AMENDMENT NO. 1 TO COLLATERAL AGREEMENTCollateral Agreement • May 26th, 2011 • Retail Ventures Inc • Retail-variety stores
This Amendment No. 1 (this “Amendment”), is made and entered into as of May 25, 2011, among Retail Ventures, Inc., an Ohio corporation (the “Pledgor”), DSW MS LLC, an Ohio limited liability company (the “Successor”), HSBC Bank USA, National Association, as collateral agent (in such capacity, the “Collateral Agent”), HSBC Bank USA, National Association, as indenture trustee under the Indenture (in such capacity, with its successors in such capacity, the “Indenture Trustee”) and HSBC Bank USA, National Association, as securities intermediary (in such capacity, the “Securities Intermediary”), and amends, as provided herein, the Collateral Agreement, dated as of August 16, 2006, among the Pledgor, the Collateral Agent, the Indenture Trustee and the Securities Intermediary (the “Agreement”). Capitalized terms used and not otherwise defined in this Amendment shall have the meanings ascribed to such terms in the Agreement.
SUPPLEMENTAL INDENTURE Dated as of May 25, 2011 among RETAIL VENTURES, INC., DSW MS LLC and HSBC Bank USA, National Association, as Indenture TrusteeSupplemental Indenture • May 26th, 2011 • Retail Ventures Inc • Retail-variety stores • New York
SUPPLEMENTAL INDENTURE, dated as of May 25, 2011 (this “Supplemental Indenture”), among Retail Ventures, Inc., an Ohio corporation (the “Initial Issuer”), DSW MS LLC, an Ohio limited liability company (the “Successor”), and HSBC Bank USA, National Association, a national banking association, acting as indenture trustee (the “Indenture Trustee”). Capitalized terms used and not otherwise defined in this Supplemental Indenture shall have the meanings ascribed to such terms in the Indenture.
AMENDMENT TO MASTER SEPARATION AGREEMENTMaster Separation Agreement • May 26th, 2011 • Retail Ventures Inc • Retail-variety stores • Ohio
This AMENDMENT TO MASTER SEPARATION AGREEMENT (this “Agreement”) is made and entered into as of May 25, 2011, by and between DSW INC. (“DSW”), and RETAIL VENTURES, INC. (“Retail Ventures”).
FIRST AMENDMENT TO RIGHTS AGREEMENTRights Agreement • May 26th, 2011 • Retail Ventures Inc • Retail-variety stores • Ohio
THIS FIRST AMENDMENT TO RIGHTS AGREEMENT, dated as of May 25, 2011 (this “Amendment”) is between Retail Ventures, Inc., an Ohio corporation (the “Company”) and Computershare Trust Company, N.A., a federally chartered trust company, as rights agent (the “Rights Agent”). All capitalized terms used herein and not otherwise defined shall have the respective meaning assigned to such terms in the Rights Agreement, dated as of February 8, 2011, by and between the Company and the Rights Agent (the “Rights Agreement”).
DSW MS LLC Operating Agreement and DeclarationOperating Agreement and Declaration • May 26th, 2011 • Retail Ventures Inc • Retail-variety stores • Ohio
THIS OPERATING AGREEMENT AND DECLARATION (this “Agreement”), by DSW Inc., an Ohio corporation (the “Member”), is made and dated to be effective upon the filing of the Articles of Organization, as defined below.
