0001005414-16-000101 Sample Contracts

AMENDMENT NO. 1 TO STOCK OPTION AGREEMENT
Stock Option Agreement • September 13th, 2016 • Toys R Us Inc • Retail-hobby, toy & game shops • Delaware

This Amendment (“Amendment”), dated as of September 12th, 2016, is made by and between Toys “R” Us, Inc. (the “Company”) and Michael J. Short (the “Optionee”).

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BY HAND DELIVERY Michael J. Short Dear Michael:
Employment Agreement • September 13th, 2016 • Toys R Us Inc • Retail-hobby, toy & game shops

The Company hereby amends paragraph 6(c) of your employment agreement, dated June 19, 2014, to allow you to participate in the Toys “R” Us, Inc. 2010 Incentive Plan effective September 12, 2016.

AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED SYNDICATED FACILITY AGREEMENT
Syndicated Facility Agreement • September 13th, 2016 • Toys R Us Inc • Retail-hobby, toy & game shops • New York

AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED SYNDICATED FACILITY AGREEMENT, dated as of June 28, 2016 (this “Amendment”), among TRU Europe Limited (the “European Parent Guarantor”), TRU Iberia Holdings 1, S.L.U. (formerly known as Nutley, S.L.U.) (the “Spanish Parent Guarantor”), TRU Australia Holdings, LLC (the “Australian Parent Guarantor”), Toys “R” Us (UK) Limited (the “UK Holdco”), Toys “R” Us Limited (“Toys UK” and together with the UK Holdco, the “U.K. Borrowers”), Toys “R” Us (Australia) Pty Ltd (ABN 77 057 455 026) (the “Australian Borrower”), Toys “R” Us GmbH (the “German Borrower”), Toys “R” Us Iberia, S.A.U. (the “Spanish Borrower” and, together with the U.K. Borrowers, the Australian Borrower and the German Borrower, collectively, the “Borrowers”, and individually, a “Borrower”), TRU (UK) H7 Limited (“Midco1”), TRU (UK) H8 Limited (“Midco2”), Toys “R” Us Holdings Limited (“TRU Holdings”), Toys “R” Us Financial Services Limited (“TRU Financial Services”), Toys “R” Us Prop

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