TAX SHARING AGREEMENTTax Sharing Agreement • September 10th, 2012 • Sears Hometown & Outlet Stores, Inc. • Retail-department stores • Illinois
This Tax Sharing Agreement (the “Agreement”), dated as of the 8th day of August, 2012, is by and among Sears Holdings Corporation, a Delaware corporation (“Sears Holdings”), and Sears Hometown and Outlet Stores, Inc., a Delaware corporation (“SHO”), and all of its direct and indirect Subsidiaries (SHO and its present and future Subsidiaries shall be collectively referred to herein as the “SHO Companies”).
MERCHANDISING AGREEMENT BETWEEN SEARS, ROEBUCK AND CO., KMART CORPORATION, AND SEARS HOLDINGS CORPORATION AND SEARS HOMETOWN AND OUTLET STORES, INC., SEARS AUTHORIZED HOMETOWN STORES, LLC, AND SEARS OUTLET STORES, L.L.C., August 8, 2012Merchandising Agreement • September 10th, 2012 • Sears Hometown & Outlet Stores, Inc. • Retail-department stores • Illinois
This MERCHANDISING AGREEMENT (this “Agreement”) is between (1) SEARS, ROEBUCK AND CO., a New York corporation (“SRC”), KMART CORPORATION, a Michigan corporation (“Kmart” and together with SRC, “Seller”), and SEARS HOLDINGS CORPORATION, a Delaware corporation (“SHC”), and (2) SEARS HOMETOWN AND OUTLET STORES, INC., a Delaware corporation (“SHO”), SEARS AUTHORIZED HOMETOWN STORES, LLC, a Delaware limited liability company (SAHS”), and SEARS OUTLET STORES, L.L.C., a Delaware limited liability company (“Outlet Co.” and together with SHO and SAHS, “Buyer”). Other capitalized terms used but not defined in this Agreement are defined in Section 20, which begins on page 29.
STORE LICENSE AGREEMENT August 8, 2012License Agreement • September 10th, 2012 • Sears Hometown & Outlet Stores, Inc. • Retail-department stores • Illinois
This STORE LICENSE AGREEMENT (“Agreement”) is between SEARS ROEBUCK AND CO., a New York corporation (“Sears”), and SEARS OUTLET STORES, L.L.C., a Delaware limited liability company (“Outlet Stores”).
STORE LICENSE AGREEMENT August 8, 2012License Agreement • September 10th, 2012 • Sears Hometown & Outlet Stores, Inc. • Retail-department stores • Illinois
This STORE LICENSE AGREEMENT (“Agreement”), is between SEARS, ROEBUCK AND CO., a New York corporation (“Sears”), and SEARS AUTHORIZED HOMETOWN STORES, LLC, a Delaware limited liability company (“SAHS”).
TRADEMARK LICENSE AGREEMENT August 8, 2012Trademark License Agreement • September 10th, 2012 • Sears Hometown & Outlet Stores, Inc. • Retail-department stores • Illinois
This Trademark License Agreement (“Agreement”) is made between Sears, Roebuck and Co., a New York corporation located at 3333 Beverly Road, Hoffman Estates, IL 60179 (“Sears”), and Sears Hometown and Outlet Stores, Inc., located at 3333 Beverly Road Hoffman Estates, Illinois 60179 (“SHO”).
STORE LICENSE AGREEMENT August 8, 2012License Agreement • September 10th, 2012 • Sears Hometown & Outlet Stores, Inc. • Retail-department stores • Illinois
This STORE LICENSE AGREEMENT (“Agreement”), is between SEARS ROEBUCK AND CO., a New York corporation (“Sears”), and SEARS HOME APPLIANCE SHOWROOMS, LLC, a Delaware limited liability company (“SHAS”).
EMPLOYEE TRANSITION AND ADMINISTRATIVE SERVICES AGREEMENTEmployee Transition and Administrative Services Agreement • September 10th, 2012 • Sears Hometown & Outlet Stores, Inc. • Retail-department stores • Illinois
THIS EMPLOYEE TRANSITION AND ADMINISTRATIVE SERVICES AGREEMENT (this “Agreement”), dated as of August 31, 2012, is made by and between (i) Sears Holdings Management Corporation on behalf of itself and its Affiliates (“SHMC” or the “Service Provider”); and (ii) Sears Hometown and Outlet Stores, Inc. (“SHO”), Sears Authorized Hometown Stores, LLC (“Hometown”), and Sears Outlet Stores, L.L.C. (“Outlet” and together with SHO and Hometown, collectively the “SHO Group”).
