Exhibit 10.1
AMENDMENT TO PRIVATE LABEL CREDIT CARD PROGRAM AGREEMENT
This Amendment is to that certain Private Label Credit Card Program
Agreement between World Financial Network National Bank, ("Bank ") and
United Retail Group, Inc. and United Retail Incorporated (collectively
referred to as "Retailer"), dated January 27, 1998.
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WHEREAS, Bank and Retailer entered into that certain Private Label
Credit Card Program Agreement dated January 27, 1998, as amended (the
"Agreement"); and,
WHEREAS, Bank and Retailer now desire to amend the Agreement as
set forth herein;
NOW, THEREFORE, Bank and Retailer hereby agree as follows:
1. The definition of "Cost of Funds" in Section 1.1., Definitions, is
hereby amended effective as of February 28, 2002 to read as
follows:
"Cost of Funds" means, for any period, the following: (a) for up
to the first Eighty-five Million Dollars ($85,000,000) tranche of
Receivables, the cost of financing such Receivables for the three
(3) month period commencing February 28, 2002 and for each three
(3) month period thereafter will be based on one year Constant
Maturity Treasuries plus 25 basis points to be reset every three
(3) months, with one year Constant Maturity Treasuries not to be
more than six and three-quarters percent (6.75%) per annum and not
to be less than five percent (5%) per annum for the purpose of
this calculation, and (b) for the balance of the Receivables, the
cost of financing such Receivables for that period, based on the
following: the average annualized cost of borrowings of the Master
Trust(s) for that period (weighted at 90% of the cost of
financing) and the average annualized cost of Bank's borrowings
for that period (weighted at 10% of the cost of financing), it
being understood that Bank shall use its best efforts to obtain
appropriate derivative instruments in respect of tranches of
Receivables other than the first Eighty-five Million Dollars
($85,000,000) tranche of Receivables for amounts acceptable to
Retailer ("Appropriate Derivative Instruments"), provided that
such amounts shall be treated as Pass Through Expenses.
2. For and in consideration of Bank's agreement to amend the
Agreement Retailer agrees to pay to Bank on or before April 1,
2002 the sum of Seventy-five Thousand Dollars ($75,000).
3. As hereby amended and supplemented, the Agreement shall remain in
full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment
the date(s) set forth below.
World Financial Network National Bank
By: /s/ Xxxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxxxx, President
Date: 4/5/02
United Retail Group, Inc.
By: /s/ Xxxxxx X. Xxxxxx
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Xxxxxx X. Xxxxxx
Vice Chairman
Date: 3/29/02
United Retail Incorporated
By: /x/ Xxx Xxxxxxxx
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Xxx Xxxxxxxx
Vice President - Finance
Date: 3/29/02