Sears Roebuck Acceptance Corp Sample Contracts

Sears Roebuck Acceptance Corp. $2,000,000,000 Medium-Term Notes Series I DISTRIBUTION AGREEMENT
Distribution Agreement • October 27th, 1995 • Sears Roebuck Acceptance Corp • Short-term business credit institutions • New York
October 16, 1998
Pricing Agreement • November 12th, 1998 • Sears Roebuck Acceptance Corp • Short-term business credit institutions
SEARS, ROEBUCK AND CO. 3333 BEVERLY ROAD HOFFMAN ESTATES, ILLINOIS 60179 March 1, 1996 Sears Roebuck Acceptance Corp. 3711 Kennett Pike Greenville, Delaware 19807 Gentlemen: This is to confirm our agreement ("Extension Agreement") that the term "Debt...
Extension Agreement • March 28th, 1996 • Sears Roebuck Acceptance Corp • Short-term business credit institutions

This is to confirm our agreement ("Extension Agreement") that the term "Debt Securities" as defined in the Fixed Charge Coverage and Ownership Agreement dated as of May 15, 1995 between Sears Roebuck Acceptance Corp. ("SRAC"), and Sears, Roebuck and Co. shall be expanded to include up to $2 billion aggregate initial offering price of debt securities to be issued by SRAC under Registration Statement No. 33-64215.

Exhibit 1(e) UNDERWRITING AGREEMENT MORGAN STANLEY & CO. INCORPORATED 1585 Broadway New York, New York 10036
Underwriting Agreement • October 15th, 1997 • Sears Roebuck Acceptance Corp • Short-term business credit institutions • New York
Exhibit 4(jj) [Bank Letterhead] Sears Roebuck Acceptance Corp 3711 Kennett Pike Greenville, DE 19807 Attention: Keith E. Trost [Bank Name and Address] RE: Amended and Restated Credit Agreement dated as of April 28, 1997(as amended, the "Credit...
Credit Agreement • March 19th, 1999 • Sears Roebuck Acceptance Corp • Short-term business credit institutions • New York

RE: Amended and Restated Credit Agreement dated as of April 28, 1997(as amended, the "Credit Agreement") among Sears Roebuck Acceptance Corp., the Banks parties thereto, the Senior Managing Agent, Managing Agents, Co-Arrangers, Co-Agents and Lead Managers referred to therein and Morgan Guaranty Trust Company of New York, as Agent.

UNDERWRITING AGREEMENT
Underwriting Agreement • February 14th, 2003 • Sears Roebuck Acceptance Corp • Short-term business credit institutions • New York

Merrill Lynch, Pierce, Fenner & Smith Incorporated Salomon Smith Barney Inc. Morgan Stanley & Co. Incorporated UBS Warburg LLC Banc of America Securities LLC Deutsche Bank Securities Inc. RBC Dain Rauscher Inc. Lehman Brothers Inc. McDonald Investments Inc. U.S. Bancorp Piper Jaffray Inc. Wachovia Securities, Inc. Wells Fargo Investment Services, LLC

Exhibit 1(d) UNDERWRITING AGREEMENT MERRILL LYNCH & CO. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED World Financial Center North Tower New York, New York 10281
Underwriting Agreement • October 15th, 1997 • Sears Roebuck Acceptance Corp • Short-term business credit institutions • New York
UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER...
Note • May 31st, 2002 • Sears Roebuck Acceptance Corp • Short-term business credit institutions

Sears Roebuck Acceptance Corp., a corporation organized and existing under the laws of the State of Delaware (hereinafter called the "Company"), for value received, hereby promises to pay to CEDE & Co., or registered assigns, the principal sum of Five Hundred Million Dollars ($500,000,000) upon presentation and surrender of this Note, on the first day of June, 2032 at the office or agency of the Company in the Borough of Manhattan of The City of New York or, at the option of the holder hereof, such office or agency, if any, maintained by the Company in the city in which the principal executive offices of the Company are located or the city in which the principal corporate trust office of the Trustee is located or the City of Luxembourg, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts, and to pay interest on said principal sum at the rate of 7.00% per annum, either, at the option of the Company, by check mai

Sears Roebuck Acceptance Corp. $1,500,000,000 Medium-Term Notes Series VII DISTRIBUTION AGREEMENT
Distribution Agreement • May 16th, 2003 • Sears Roebuck Acceptance Corp • Short-term business credit institutions • New York

Sears Roebuck Acceptance Corp., a Delaware corporation (the "Company"), proposes to issue and sell from time to time its Medium-Term Notes Series VII (the "Notes") in an aggregate initial offering price up to U.S. $1,500,000,000 (or the equivalent in foreign currency or currency units), and agrees with each person serving as an agent pursuant to this Agreement (individually, an "Agent", and collectively, the "Agents") as set forth herein. Subject to the terms and conditions stated herein, the Company hereby (i) appoints each Agent as an agent of the Company for the purpose of soliciting and receiving offers to purchase Notes from the Company and (ii) agrees that whenever it determines to sell Notes directly to any Agent as principal, it will enter into a separate agreement (each a "Terms Agreement"), substantially in the form of Annex I hereto, relating to such sale in accordance with Section 3(b) hereof (unless the Company and such Agent shall otherwise agree).

