1 EXHIBIT 1 FEDERATED DEPARTMENT STORES, INC. 61/8% TERM ENHANCED REMARKETABLE SECURITIES(SM) (TERMS(SM)) Underwriting Agreement August 19, 1998 Credit Suisse First Boston Corporation Chase Securities Inc. Goldman, Sachs & Co. BancAmerica Robertson...Federated Department Stores Inc /De/ • August 25th, 1998 • Retail-department stores • New York
AMENDED EXHIBIT AEmployment Agreement • April 15th, 2004 • Federated Department Stores Inc /De/ • Retail-department stores
INDENTUREIndenture • April 22nd, 1999 • Federated Department Stores Inc /De/ • Retail-department stores
RECITALS --------Employment Agreement • April 17th, 1997 • Federated Department Stores Inc /De/ • Retail-department stores • Ohio
THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of July 24 , 2000 FEDERATED DEPARTMENT STORES, INC., a Delaware corporation (the "Borrower"), the banks, financial institutions and other institutional lenders (collectively, the "Initial Lenders")...Credit Agreement • September 12th, 2000 • Federated Department Stores Inc /De/ • Retail-department stores • New York
FIRST AMENDMENT TO AMENDED AND RESTATED TERM LOAN AGREEMENT AND OTHER RESTRUCTURED LOAN DOCUMENTS This First Amendment to Amended and Restated Term Loan Agreement and other Restructured Loan Documents ("First Amendment") is made and dated as of...License Agreement • December 12th, 1995 • Federated Department Stores Inc /De/ • Retail-department stores • California
ASSIGNMENT AND ASSUMPTION AGREEMENT Reference is made to the Security Purchase Agreement dated as of July 30, 1998 , as amended by the First Amendment Agreement dated as of July 29, 1999, the Second Amendment Agreement dated as of July 20, 2000 and...Assignment and Assumption Agreement • December 12th, 2000 • Federated Department Stores Inc /De/ • Retail-department stores • New York
AmongCredit Agreement • September 18th, 2001 • Federated Department Stores Inc /De/ • Retail-department stores • New York
WITNESSETH:Loan Agreement • April 16th, 1998 • Federated Department Stores Inc /De/ • Retail-department stores
TransferorPooling and Servicing Agreement • December 12th, 2000 • Federated Department Stores Inc /De/ • Retail-department stores • Delaware
INDENTUREIndenture • August 25th, 1998 • Federated Department Stores Inc /De/ • Retail-department stores
TWELFTH AMENDMENT TO RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • April 15th, 2004 • Federated Department Stores Inc /De/ • Retail-department stores
dated as of March 1, 2003 betweenEmployment Agreement • April 16th, 2003 • Federated Department Stores Inc /De/ • Retail-department stores • Ohio
EXHIBIT 10.11 FIRST OMNIBUS AMENDMENT This First Omnibus Amendment, dated as of December 19, 2003 (this "Amendment"), is among Seven Hills Funding Corporation (formerly known as Deerfield Funding Corporation) (the "CP Issuer"); Federated Department...Federated Department Stores Inc /De/ • April 15th, 2004 • Retail-department stores • New York
ANDIndenture • March 26th, 2001 • Federated Department Stores Inc /De/ • Retail-department stores
EXHIBIT 1 FEDERATED DEPARTMENT STORES, INC. 6 5/8% SENIOR NOTES DUE 2011 UNDERWRITING AGREEMENT March 21, 2000 Credit Suisse First Boston Corporation Banc of America Securities LLC Chase Securities Inc. Salomon Smith Barney Inc. Banc One Capital...Federated Department Stores Inc /De/ • March 26th, 2001 • Retail-department stores • New York
July 9, 1997 Goldman, Sachs & Co. Credit Suisse First Boston Corporation Prudential Securities Incorporated c/o Goldman, Sachs & Co. 85 Broad Street New York, New York 10004 Ladies and Gentlemen: Federated Department Stores, Inc., a Delaware...Federated Department Stores Inc /De/ • July 15th, 1997 • Retail-department stores • New York
