SECOND LIEN CREDIT AGREEMENT Dated as of September 1, 2016 among SEARS HOLDINGS CORPORATION and SEARS ROEBUCK ACCEPTANCE CORP. and KMART CORPORATION, as Borrowers and THE LENDERS NAMED HEREIN, and JPP, LLC, as AgentSecond Lien Credit Agreement • September 2nd, 2016 • Sears Holdings Corp • Retail-department stores • New York
SECOND LIEN CREDIT AGREEMENT (this “Agreement”) dated as of September 1, 2016, among SEARS HOLDINGS CORPORATION, a Delaware corporation (“Holdings”), SEARS ROEBUCK ACCEPTANCE CORP., a Delaware corporation (“SRAC”), KMART CORPORATION, a Michigan corporation (“Kmart Corp.”), the banks, financial institutions and other institutional lenders listed on the signature pages hereof or pursuant to any joinder hereto or through an assignment as provided in Section 9.07 hereof as Term Lenders, JPP, LLC, a Delaware limited liability company, as administrative agent and collateral administrator (the “Agent”).
AMENDED AND RESTATED INTERCREDITOR AGREEMENT by and among BANK OF AMERICA, N.A. and WELLS FARGO BANK, NATIONAL ASSOCIATION, as ABL Agents, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Second Lien Agent Dated as of September 1, 2016Intercreditor Agreement • September 2nd, 2016 • Sears Holdings Corp • Retail-department stores • New York
THIS AMENDED AND RESTATED INTERCREDITOR AGREEMENT (as amended, supplemented, restated or otherwise modified from time to time pursuant to the terms hereof, this “Agreement”) is entered into as of September 1, 2016 by and among BANK OF AMERICA, N.A., in its capacity as administrative agent and co-collateral agent and WELLS FARGO BANK, NATIONAL ASSOCIATION, as successor to WELLS FARGO RETAIL FINANCE, LLC, in its capacity as co-collateral agent (together with their respective successors and assigns in such capacities, the “ABL Agents”), for (i) the financial institutions party from time to time to the ABL Credit Agreement referred to below (such financial institutions, together with their respective successors, assigns and transferees, the “ABL Lenders”) and (ii) any ABL Bank Product Affiliates and ABL Cash Management Affiliates (each as defined below) (such ABL Bank Product Affiliates and ABL Cash Management Affiliates, together with the ABL Agents and the ABL Lenders, the “ABL Secured P
FIRST AMENDMENT TO SECURITY AGREEMENTSecurity Agreement • September 2nd, 2016 • Sears Holdings Corp • Retail-department stores • New York
This First Amendment to Security Agreement, dated as of September 1, 2016 (this “First Amendment”), is by and among Sears Holding Corporation (“Holdings”), the guarantors from time to time party to the Security Agreement (as defined herein) (collectively, and together with Holdings, the “Grantors”), and Wilmington Trust, National Association, in its capacity as collateral agent (in such capacity, and together with any successors and assigns, the “Collateral Agent”). Capitalized terms not defined herein have the meanings given in the Security Agreement.
