Kohls Corporation Sample Contracts

AND
Kohls Corporation • July 16th, 1999 • Retail-department stores • New York
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to Indenture dated as of December 1, 1995
Kohls Corporation • March 6th, 2002 • Retail-department stores • New York
Common Stock (par value $.01 per share) FORM OF UNDERWRITING AGREEMENT
Kohls Corporation • August 5th, 1997 • Retail-department stores • New York
WITNESSETH:
Receivables Purchase Agreement • April 15th, 2002 • Kohls Corporation • Retail-department stores • Illinois
TRUSTEE
Kohls Corporation • August 17th, 2000 • Retail-department stores • New York
EXHIBIT 10.2 [LOGO THE BANK OF NEW YORK] FIVE-YEAR CREDIT AGREEMENT, dated as of July 10, 2002,
Credit Agreement • September 16th, 2002 • Kohls Corporation • Retail-department stores • New York
1 EXHIBIT 4.4 REGISTRATION RIGHTS AGREEMENT Dated as of March 8, 2001
Registration Rights Agreement • April 18th, 2001 • Kohls Corporation • Retail-department stores • New York
Common Stock (par value $.01 per share)
Underwriting Agreement • March 10th, 1999 • Kohls Corporation • Retail-department stores • New York
among
Registration Rights Agreement • July 16th, 1999 • Kohls Corporation • Retail-department stores • New York
ARTICLE I ---------
Employment Agreement • April 17th, 2001 • Kohls Corporation • Retail-department stores • Wisconsin
KOHL’S CORPORATION $500,000,000 3.375% Notes due 2031 UNDERWRITING AGREEMENT
Underwriting Agreement • March 31st, 2021 • KOHLS Corp • Retail-department stores • New York

the prospectus if you request it by calling BofA Securities, In. toll-free 1-800-294-1322 or dg.prospectus_requests@bofa.com, J.P. Morgan Securities LLC, collect at (212) 834-4533, or Morgan Stanley & Co. LLC, toll-free at 1-866-718-1649 or prospectus@morganstanley.com.

CREDIT AGREEMENT Dated as of January 19, 2023 among KOHL’S, INC., as the Lead Borrower For The Borrowers Named Herein The Guarantors Named Herein WELLS FARGO BANK, NATIONAL ASSOCIATION as Agent, L/C Issuer and Swing Line Lender, and The Other Lenders...
Credit Agreement • January 19th, 2023 • KOHLS Corp • Retail-department stores • New York

The Borrowers have requested that the Lenders provide a revolving credit facility, and the Lenders have indicated their willingness to lend and the L/C Issuer has indicated its willingness to issue Letters of Credit, in each case on the terms and conditions set forth herein.

EMPLOYMENT AGREEMENT
Employment Agreement • March 18th, 2020 • KOHLS Corp • Retail-department stores • Wisconsin

THIS EMPLOYMENT AGREEMENT (“Agreement”) is executed as of this 14th day of May, 2018, by and between Kohl’s Department Stores, Inc. and Kohl’s Corporation (collectively referred to in this Agreement as “Company”) and Doug Howe (“Executive”).

EXECUTIVE COMPENSATION AGREEMENT
Executive Compensation Agreement • June 1st, 2023 • KOHLS Corp • Retail-department stores • Wisconsin

THIS EXECUTIVE COMPENSATION AGREEMENT (“Agreement”) is effective as of this 20th day of February, 2023, by and between Kohl’s, Inc. (the “Company”) and Jennifer Kent (“Employee”).

Kohl’s Corporation and Equiniti Trust Company as Rights Agent Rights Agreement Dated as of February 3, 2022
Rights Agreement • February 4th, 2022 • KOHLS Corp • Retail-department stores • New York

outstanding Common Stock). However, if upon acquiring beneficial ownership of one or more additional shares of Common Stock, the Existing Holder does not beneficially own 10% or more (20% or more in the case of a passive institutional investor) of the Common Stock then outstanding, the Existing Holder shall not be deemed to be an “Acquiring Person” for purposes of the Agreement.

AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • March 20th, 2015 • KOHLS Corp • Retail-department stores • Wisconsin

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (“Agreement”) is executed as of this 1st day of April, 2012, by and between Kohl's Department Stores, Inc. and Kohl's Corporation (collectively referred to in this Agreement as “Company”) and Kenneth G. Bonning (“Executive”).

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EXECUTIVE COMPENSATION AGREEMENT
Executive Compensation Agreement • March 23rd, 2007 • Kohls Corporation • Retail-department stores • Wisconsin

THIS EXECUTIVE COMPENSATION AGREEMENT (“Agreement”) is executed as of this day of , 200 , by and between Kohl’s Department Stores, Inc. (“Company”) and (“Employee”).

