0001548309-13-000077 Sample Contracts

SUPPLEMENTAL AGREEMENT Dated: December 9, 2013

Supplemental Agreement • December 10th, 2013 • Sears Hometown & Outlet Stores, Inc. • Retail-department stores • Illinois

• Contract Type
  Supplemental Agreement
• Filed
  December 10th, 2013
• Company
  Sears Hometown & Outlet Stores, Inc.
• Industry
  Retail-department stores
• Jurisdiction
  Illinois

This Supplemental Agreement (this “Agreement”) between Sears Holdings Corporation, a Delaware corporation (“SHLD”), and Sears Hometown and Outlet Stores, Inc., a Delaware corporation (“SHO”), is retroactive to October 6, 2013 (the “Effective Date”).

AMENDMENT NO. 2 TO MERCHANDISING AGREEMENT Dated: December 9, 2013

Merchandising Agreement • December 10th, 2013 • Sears Hometown & Outlet Stores, Inc. • Retail-department stores

• Contract Type
  Merchandising Agreement
• Filed
  December 10th, 2013
• Company
  Sears Hometown & Outlet Stores, Inc.
• Industry
  Retail-department stores

THIS AMENDMENT NO. 2 TO MERCHANDISING AGREEMENT (this “Amendment”) between (1) SEARS, ROEBUCK AND CO., a New York corporation (“SRC”), KMART CORPORATION, a Michigan corporation (“Kmart” and together with SRC, “Seller”), and (2) SEARS HOMETOWN AND OUTLET STORES, INC., a Delaware corporation (“SHO”), SEARS AUTHORIZED HOMETOWN STORES, LLC, a Delaware limited liability company (“SAHS”), and SEARS OUTLET STORES, L.L.C., a Delaware limited liability company (“Outlet Co.” and together with SHO and SAHS, “Buyer”), and is retroactive to October 6, 2013 (the “Amendment Date”), and amends that certain Merchandising Agreement between Seller and Buyer dated August 8, 2012 (as amended, the “Agreement”). Capitalized terms used but not otherwise defined herein have the meanings ascribed to such terms in the Agreement.

Contract

Services Agreement • December 10th, 2013 • Sears Hometown & Outlet Stores, Inc. • Retail-department stores

• Contract Type
  Services Agreement
• Filed
  December 10th, 2013
• Company
  Sears Hometown & Outlet Stores, Inc.
• Industry
  Retail-department stores

Amendment No. 1 to Separation Agreement Dated: December 9th, 2013

Separation Agreement • December 10th, 2013 • Sears Hometown & Outlet Stores, Inc. • Retail-department stores

• Contract Type
  Separation Agreement
• Filed
  December 10th, 2013
• Company
  Sears Hometown & Outlet Stores, Inc.
• Industry
  Retail-department stores

This Amendment No. 1 (“Amendment”), to that certain Separation Agreement (the “Agreement”) between Sears Holdings Corporation, a Delaware corporation (“SHLD”), and Sears Hometown and Outlet Stores, Inc., a Delaware corporation (“SHO”), is made by the parties thereto and is retroactive to November 30th, 2013 (the “Amendment Date”). Capitalized terms used but not otherwise defined herein have the meanings ascribed to such terms in the Agreement.