0000950152-06-007168 Sample Contracts

THIRD AMENDED AND RESTATED SENIOR LOAN AGREEMENT — SSC
Senior Loan Agreement • August 22nd, 2006 • Retail Ventures Inc • Retail-variety stores • New York
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PLEDGE AGREEMENT
Pledge Agreement • August 22nd, 2006 • Retail Ventures Inc • Retail-variety stores • New York

PLEDGE AGREEMENT, dated as of August 16, 2006 made by Retail Ventures, Inc., an Ohio corporation (the “Company”), with and in favor of Schottenstein Stores Corporation, a Delaware Corporation (the “Warrant Holder”).

COLLATERAL AGREEMENT Among RETAIL VENTURES, INC. As Pledgor, HSBC BANK USA, NATIONAL ASSOCIATION, As Collateral Agent, HSBC BANK USA, NATIONAL ASSOCIATION, As Indenture Trustee and HSBC BANK USA, NATIONAL ASSOCIATION, As Securities Intermediary Dated...
Collateral Agreement • August 22nd, 2006 • Retail Ventures Inc • Retail-variety stores

THIS COLLATERAL AGREEMENT (the “Agreement), dated as of August 16, 2006, among Retail Ventures, Inc., an Ohio corporation (the “Pledgor”), HSBC Bank USA, National Association, as collateral agent (in such capacity, the “Collateral Agent”) for the benefit of HSBC Bank USA, National Association, as indenture trustee under the Indenture (in such capacity, together with its successors in such capacity, the “Indenture Trustee”), the Indenture Trustee and HSBC Bank USA, National Association, as securities intermediary in respect of the Collateral Account (as defined below) (in such capacity, the “Securities Intermediary”).

FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • August 22nd, 2006 • Retail Ventures Inc • Retail-variety stores • Ohio

This First Amendment to Amended and Restated Loan and Security Agreement (the “First Amendment”) is made as of this 16th day of August, 2006 by and among

PREPAYMENT, COVENANT TERMINATION AND RELEASE AGREEMENT
Covenant Termination and Release Agreement • August 22nd, 2006 • Retail Ventures Inc • Retail-variety stores • New York

PREPAYMENT, COVENANT TERMINATION AND RELEASE AGREEMENT, dated as of August 16, 2006, by and among Value City Department Stores LLC, an Ohio limited liability company (“Value City” or “Borrower”), Gramex Retail Stores, Inc., a Delaware corporation (“Gramex”), Filene’s Basement, Inc., a Delaware corporation (“Filene’s”), GB Retailers, Inc. a Delaware corporation (“GB”), Value City of Michigan, Inc., a Michigan corporation (“VC Michigan”), J.S. Overland Delivery, Inc. (“Overland”), Value City Department Stores Services, Inc. (“Services”), Retail Ventures, Inc., an Ohio corporation (the “Parent”), Retail Ventures Jewelry, Inc., an Ohio corporation (“RV Jewelry”), Retail Ventures Services, Inc., an Ohio corporation (“RV Services”), Retail Ventures Licensing, Inc., a Delaware corporation (“RV Licensing”), and Retail Ventures Imports, Inc. (formerly known as VC Acquisition, Inc.), an Ohio corporation (“Imports”, and together with Gramex, Filene’s, GB, VC Michigan, Overland, Services, the Pare

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