Notes to the consolidated financial statements Annua l Report 2014 137
34 Commitments and contingencies (continued)
Ahold at a glance I Business review I Governance I Financials
Bradlees
In 1992, Stop Shop spun off Bradlees Stores, Inc. (Bradlees) as a public company (the Bradlees Spin-off). In connection with the Bradlees Spin-off, Stop Shop assigned to Bradlees certain commercial real property
leases. Pursuant to a 1995 reorganization of Bradlees and a subsequent wind-down and liquidation of Bradlees following a bankruptcy protection filing in 2000 (collectively, the Bradlees Bankruptcies), a number of such real
property leases were assumed and assigned to third parties. Pursuant to applicable law, Stop Shop may be contingently liable to landlords under certain of the leases assigned in connection with the Bradlees Spin-off and
subsequently assumed and assigned to third parties in connection with the Bradlees Bankruptcies.
Disco
Ahold is required to indemnify the buyers of Disco S.A. (Disco) and Disco for certain claims made by alleged creditors of certain Uruguayan and other banks. For additional information, see the Uruguayan litigation described
in the Legal proceedings section of this Note. Ahold's indemnification obligation relating to this litigation is not capped at a certain amount nor restricted to a certain time period.
BI-LO Bruno's
In connection with the sale of BI-LO and Bruno's, Ahold may be contingently liable to landlords under guarantees of some 200 BI-LO or Bruno's operating or finance leases that existed at the time of the sale in the event
of a future default by the tenant under such leases. As a result of the bankruptcy flings by BI-LO and Bruno's during 2009, a provision was recognized in 2009. BI-LO exited bankruptcy in May 2010 and the Company has
re-evaluated its estimate of liability. For more information, refer to the Guarantees section of this Note.
U.S. Foodservice
In connection with the sale of U.S. Foodservice, which closed on July 3, 2007 (the Completion), Ahold indemnified U.S. Foodservice against damages incurred after the Completion relating to matters including the putative
class actions fled in 2006 and 2007 and referred to under Waterbury litigation in this Note and any actions that might be brought by any current or former U.S. Foodservice customers that concern the pricing practices at
issue in such litigation for sales made by U.S. Foodservice prior to the Completion. See Legal proceedings section on U.S. Foodservice below.
Tops Markets, LLC
In connection with the sale of Tops in 2007 Ahold has certain post-closing indemnification obligations under the sale agreement that Ahold believes are customary for transactions of this nature. Ahold retained certain liabilities
in the sale, including contingent liability for 45 leases that carry Ahold guarantees. Additionally, Ahold retained liabilities related to stores previously sold, including guarantees on five Tops stores in eastern New York state,
as well as liabilities related to the Tops convenience stores and the stores in northeast Ohio as outlined under Tops convenience stores.
Tops convenience stores
Pursuant to applicable law, Tops may be contingently liable to landlords under 186 leases assigned in connection with the sale of the Tops' Wilson Farms and Sugarcreek convenience stores in the event of a future default
by the tenant under such leases. Ahold may be contingently liable to landlords under the guarantees of 77 of these leases in the same event,
Tops northeast Ohio stores
Tops closed all of its locations in northeast Ohio prior to year-end 2006. As of January 1, 2015, 34 of the total 55 closed locations in northeast Ohio have been sold, subleased or partially subleased. An additional
19 leases have been terminated or have terms due to expire within one year. Two stores continue to be marketed. In connection with the store sales, Tops and Ahold have certain post-closing indemnification obligations under
the sale agreements, which Ahold believes are customary for transactions of this nature. Pursuant to applicable law, Ahold may be contingently liable to landlords under guarantees of 13 of such leases in the event of a future
default by the tenant under such leases. If Ahold is able to assign the leases for the remaining northeast Ohio stores, then pursuant to applicable law, Ahold also may be contingently liable to landlords under guarantees of
certain of such remaining leases in the event of a future default by the tenant under such leases.
