DG STRATEGIC II, LLC OPERATING AGREEMENTOperating Agreement • March 30th, 2009 • Dolgen I, Inc. • Retail-variety stores • Tennessee
This OPERATING AGREEMENT (“Agreement”) is made and entered into as of the 20th day of March, 2009, by Dollar General Corporation, a Tennessee corporation, as the sole member (the “Member”) of DG Strategic II, LLC, a Tennessee limited liability company (the “Company”).
THIRD SUPPLEMENTAL INDENTUREThird Supplemental Indenture • March 30th, 2009 • Dolgen I, Inc. • Retail-variety stores • New York
Third Supplemental Indenture (this “Supplemental Indenture”), dated as of March 23, 2009, among Dolgen I, Inc.; Dolgen II, Inc.; Dolgen III, Inc.; DG Strategic I, LLC; DG Strategic II, LLC; and DG Strategic III, LLC (each hereinafter referred to as the “Guaranteeing Subsidiary”), each a Tennessee corporation or Tennessee limited liability company, as applicable, and each a subsidiary of Dollar General Corporation, a Tennessee Corporation (the “Issuer”), and U.S. Bank National Association, as successor trustee (the “Trustee”).
ContractPledge Agreement • March 30th, 2009 • Dolgen I, Inc. • Retail-variety stores
SUPPLEMENT NO. 3 dated as of March 23, 2009 to the PLEDGE AGREEMENT dated as of July 6, 2007, as previously supplemented, among Dollar General Corporation, a Tennessee corporation (the “Borrower”), each of the Subsidiaries of the Borrower listed on the signature pages hereto (each such Subsidiary being a “Subsidiary Pledgor” and, collectively, the “Subsidiary Pledgors”; the Subsidiary Pledgors and the Borrower are referred to collectively as the “Pledgors”) and Citicorp North America, Inc., as collateral agent (in such capacity, the “Collateral Agent”) under the Credit Agreement referred to below.
ContractSecurity Agreement • March 30th, 2009 • Dolgen I, Inc. • Retail-variety stores
SUPPLEMENT NO. 3 dated as of March 23, 2009, to the Security Agreement dated as of July 6, 2007, as previously supplemented (the “Security Agreement”), among Dollar General Corporation, a Tennessee corporation (the “Parent Borrower”), each subsidiary of the Parent Borrower party to the Credit Agreement (as defined below) (each such subsidiary, a “Subsidiary Borrower” together with the Parent Borrower, the “Borrowers”) and each subsidiary of the Parent Borrower that became a party thereto pursuant to Section 8.13 of the Security Agreement) (each such subsidiary individually a “Subsidiary Grantor” and, collectively, the “Subsidiary Grantors”; the Subsidiary Grantors, the Subsidiary Borrowers and the Parent Borrower are referred to collectively herein as the “Grantors”), and The CIT Group/Business Credit, Inc. (“CIT”), as collateral agent (in such capacity, the “Collateral Agent”) under the Credit Agreement referred to below.
ContractSecurity Agreement • March 30th, 2009 • Dolgen I, Inc. • Retail-variety stores
SUPPLEMENT NO. 3 dated as of March 23, 2009, to the Security Agreement dated as of July 6, 2007, as previously supplemented (the “Security Agreement”), among Dollar General Corporation, a Tennessee corporation (the “Borrower”), each subsidiary of the Borrower listed on Annex A thereto (each such subsidiary individually a “Subsidiary Grantor” and, collectively, the “Subsidiary Grantors”; the Subsidiary Grantors and the Borrower are referred to collectively herein as the “Grantors”), and Citicorp North America, Inc., as collateral agent (in such capacity, the “Collateral Agent”) under the Credit Agreement referred to below.
ContractDolgen I, Inc. • March 30th, 2009 • Retail-variety stores
SUPPLEMENT NO. 2 dated as of March 23, 2009, to the GUARANTEE (the “Guarantee”) dated as of September 11, 2007, among DC Financial, LLC (the “Guarantor”), and The CIT Group/Business Credit Inc., as Collateral Agent for the Lenders from time to time parties to the Credit Agreement referred to below.
