AMENDMENT NO. 1 TO THE REGISTRATION RIGHTS AGREEMENT June 10, 2008Reorganization Agreement • July 9th, 2010 • Toys R Us Inc • Retail-hobby, toy & game shops • New York
This Amendment No. 1 (this “Amendment”) to the Registration Rights Agreement among Toys “R” Us Holdings, Inc. (“Holdings”), Funds managed by Bain Capital Partners, LLC or its Affiliates, Toybox Holdings LLC, Vornado Truck LLC and certain other Persons, dated as of July 21, 2005 (the “Agreement”) shall become effective as of the Closing (as defined in that certain Reorganization Agreement, dated as of June 10, 2008 (the “Reorganization Agreement”), by and among Toys “R” Us, Inc., a Delaware corporation (“Toys”), and Holdings, the sole stockholder of Toys). Capitalized terms used but not otherwise defined in this Amendment have the meaning given to such terms in the Reorganization Agreement and/or the Agreement, as applicable.
REGISTRATION RIGHTS AGREEMENT among Toys “R” Us Holdings, Inc. Funds managed by Bain Capital Partners, LLC or its Affiliates, Toybox Holdings LLC, Vornado Truck LLC and certain other Persons Dated as of July 21, 2005Registration Rights Agreement • July 9th, 2010 • Toys R Us Inc • Retail-hobby, toy & game shops • New York