PRICING AGREEMENT
Pricing Agreement • May 31st, 2002 • Sears Roebuck Acceptance Corp • Short-term business credit institutions • Delaware

Morgan Stanley & Co. Incorporated Bear, Stearns & Co. Inc. Lehman Brothers Inc. As Representatives of and on behalf of the several Underwriters named in Schedule I hereto

EXHIBIT 1(b) UNDERWRITING AGREEMENT
Underwriting Agreement • May 6th, 1999 • Sears Roebuck Acceptance Corp • Short-term business credit institutions • New York
February 26, 1998
Pricing Agreement • March 6th, 1998 • Sears Roebuck Acceptance Corp • Short-term business credit institutions
Anastasia D. Kelly Executive Vice President, General Counsel Sears, Roebuck and Co. 3333 Beverly Road Hoffman Estates, IL 60179 September 10, 2001
Pricing Agreement • September 20th, 2001 • Sears Roebuck Acceptance Corp • Short-term business credit institutions • New York

Morgan Stanley & Co. Incorporated As Representative of the several Underwriters named in Schedule I to the Pricing Agreement dated September 5, 2001 1585 Broadway New York, New York 10036

PRICING AGREEMENT
Pricing Agreement • September 20th, 2001 • Sears Roebuck Acceptance Corp • Short-term business credit institutions

Morgan Stanley & Co. Incorporated 1585 Broadway, 2nd Floor New York, NY 10036 As Representative of and on behalf of the several Underwriters named in Schedule I hereto

PRICING AGREEMENT
Pricing Agreement • July 9th, 1997 • Sears Roebuck Acceptance Corp • Short-term business credit institutions
SEARS, ROEBUCK AND CO. 3333 Beverly Road Hoffman Estates, Illinois February 24, 2003
364-Day Credit Agreement • February 27th, 2003 • Sears Roebuck Acceptance Corp • Short-term business credit institutions

This is to confirm our agreement ("Credit Agreement Support Letter") that, so long as amounts owing by SRAC under the Credit Agreement have not been paid or any Lender shall have any commitment to lend under the Credit Agreement, Sears will:

PRICING AGREEMENT MORGAN STANLEY & CO. INCORPORATED GOLDMAN, SACHS & CO. MERRILL LYNCH & CO. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED SALOMON BROTHERS INC As the several Underwriters named in Schedule I hereto c/o Morgan Stanley & Co....
Pricing Agreement • October 27th, 1995 • Sears Roebuck Acceptance Corp • Short-term business credit institutions

MORGAN STANLEY & CO. INCORPORATED GOLDMAN, SACHS & CO. MERRILL LYNCH & CO. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED SALOMON BROTHERS INC As the several Underwriters named in Schedule I hereto c/o Morgan Stanley & Co. Incorporated 1221 Avenue of the Americas New York, New York 10020

Mayer, Brown, ROWE & MAW
Pricing Agreement • May 31st, 2002 • Sears Roebuck Acceptance Corp • Short-term business credit institutions

Morgan Stanley & Co. Incorporated Bear, Stearns & Co. Inc. Lehman Brothers Inc. c/o Morgan Stanley & Co. Incorporated 1585 Broadway, 2nd Floor New York, New York 10036

UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER...
Note • July 2nd, 2002 • Sears Roebuck Acceptance Corp • Short-term business credit institutions

Sears Roebuck Acceptance Corp., a corporation organized and existing under the laws of the State of Delaware (hereinafter called the "Company"), for value received, hereby promises to pay to CEDE & Co., or registered assigns, the principal sum of Two Hundred and Fifty Million Dollars ($250,000,000) upon presentation and surrender of this Note, on the fifteenth day of July, 2042 at the office or agency of the Company in the Borough of Manhattan of The City of New York or, at the option of the holder hereof, such office or agency, if any, maintained by the Company in the city in which the principal executive offices of the Company are located or the city in which the principal corporate trust office of the Trustee is located, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts, and to pay interest on said principal sum at the rate of 7% per annum, either, at the option of the Company, by check mailed to the addre

Mayer, Brown & Platt
Pricing Agreement • January 31st, 2001 • Sears Roebuck Acceptance Corp • Short-term business credit institutions

Goldman, Sachs & Co. As Representative of the several Underwriters named in Schedule I to the Pricing Agreement dated January 19, 2001 85 Broad Street New York, New York 10004