Common use of INSTRUCTIONS TO MAKE CERTAIN PAYMENTS Clause in Contracts

INSTRUCTIONS TO MAKE CERTAIN PAYMENTS. Pursuant to Section 5.2, the Servicer does hereby instruct the Indenture Trustee or the Paying Agent as the case may be, to pay in accordance with Section 5.2 from the Collection Account or the Principal Accumulation Account, as applicable, on , which date is a Distribution Date under the Indenture Supplement, the following amounts: A. Pursuant to Subsection 5.2(a): (1) Class A-1 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest on the Class A-1 Notes pursuant to the Indenture Supplement $ (2) Class A-1 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal of the Class A-1 Notes pursuant to the Indenture Supplement $ B. Pursuant to Subsection 5.2(b): (1) Class A-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest on the Class A-2 Notes pursuant to the Indenture Supplement $ (2) Class A-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal of the Class A-2 Notes pursuant to the Indenture Supplement $ C. Pursuant to Subsection 5.2(c): (1) Class B Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest on the Class B Notes pursuant to the Indenture Supplement $ (2) Class B Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal of the Class B Notes pursuant to the Indenture Supplement $ D. Pursuant to Subsection 5.2(d): (1) Class C-1 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest of the Class C-1 Notes pursuant to the Indenture Supplement, including amounts withdrawn from the Spread Account $ (2) Class C-1 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal on the Class C-1 Notes pursuant to the Indenture Supplement $ E. Pursuant to Subsection 5.2(e): (1) Class C-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest of the Class C-2 Notes pursuant to the Indenture Supplement, including amounts withdrawn from the Spread Account $ (2) Class C-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal on the Class C-2 Notes pursuant to the Indenture Supplement $

INSTRUCTIONS TO MAKE CERTAIN PAYMENTS. Pursuant to Section 5.2, the Servicer does hereby instruct the Indenture Trustee or the Paying Agent as the case may be, to pay in accordance with Section 5.2 from the Collection Account or the Principal Accumulation Account, as applicable, on , which date is a Distribution Date under the Indenture Supplement, the following amounts: A. Pursuant to Subsection 5.2(a): (1) Class A-1 A Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest on the Class A-1 A Notes pursuant to the Indenture Supplement $ (2) Class A-1 A Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal of the Class A-1 A Notes pursuant to the Indenture Supplement $ B. Pursuant to Subsection 5.2(b): (1) Class A-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest on the Class A-2 Notes pursuant to the Indenture Supplement $ (2) Class A-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal of the Class A-2 Notes pursuant to the Indenture Supplement $ C. Pursuant to Subsection 5.2(c): (1) Class B Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest on the Class B Notes pursuant to the Indenture Supplement $ (2) Class B Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal of the Class B Notes pursuant to the Indenture Supplement $ D. C. Pursuant to Subsection 5.2(d5.2(c): (1) Class C-1 C Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest of the Class C-1 C Notes pursuant to the Indenture Supplement, including amounts withdrawn from the Spread Account $ (2) Class C-1 C Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal on the Class C-1 C Notes pursuant to the Indenture Supplement $ E. Pursuant to Subsection 5.2(e): (1) Class C-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest of the Class C-2 Notes pursuant to the Indenture Supplement, including amounts withdrawn from the Spread Account $ (2) Class C-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal on the Class C-2 Notes pursuant to the Indenture Supplement $

