300,000,000 AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF MARCH 15, 2000 AMONG VALUE CITY DEPARTMENT STORES, INC. AS BORROWER THE LENDING INSTITUTIONS NAMED THEREIN AS LENDERSCredit Agreement • January 8th, 2001 • Value City Department Stores Inc /Oh • Retail-variety stores • Ohio
BETWEENLease Agreement • April 14th, 2005 • Retail Ventures Inc • Retail-variety stores
VALUE CITY DEPARTMENT STORES, INC., AS THE BORROWER, THE FINANCIAL INSTITUTIONS NAMED HEREIN, AS LENDERS, AND NATIONAL CITY BANK AS A LENDER, A LETTER OF CREDIT ISSUER, THE SWING LINE LENDER, THE ADMINISTRATIVE AGENT, THE COLLATERAL AGENT, AND AS THE...Credit Agreement • May 23rd, 2002 • Value City Department Stores Inc /Oh • Retail-variety stores • Ohio
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT VALUE CITY DEPARTMENT STORES LLC THE LEAD BORROWER FOR:Loan and Security Agreement • July 11th, 2005 • Retail Ventures Inc • Retail-variety stores • Ohio
Exhibit 10.4 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 18th, 2002 • Value City Department Stores Inc /Oh • Retail-variety stores • New York
RECITALSExecutive Employment Agreement • May 4th, 2001 • Value City Department Stores Inc /Oh • Retail-variety stores • Ohio
RECITALSIndemnification Agreement • July 13th, 2004 • Retail Ventures Inc • Retail-variety stores • Ohio
RECITALSAssignment and Assumption Agreement • May 12th, 2005 • Retail Ventures Inc • Retail-variety stores
EXHIBIT 10.1 EMPLOYMENT AGREEMENT RETAIL VENTURES, INC. AND HEYWOOD WILANSKY THIS EMPLOYMENT AGREEMENT (this "Agreement") is by and between Retail Ventures, Inc. (the "Company") and Heywood Wilansky (the "Executive"), and has been fully executed by...Employment Agreement • November 24th, 2004 • Retail Ventures Inc • Retail-variety stores • Ohio
WITNESSETH:Lease Agreement • April 14th, 2005 • Retail Ventures Inc • Retail-variety stores
BACKGROUNDSupply Agreement • July 11th, 2005 • Retail Ventures Inc • Retail-variety stores • Ohio
LEASELease • April 14th, 2005 • Retail Ventures Inc • Retail-variety stores
ARTICLE 1 DEFINITIONSAsset Purchase Agreement • February 4th, 2000 • Value City Department Stores Inc /Oh • Retail-variety stores • New York
1 EXHIBIT 2.3Stock Purchase Agreement • December 6th, 1999 • Value City Department Stores Inc /Oh • Retail-variety stores • Delaware
FORM OF WARRANT THIS WARRANT AND ANY SECURITIES ACQUIRED UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAW OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF...Warrant Agreement • June 18th, 2002 • Value City Department Stores Inc /Oh • Retail-variety stores • New York
EXHIBIT 10 EMPLOYMENT AGREEMENT VALUE CITY DEPARTMENT STORES, INC. AND JOHN C. ROSSLER THIS EMPLOYMENT AGREEMENT ("Agreement") is by and between Value City Department Stores, Inc. ("Company") and John C. Rossler ("Executive"), and has been fully...Employment Agreement • September 12th, 2002 • Value City Department Stores Inc /Oh • Retail-variety stores • Ohio
ARTICLE I ASSETS TO BE PURCHASEDAsset Purchase Agreement • May 22nd, 1998 • Value City Department Stores Inc /Oh • Retail-variety stores • Ohio
EXHIBIT 4.3 SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 11th, 2005 • Retail Ventures Inc • Retail-variety stores • New York
RECITALSFinancing Agreement • July 11th, 2005 • Retail Ventures Inc • Retail-variety stores • New York
