0001193125-14-226574 Sample Contracts

UNDERWRITING AGREEMENT THE TJX COMPANIES, INC. Underwriting Agreement
Underwriting Agreement • June 5th, 2014 • TJX Companies Inc /De/ • Retail-family clothing stores • New York

The TJX Companies, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $750,000,000 principal amount of its 2.750% Notes due 2021 (the “Securities”). The Securities will be issued pursuant to the Indenture, dated as of April 2, 2009 (the “Base Indenture”) between the Company and U.S. Bank National Association, as trustee (the “Trustee”), as supplemented by a Fourth Supplemental Indenture, to be dated as of June 5, 2014, between the Company and the Trustee (together with the Base Indenture, the “Indenture”).

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THE TJX COMPANIES, INC., as Issuer and U.S. Bank National Association, as Trustee FOURTH SUPPLEMENTAL INDENTURE Dated as of June 5, 2014 to the Indenture dated as of April 2, 2009 2.750% Notes due 2021
Fourth Supplemental Indenture • June 5th, 2014 • TJX Companies Inc /De/ • Retail-family clothing stores • New York

FOURTH SUPPLEMENTAL INDENTURE (this “Fourth Supplemental Indenture”), dated as of June 5, 2014, between The TJX Companies, Inc., a Delaware corporation (the “Company”), and U.S. Bank National Association, as Trustee (the “Trustee”).

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