INSTRUCTIONS TO MAKE CERTAIN PAYMENTS. Pursuant to Section 5.2WFN, the as Servicer does hereby instruct the MUFG Union Bank, N.A., as Indenture Trustee or the Paying Agent as the case may beTrustee, to pay in accordance with Section 5.2 the [Describe Applicable Indenture Supplements], and the Series 2014-C Indenture Supplement, dated as of November 7, 2014, [additional indenture supplements as applicable from time to time] (each, an "Indenture Supplement") from the Collection Distribution Account (or other Series Account as specified below) on [ ] which date is a Transfer Date under each Indenture Supplement, amounts so deposited pursuant to each Indenture Supplement as set below. Defined terms used herein have the meanings specified in the related Indenture Supplements. (From Distribution Accounts) 1. Amount to be distributed to the Class A Noteholders 2. Amount to be distributed to the Class M Noteholders, if applicable 3. Amount to be distributed to the Class B Noteholders, if applicable 4. Amount to be distributed to the Class C Noteholders, if applicable 5. Amount to be distributed to the Class D Noteholders, if applicable 6. Amount to be distributed to the Swap Provider, if applicable 7. Amount to be received from the Swap Provider, if applicable 8. Amount to be returned to WFN (From Principal Accounts) 1. Amount to be distributed to the Class A Noteholders 2. Amount to be distributed to the Class M Noteholders 3. Amount to be distributed to the Class B Noteholders 4. Amount to be distributed to the Class C Noteholders 5. Amount to be distributed to the Class D Noteholders (from Accounts below to Finance Charge Accounts) 1. Cash Collateral Account, if applicable 2. Spread Account, if applicable 3. Principal Accumulation Account, if applicable 4. Principal Account, if applicable 5. Reserve Account, if applicable By: Name: Title: MONTHLY NOTEHOLDERS' STATEMENT WORLD FINANCIAL NETWORK CREDIT CARD MASTER NOTE TRUST [List Applicable Series] AND SERIES 2014-C Pursuant to the Master Indenture, dated as applicableof August 1, on 2001, which date is a Distribution Date under (as amended and supplemented, the "Indenture") between World Financial Network Credit Card Master Note Trust (the "Issuer") and MUFG Union Bank, N.A., as indenture trustee (the "Indenture Trustee"), [Describe Applicable Indenture Supplements], and the Series 2014-C Indenture Supplement, dated as of November 7, 2014 (each, an "Indenture Supplement"), Comenity Bank, as Servicer (the following amounts: A. Pursuant "Servicer"), under the Transfer and Servicing Agreement, dated as of August 1, 2001 (as amended, the "Transfer and Servicing Agreement") between the Servicer, WFN Credit Company, LLC, as Transferor and the Issuer, is required to Subsection 5.2(a): (1) Class A-1 Noteholder’s pro rata share prepare certain information each month regarding current distributions to the Noteholders and the performance of the amounts on deposit Trust during the previous month. The information required to be prepared with respect to the Distribution Date of [ ], 20[ ], and with respect to the performance of the Trust during the month of [ ], 20[ ] is set forth below. Capitalized terms herein are defined in the Distribution Account that are allocated Indenture and available on such Distribution Date to pay interest on the Class A-1 Notes pursuant to the Indenture Supplement $ (2) Class A-1 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal of the Class A-1 Notes pursuant to the Indenture Supplement $ B. Pursuant to Subsection 5.2(b): (1) Class A-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest on the Class A-2 Notes pursuant to the Indenture Supplement $ (2) Class A-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal of the Class A-2 Notes pursuant to the Indenture Supplement $ C. Pursuant to Subsection 5.2(c): (1) Class B Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest on the Class B Notes pursuant to the Indenture Supplement $ (2) Class B Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal of the Class B Notes pursuant to the Indenture Supplement $ D. Pursuant to Subsection 5.2(d): (1) Class C-1 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest of the Class C-1 Notes pursuant to the Indenture Supplement, including amounts withdrawn from the Spread Account $ (2) Class C-1 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal on the Class C-1 Notes pursuant to the Indenture Supplement $ E. Pursuant to Subsection 5.2(e): (1) Class C-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest of the Class C-2 Notes pursuant to the Indenture Supplement, including amounts withdrawn from the Spread Account $ (2) Class C-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal on the Class C-2 Notes pursuant to the Indenture Supplement $Supplements.

INSTRUCTIONS TO MAKE CERTAIN PAYMENTS. Pursuant to Section 5.2, the Servicer Issuer does hereby instruct the Indenture Trustee or the Paying Agent as the case may be, to pay in accordance with Section 5.2 from the Collection Account or the Principal Accumulation Account, as applicable, on , which date is a Distribution Payment Date under the Indenture Supplement, the following amounts: A. Pursuant to Subsection Section 5.2(a): (1) Class A-1 A Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Payment Date to pay interest on the Class A-1 A Notes pursuant to the Indenture Supplement $ (2) Class A-1 A Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Payment Date to pay principal of the Class A-1 A Notes pursuant to the Indenture Supplement $ B. Pursuant to Subsection Section 5.2(b): (1) Class A-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest on the Class A-2 Notes pursuant to the Indenture Supplement $ (2) Class A-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal of the Class A-2 Notes pursuant to the Indenture Supplement $ C. Pursuant to Subsection 5.2(c): (1) Class B Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Payment Date to pay interest on the Class B Notes pursuant to the Indenture Supplement $ (2) Class B Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Payment Date to pay principal of the Class B Notes pursuant to the Indenture Supplement $ D. C. Pursuant to Subsection 5.2(dSection 5.2(c): (1) Class C-1 C Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Payment Date to pay interest of the Class C-1 C Notes pursuant to the Indenture Supplement, including amounts withdrawn from the Spread Account $ (2) Class C-1 C Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Payment Date to pay principal on the Class C-1 C Notes pursuant to the Indenture Supplement $ E. Pursuant to Subsection 5.2(e): (1) Class C-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest of the Class C-2 Notes pursuant to the Indenture Supplement, including amounts withdrawn from the Spread Account $ (2) Class C-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal on the Class C-2 Notes pursuant to the Indenture Supplement $