Offer To Purchase for Cash All of the Outstanding Common Shares of Fingerhut Companies, Inc. at $25.00 Net Per Share by Bengal Subsidiary Corp., a direct, wholly owned subsidiary of Federated Department Stores, Inc. ------------------...Federated Department Stores Inc /De/ • February 18th, 1999 • Retail-department stores
BY AND AMONGAgreement and Plan of Merger • February 18th, 1999 • Federated Department Stores Inc /De/ • Retail-department stores • Delaware
andPooling and Servicing Agreement • September 14th, 1999 • Federated Department Stores Inc /De/ • Retail-department stores
EXHIBIT 1.1 FEDERATED DEPARTMENT STORES, INC. 6.30% SENIOR NOTES DUE 2009 6.90% SENIOR DEBENTURES DUE 2029 PURCHASE AGREEMENTFederated Department Stores Inc /De/ • April 22nd, 1999 • Retail-department stores • New York
Exhibit 10.43 EMPLOYMENT AGREEMENT As of March 10, 1997Employment Agreement • April 16th, 1998 • Federated Department Stores Inc /De/ • Retail-department stores • Ohio
FIRST AMENDMENT TO SERIES 1997-1 VARIABLE FUNDING SUPPLEMENT THIS FIRST AMENDMENT TO SERIES 1997-1 VARIABLE FUNDING SUPPLEMENT (this "Amendment"), dated as of June 19, 2000, is entered into by and among PRIME II RECEIVABLES CORPORATION (the...Federated Department Stores Inc /De/ • September 12th, 2000 • Retail-department stores • New York
Federated Department Stores, Inc. 8.125% Senior Notes due 2002 Underwriting Agreement ----------------------Federated Department Stores Inc /De/ • October 4th, 1995 • Retail-department stores • New York
INDENTUREFourth Supplemental Indenture • June 5th, 2000 • Federated Department Stores Inc /De/ • Retail-department stores
EXHIBIT 4.3 FEDERATED DEPARTMENT STORES, INC. 6.30% SENIOR NOTES DUE 2009 6.90% SENIOR DEBENTURES DUE 2029 REGISTRATION RIGHTS AGREEMENTFederated Department Stores Inc /De/ • April 22nd, 1999 • Retail-department stores • New York
AmongDay Credit Agreement • September 18th, 2001 • Federated Department Stores Inc /De/ • Retail-department stores • New York
TransferorPooling and Servicing Agreement • June 15th, 1999 • Federated Department Stores Inc /De/ • Retail-department stores • Delaware
EMPLOYMENT AGREEMENTEmployment Agreement • April 15th, 2004 • Federated Department Stores Inc /De/ • Retail-department stores
TransferorPooling and Servicing Agreement • June 15th, 1999 • Federated Department Stores Inc /De/ • Retail-department stores • Delaware
THIRTEENTH AMENDMENT TO AMENDED AND RESTATED POOLING AND SERVICING AGREEMENTPooling and Servicing Agreement • April 15th, 2004 • Federated Department Stores Inc /De/ • Retail-department stores
SECOND AMENDMENT AGREEMENT to FINGERHUT RECEIVABLES, INC. SECURITY PURCHASE AGREEMENT This Second Amendment Agreement (the "Amendment") is executed as of the 20th day of July, 2000, by and among Fingerhut Receivables, Inc. (the "Transferor"), Kitty...Second Amendment Agreement • September 12th, 2000 • Federated Department Stores Inc /De/ • Retail-department stores • New York
Offer To Purchase For Cash All of the Outstanding Common Shares of Fingerhut Companies, Inc. at $25.00 Net Per Share by Bengal Subsidiary Corp., a direct, wholly owned subsidiary of Federated Department Stores, Inc. ------------------...Federated Department Stores Inc /De/ • February 18th, 1999 • Retail-department stores
EIGHTH AMENDMENT TO AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT This Eighth Amendment dated as of March 3, 1997 to the Amended and Restated Pooling and Servicing Agreement dated as of December 15, 1992 is among PRIME RECEIVABLES CORPORATION...Pooling and Servicing Agreement • April 17th, 1997 • Federated Department Stores Inc /De/ • Retail-department stores
FIRST AMENDMENT AGREEMENT to FINGERHUT RECEIVABLES, INC. SECURITY PURCHASE AGREEMENTFirst Amendment Agreement • September 14th, 1999 • Federated Department Stores Inc /De/ • Retail-department stores • New York
