Sears Roebuck Acceptance Corp. $1,000,000,000 Medium-Term Notes Series VI DISTRIBUTION AGREEMENTDistribution Agreement • November 26th, 2002 • Sears Roebuck Acceptance Corp • Short-term business credit institutions • New York
Sears Roebuck Acceptance Corp., a Delaware corporation (the "Company"), proposes to issue and sell from time to time its Medium-Term Notes Series VI (the "Notes") in an aggregate initial offering price up to U.S. $1,000,000,000 (or the equivalent in foreign currency or currency units), and agrees with each person serving as an agent pursuant to this Agreement (individually, an "Agent", and collectively, the "Agents") as set forth herein. Subject to the terms and conditions stated herein, the Company hereby (i) appoints each Agent as an agent of the Company for the purpose of soliciting and receiving offers to purchase Notes from the Company and (ii) agrees that whenever it determines to sell Notes directly to any Agent as principal, it will enter into a separate agreement (each a "Terms Agreement"), substantially in the form of Annex I hereto, relating to such sale in accordance with Section 3(b) hereof (unless the Company and such Agent shall otherwise agree).