INSTRUCTIONS TO MAKE CERTAIN PAYMENTS. Pursuant to Section 5.2WFN, the as Servicer does hereby instruct the The Bank of New York Mellon Trust Company, N.A., as Indenture Trustee or the Paying Agent as the case may beTrustee, to pay in accordance with Section 5.2 of the 2004-A Indenture Supplement, dated as of May 19, 2004, the Series 2004-C Indenture Supplement, dated as of September 22, 2004, the 2006-A Indenture Supplement, dated as of April 28, 2006, the 2008-A Indenture Supplement, dated as of September 12, 2008, the Series 2008-B Indenture Supplement, dated as of September 12, 2008 [additional indenture supplements as applicable from time to time] (each, an “Indenture Supplement”) from the Collection Distribution Account (or the Principal Accumulation Account, other Series Account as applicable, specified below) on , [ ] which date is a Distribution Transfer Date under the each Indenture Supplement, amounts so deposited pursuant to each Indenture Supplement as set below. Defined terms used herein have the following amounts: A. Pursuant to Subsection 5.2(a): (1) Class A-1 Noteholder’s pro rata share of the amounts on deposit meanings specified in the related Indenture Supplements. INTEREST PAYMENTS (From Distribution Account that are allocated and available on such Distribution Date Accounts) 1. Amount to pay interest on be distributed to the Class A-1 Notes pursuant A Noteholders 2. Amount to be distributed to the Indenture Supplement $Class M Noteholders (2) Class A-1 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date 3. Amount to pay principal of the Class A-1 Notes pursuant be distributed to the Indenture Supplement $ B. Pursuant to Subsection 5.2(b): (1) Class A-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest on the Class A-2 Notes pursuant to the Indenture Supplement $ (2) Class A-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal of the Class A-2 Notes pursuant to the Indenture Supplement $ C. Pursuant to Subsection 5.2(c): (1) Class B Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest on the Class B Notes pursuant Noteholders 4. Amount to be distributed to the Indenture Supplement $Class C Noteholders 5. Amount to be distributed to the Swap Provider 6. Amount to be received from the Swap Provider 7. Amount to be returned to WFN PRINCIPAL PAYMENTS (From Principal Accounts) 1. Amount to be distributed to the Class A Noteholders 2) . Amount to be distributed to the Class B Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date M Noteholders 3. Amount to pay principal of be distributed to the Class B Notes pursuant Noteholders 4. Amount to be distributed to the Indenture Supplement $Class C Noteholders TRANSFER OF INTEREST EARNINGS (from Accounts below to Finance Charge Accounts) D. Pursuant to Subsection 5.2(d):1. Cash Collateral Account (1) Class C-1 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest of the Class C-1 Notes pursuant to the Indenture Supplement, including amounts withdrawn from the 2. Spread Account $Account (2) Class C-1 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal on the Class C-1 Notes pursuant to the Indenture Supplement $3. Principal Accumulation Account E. Pursuant to Subsection 5.2(e):4. Principal Account (1) Class C-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest of the Class C-2 Notes pursuant to the Indenture Supplement, including amounts withdrawn from the Spread Account $ (2) Class C-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal on the Class C-2 Notes pursuant to the Indenture Supplement $5. Reserve Account

INSTRUCTIONS TO MAKE CERTAIN PAYMENTS. Pursuant to Section 5.2, the Servicer Issuer does hereby instruct the Indenture Trustee or the Paying Agent as the case may be, to pay in accordance with Section 5.2 from the Collection Account or the Principal Accumulation Account, as applicable, on , which date is a Distribution Payment Date under the Indenture Supplement, the following amounts: A. Pursuant to Subsection Section 5.2(a): (1) Class A-1 A Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Payment Date to pay interest on the Class A-1 A Notes pursuant to the Indenture Supplement $ (2) Class A-1 A Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Payment Date to pay principal of the Class A-1 A Notes pursuant to the Indenture Supplement $ B. Pursuant to Subsection Section 5.2(b): (1) Class A-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest on the Class A-2 Notes pursuant to the Indenture Supplement $ (2) Class A-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal of the Class A-2 Notes pursuant to the Indenture Supplement $ C. Pursuant to Subsection 5.2(c): (1) Class B Noteholder’s pro rata share of the amounts on deposit in the Distribution $ Account that are allocated and available on such Distribution Payment Date to pay interest on the Class B Notes pursuant to the Indenture Supplement $Supplement (2) Class B Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Payment Date to pay principal of the Class B Notes pursuant to the Indenture Supplement $ D. C. Pursuant to Subsection 5.2(dSection 5.2(c): (1) Class C-1 C Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Payment Date to pay interest of the Class C-1 C Notes pursuant to the Indenture Supplement, including amounts withdrawn from the Spread Account $ (2) Class C-1 C Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Payment Date to pay principal on the Class C-1 C Notes pursuant to the Indenture Supplement $ E. Pursuant to Subsection 5.2(e): (1) Class C-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay interest of the Class C-2 Notes pursuant to the Indenture Supplement, including amounts withdrawn from the Spread Account $ (2) Class C-2 Noteholder’s pro rata share of the amounts on deposit in the Distribution Account that are allocated and available on such Distribution Date to pay principal on the Class C-2 Notes pursuant to the Indenture Supplement $