GAMESTOP CORP., as the Issuer, and The Subsidiary Guarantors party hereto, as the Subsidiary Guarantors 10.00% SENIOR SECURED NOTES DUE 2023 INDENTURE Dated as of July 6, 2020 U.S. BANK NATIONAL ASSOCIATION, as Trustee and Notes Collateral AgentIndenture • July 6th, 2020 • GameStop Corp. • Retail-computer & computer software stores • New York
This INDENTURE, dated as of July 6, 2020, is by and between GAMESTOP CORP. (the “Issuer”), the Subsidiary Guarantors party hereto (the “Subsidiary Guarantors”) and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee”) and as notes collateral agent (the “Notes Collateral Agent”).
INTERCREDITOR AGREEMENT by and among BANK OF AMERICA, N.A., as ABL Agent, U.S. BANK NATIONAL ASSOCIATION, as Notes Agent, each additional representative from time to time party hereto, and each of the Credit Parties party hereto Dated as of July 6, 2020Intercreditor Agreement • July 6th, 2020 • GameStop Corp. • Retail-computer & computer software stores • New York
THIS 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 July 6, 2020, by and among (a) BANK OF AMERICA, N.A. (in its individual capacity, “Bank of America”), in its capacities as administrative agent and collateral agent (together with its successors and assigns in such capacities, the “ABL Agent”) for the ABL Secured Parties (as defined below), (b) U.S. BANK NATIONAL ASSOCIATION (in its individual capacity, “U.S. Bank”), in its capacity as notes collateral agent under the Original Notes Indenture referred to below (together with its successors and assigns in such capacity, the “Notes Agent”) for the Notes Secured Parties (as defined below), (c) each additional representative in respect of Additional Debt (as defined below) from time to time party hereto and (d) each of the Credit Parties (as defined below) party hereto.
FIFTH SUPPLEMENTAL INDENTUREFifth Supplemental Indenture • July 6th, 2020 • GameStop Corp. • Retail-computer & computer software stores • New York
FIFTH SUPPLEMENTAL INDENTURE (this “Fifth Supplemental Indenture”), dated as of June 17, 2020, by and among GameStop Corp., a Delaware corporation (the “Company”), the subsidiary Guarantors listed on the signature pages hereto (the “Guarantors”) and U.S. Bank National Association, as trustee (the “Trustee”).
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • July 6th, 2020 • GameStop Corp. • Retail-computer & computer software stores • New York
