TRANSACTION SUPPORT AGREEMENT June 13, 2016Transaction Support Agreement • June 14th, 2016 • Toys R Us Inc • Retail-hobby, toy & game shops • New York
This TRANSACTION SUPPORT AGREEMENT (together with all exhibits, annexes and schedules attached hereto, including but not limited to the Exchange Offer Term Sheet attached hereto as Exhibit B (the “Term Sheet”), each as amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”) is entered into by and among (i) Toys “R” Us, Inc. (the “Company”, and together with ExchangeCo (as defined below) upon it becoming a party hereto pursuant to Section 7 hereof, the “Company Parties”) and (ii) the undersigned holders (including beneficial owners or investment managers of beneficial owners) of Existing 2017 Notes (as defined herein) and/or of Existing 2018 Notes (as defined herein) (together with any Joining Party (as defined herein) pursuant to Section 20 hereof, the “Support Parties”). Each of the Company Parties and the Support Parties shall be referred to as a “Party” and, collectively, as the “Parties”.
