0001193125-12-402575 Sample Contracts

INDENTURE Dated as of August 1, 2012 Between TOYS “R” US, INC., and THE BANK OF NEW YORK MELLON as Trustee, 10.375% SENIOR NOTES DUE 2017
Indenture • September 25th, 2012 • Toys R Us Inc • Retail-hobby, toy & game shops • New York

INDENTURE, dated as of August 1, 2012, between Toys “R” Us, Inc., a Delaware corporation (the “Issuer”) and The Bank of New York Mellon, as Trustee.

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REGISTRATION RIGHTS AGREEMENT by and among TOYS “R” US, INC. and Goldman, Sachs & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated Deutsche Bank Securities Inc. Citigroup Global Markets, LLC Credit Suisse Securities (USA) LLC HSBC Securities...
Registration Rights Agreement • September 25th, 2012 • Toys R Us Inc • Retail-hobby, toy & game shops • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 1, 2012, by and among Toys “R” Us, Inc., a Delaware corporation (the “Company”) and J.P. Morgan Securities LLC, Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Deutsche Bank Securities Inc., Citigroup Global Markets, LLC, Credit Suisse Securities (USA) LLC, HSBC Securities (USA) Inc. and Wells Fargo Securities, LLC (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 10.375% Senior Notes due 2017 (the “Securities”) pursuant to the Purchase Agreement (as defined below).

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