KOHL’S CORPORATION $650,000,000 4.000% Notes due 2021 UNDERWRITING AGREEMENT
Underwriting Agreement • October 18th, 2011 • KOHLS Corp • Retail-department stores • New York
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Indenture • April 17th, 2001 • Kohls Corporation • Retail-department stores • New York
KOHL’S CORPORATION $300,000,000 4.750% Notes due 2023 UNDERWRITING AGREEMENT
KOHLS Corp • September 12th, 2013 • Retail-department stores • New York

this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling J.P. Morgan Securities LLC collect at (212) 834-4533, Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at (800) 294-1322 or Morgan Stanley & Co. LLC toll-free at (866) 718-1649.

SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of November 3, 2017 by and among KOHL’S CORPORATION, as Borrower, THE LENDERS PARTY HERETO, as Lenders, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent, Swing Line Lender and...
Credit Agreement • November 3rd, 2017 • KOHLS Corp • Retail-department stores • New York

SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated as of November 3, 2017, by and among KOHL’S CORPORATION, a Wisconsin corporation (the “Borrower”), the lenders party hereto (together with their respective assigns, the “Lenders”, each a “Lender”), Bank of America, N.A., JPMorgan Chase Bank, N.A., The Bank of Tokyo-Mitsubishi UFJ, Ltd., a member of MUFG, a global financial group, and U.S. Bank National Association, as syndication agents, Capital One, N.A., Goldman Sachs Bank USA, and Morgan Stanley Senior Funding, Inc., as documentation agents, Wells Fargo Bank, National Association, Bank of America, N.A., JPMorgan Chase Bank, N.A., The Bank of Tokyo-Mitsubishi UFJ, Ltd., a member of MUFG, a global financial group, and U.S. Bank National Association, as Swing Line Lenders and Issuing Banks, and Wells Fargo Bank, National Association, as the administrative agent (in such capacity, the “Administrative Agent”).

Kohl’s Department Stores, Inc. N56 W17000 Ridgewood Drive Menomonee Falls, Wisconsin 53051 November 17, 2008
Kohls Corporation • November 19th, 2008 • Retail-department stores

We have entered into an employment agreement with you dated January 31, 1998 (the “Employment Agreement”). Certain provisions of the Employment Agreement are subject to the provisions of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”). Under the final regulations issued by the Department of Treasury under Code Section 409A, all arrangements that are subject to Section 409A must be amended to comply with the final regulations on or before January 1, 2009. Therefore, in order to comply with the final regulations under Section 409A, we are hereby amending your Employment Agreement, effective as of November 17, 2008, as follows:

Contract
KOHLS Corp • September 25th, 2012 • Retail-department stores • New York

KOHL’S CORPORATION and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., Trustee _______________________ SIXTH SUPPLEMENTAL INDENTURE Dated as of September 25, 2012 _______________________ 3.250 % Notes due 2023

RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • June 20th, 2023 • KOHLS Corp • Retail-department stores • Wisconsin

The Company and Executive have previously entered into an Executive Compensation Agreement (the “Executive Compensation Agreement”) setting forth some of the terms of Executive’s employment and post-employment relationships with Company.

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 19th, 2004 • Kohls Corporation • Retail-department stores

This Amendment to the November 15, 2000 Employment Agreement (the “Agreement”) between KOHL’S DEPARTMENT STORES, INC., a Delaware corporation (“Company”), and ARLENE MEIER (“Executive”) is made as of this 31st day of January, 2004.

FORM OF CHIEF EXECUTIVE OFFICER RESTRICTED STOCK AGREEMENT PURSUANT TO THE KOHL'S CORPORATION 2010 LONG TERM COMPENSATION PLAN RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • September 2nd, 2016 • KOHLS Corp • Retail-department stores • Wisconsin

The Company and Executive have previously entered into an Amended and Restated Employment Agreement (the “Employment Agreement”) setting forth some of the terms of Executive’s employment and post-employment relationships with Company.

Kohl’s Department Stores, Inc. N56 W17000 Ridgewood Drive Menomonee Falls, Wisconsin 53051 November 17, 2008
Kohls Corporation • November 19th, 2008 • Retail-department stores

We have entered into an employment agreement with you dated September 10, 2007 (the “Employment Agreement”). Certain provisions of the Employment Agreement are subject to the provisions of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”). Under the final regulations issued by the Department of Treasury under Code Section 409A, all arrangements that are subject to Section 409A must be amended to comply with the final regulations on or before January 1, 2009. Therefore, in order to comply with the final regulations under Section 409A, we are hereby amending your Employment Agreement, effective as of November 17, 2008 as follows:

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