0000930413-08-006546 Sample Contracts

AMENDMENT NO. 8 TO THE AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 6, 2008
Credit Agreement • November 10th, 2008 • Sothebys • Services-business services, nec • New York

AMENDMENT NO. 8 TO THE AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) among SOTHEBY’S, a Delaware corporation (“Holdings”), SOTHEBY’S, INC., a New York corporation (the “Company” and, together with Holdings, the “U.S. Borrowers”), OATSHARE LIMITED, a company registered in England and Wales with registration number 01737495 (“Oatshare”), SOTHEBY’S, a company registered in England and Wales with registration number 00874867 (“Sotheby’s” and, together with Oatshare, the “U.K. Borrowers”, and collectively with the U.S. Borrowers, the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”) and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender, L/C Issuer and Foreign Currency Lead Lender.

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AMENDMENT NO. 7 TO THE AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • November 10th, 2008 • Sothebys • Services-business services, nec • New York

AMENDMENT NO. 7 TO THE AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) among SOTHEBY’S, a Delaware corporation (“Holdings”), SOTHEBY’S, INC., a New York corporation (the “Company” and, together with Holdings, the “U.S. Borrowers”), OATSHARE LIMITED, a company registered in England and Wales with registration number 01737495 (“Oatshare”), SOTHEBY’S, a company registered in England and Wales with registration number 00874867 (“Sotheby’s” and, together with Oatshare, the “U.K. Borrowers”, and collectively with the U.S. Borrowers, the “Borrowers”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”) and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender, L/C Issuer and Foreign Currency Lead Lender.

Gilbert L. Klemann, II, Esq. Executive Vice President, Worldwide General Counsel and Secretary Sotheby’s 1334 York Avenue New York, NY 10021 Re: Amendment to Agreement Dear Gil:
Severance Agreement • November 10th, 2008 • Sothebys • Services-business services, nec

We refer to the Severance Agreement between you and Sotheby’s dated as of Octber 9, 2007 (the “Agreement”). You and Sotheby’s hereby agree to amend the Agreement as follows:

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