INDENTURE Dated as of August 16, 2016 Among TRU TAJ LLC and TRU TAJ FINANCE, INC., as Issuers, and EACH GUARANTOR PARTY HERETO and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee and Collateral Trustee, 12% SENIOR SECURED NOTES DUE 2021Indenture • August 18th, 2016 • Toys R Us Inc • Retail-hobby, toy & game shops • New York
INDENTURE, dated as of August 16, 2016, among TRU Taj LLC, a Delaware limited liability company (the “Issuer”), TRU Taj Finance, Inc., a Delaware corporation (the “Co-Issuer” and, together with the Issuer, the “Issuers”), Toys “R” Us, Inc., a Delaware corporation (the “Parent”), the other Guarantors (as defined herein), and Wilmington Trust, National Association, as Trustee and as Collateral Trustee.
INTERCREDITOR AGREEMENT Among TRU EUROPE LIMITED, CERTAIN OF ITS SUBSIDIARIES FROM TIME TO TIME PARTY HERETO, TRU IBERIA HOLDINGS 1, S.L.U. (FORMERLY KNOWN AS NUTLEY, S.L.U.), CERTAIN OF ITS SUBSIDIARIES FROM TIME TO TIME PARTY HERETO TRU AUSTRALIA...Intercreditor Agreement • August 18th, 2016 • Toys R Us Inc • Retail-hobby, toy & game shops • New York
INTERCREDITOR AGREEMENT, dated as of August 16, 2016 (as amended, restated, supplemented and/or otherwise modified from time to time, this “Agreement”), among Deutsche Bank AG New York Branch, as Representative for certain of the Senior Secured Parties (in such capacity and together with its successors in such capacity, the “First Lien Collateral Agent”), Wilmington Trust, National Association, as Collateral Trustee, as Representative for certain of the Second Priority Debt Parties (in such capacity and together with its successors in such capacity, the “Collateral Trustee”), and each other Representative that from time to time becomes a party hereto pursuant to Section 12.09, TRU Europe Limited (the “European Parent Guarantor”), TRU Iberia Holdings 1, S.L.U. (formerly known as Nutley, S.L.U.) (the “Spanish Parent Guarantor”), TRU Australia Holdings, LLC (the “Australian Parent Guarantor”), Toys “R” Us (UK) Limited (the “UK Holdco”), Toys “R” Us Limited (“Toys UK” and together with the
COLLATERAL TRUST AGREEMENT dated as of August 16, 2016 among TRU TAJ LLC, TRU TAJ FINANCE, INC. the other Grantors from time to time party hereto, WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee under the Indenture and WILMINGTON TRUST, NATIONAL...Collateral Trust Agreement • August 18th, 2016 • Toys R Us Inc • Retail-hobby, toy & game shops • New York
COLLATERAL TRUST AGREEMENT (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with Section 7.1 hereof, this “Agreement”) dated as of August 16, 2016 among TRU TAJ LLC, a Delaware limited liability company (the “Issuer”), TRU Taj Finance, Inc., a Delaware corporation (the “Co-Issuer” and, together with the Issuer, the “Issuers”) the other Grantors from time to time party hereto, Wilmington Trust, National Association, as Trustee (as defined below), and Wilmington Trust, National Association, as Collateral Trustee (in such capacity and together with its successors in such capacity, the “Collateral Trustee”).