EXHIBIT 10.1 FOURTH AMENDMENT TO LOAN AND SECURITY AGREEMENT This Fourth Amendment to Loan and Security Agreement (the "FOURTH AMENDMENT") is made as of this 10th day of March, 2005 by and among National City Business Credit, Inc. (f/k/a National City...Loan and Security Agreement • March 15th, 2005 • Retail Ventures Inc • Retail-variety stores • New York
LEASELease • April 14th, 2005 • Retail Ventures Inc • Retail-variety stores
Exhibit 4.2 [FORM OF TERM LOAN WARRANT] THIS WARRANT AND ANY SECURITIES ACQUIRED UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAW OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED...Warrant Agreement • July 11th, 2005 • Retail Ventures Inc • Retail-variety stores • New York
EXHIBIT 10.51 AGREEMENT OF LEASELease Agreement • April 14th, 2005 • Retail Ventures Inc • Retail-variety stores
RECITALSMerger Agreement • October 8th, 2003 • Value City Department Stores Inc /Oh • Retail-variety stores • Ohio
LICENSE AGREEMENTLicense Agreement • September 13th, 2005 • Retail Ventures Inc • Retail-variety stores • Ohio
1 Exhibit 10.52.1 FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (MARTIN P. DOOLAN) This First Amendment is made effective July 1, 1997 by and between Value City Department Stores, Inc. ("Company") and Martin P. Doolan ("Executive") to amend that certain...Employment Agreement • October 30th, 1998 • Value City Department Stores Inc /Oh • Retail-variety stores
BETWEENLease Agreement • May 12th, 2005 • Retail Ventures Inc • Retail-variety stores
1 AGREEMENT OF LEASE ------------------Lease Agreement • November 1st, 1996 • Value City Department Stores Inc /Oh • Retail-variety stores
EXHIBIT 10.5 AMENDMENT TO CORPORATE SERVICES AGREEMENT The Corporate Services Agreement dated the 11th day of June 2002 (the "Agreement") by and between Value City Department Stores, Inc. and its wholly owned subsidiaries ("VCDS") and Schottenstein...Corporate Services Agreement • July 11th, 2005 • Retail Ventures Inc • Retail-variety stores • Ohio
Exhibit 4.1 [FORM OF CONVERSION WARRANT] THIS WARRANT AND ANY SECURITIES ACQUIRED UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAW OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED...Common Stock Purchase Warrant • July 11th, 2005 • Retail Ventures Inc • Retail-variety stores • New York
Exhibit 10(a) FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT This First Amendment to Loan and Security Agreement (the "FIRST AMENDMENT") is made as of this 7th day of October, 2003 by and among National City Commercial Finance, Inc., an Ohio...Loan and Security Agreement • October 8th, 2003 • Value City Department Stores Inc /Oh • Retail-variety stores
Exhibit 10.1 SECOND AMENDMENT TO LOAN AND SECURITY AGREEMENT This Second Amendment to Loan and Security Agreement (the "SECOND AMENDMENT") is made as of this 29th day of July, 2004 by and among National City Business Credit, Inc. (f/k/a National City...Loan and Security Agreement • September 8th, 2004 • Retail Ventures Inc • Retail-variety stores
1 Exhibit 10.56 AGREEMENT OF LEASELease Agreement • October 30th, 1998 • Value City Department Stores Inc /Oh • Retail-variety stores
EXHIBIT 10.53 GROUND LEASE AGREEMENT ADJACENT SHOPPING CENTER: POLARIS FASHION PLACE LOCATION: COLUMBUS, OHIO LANDLORD: POLARIS MALL, LLC TENANT: SSC - POLARIS LLCGround Lease Agreement • April 14th, 2005 • Retail Ventures Inc • Retail-variety stores • Ohio
EMPLOYMENT AGREEMENT (James McGrady)Employment Agreement • May 4th, 2001 • Value City Department Stores Inc /Oh • Retail-variety stores • Ohio
