
January 13, 2004, January 31, 2005 and January 13,
2006 to provide Services to the Company (as amended, the
“Management Agreement”); and
WHEREAS, Capitalized terms used herein and not
defined herein are defined in the Management Agreement;
and
WHEREAS, the Company and LGP desire to amend
the terms of the Management Agreement as set forth
herein.
NOW, THEREFORE, in consideration of the mutual
promises set forth herein, and for other good and valuable
consideration, the receipt and sufficiency of which is hereby
acknowledged, the parties agree as follows:
1.
Recitals . The recitals set forth above are
incorporated herein. All defined terms used in the Management
Agreement shall have the