0001104659-20-067051 Sample Contracts

Re: Commitment Letter
Commitment Letter • May 28th, 2020 • Tuesday Morning Corp/De • Retail-variety stores • New York

This Senior Secured Super Priority Debtor-In-Possession Credit Agreement dated as of [____], 2020 (this “Agreement”), among TUESDAY MORNING, INC., a Texas corporation (the “Borrower”), each of the Subsidiary Guarantors (as hereinafter defined), TUESDAY MORNING CORPORATION, a Delaware corporation (“Parent”), TMI HOLDINGS, INC., a Delaware corporation (“Intermediate Holdings”), the LENDERS party hereto from time to time, JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”) and WELLS FARGO BANK, N.A., as syndication agent (in such capacity, the “Syndication Agent”).

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