SECOND ADDENDUM TO APPENDIX A OF FOURTH AMENDED AND RESTATED SERVICE AGREEMENT
Exhibit 99.1
SECOND ADDENDUM TO APPENDIX A OF
FOURTH AMENDED AND RESTATED SERVICE AGREEMENT
This Second Addendum to Appendix A of that certain Fourth Amended and Restated Service Agreement (the "Addendum") is entered into as of this 31st day of August, 2022, by and between
Comenity Servicing LLC (“Servicer”), a Texas limited liability company with its principal place of business at 0000 Xxxxxxx Xxxxxx, Xxxxxxxx, XX 00000 and Comenity Bank (“Bank”), a Delaware state bank with
its principal place of business at Xxx Xxxxxxx Xxxxxxx, Xxxxx 000, Xxxxxxxxxx, XX 00000.
RECITALS
WHEREAS, Bank and Servicer entered into that certain Fourth Amended and Restated Service Agreement as of June 1, 2022 (the “Agreement”) to outsource certain data processing activities and certain
other administrative and servicing functions; and
WHEREAS, Bank and Servicer desire to modify certain Performance Standards set forth in Exhibit A to the Agreement.
NOW, THEREFORE, in consideration of the mutual agreements hereinafter set forth, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, Bank and
Servicer agree as follows:
1. Performance Standards. Bank and Servicer agree to amend the Performance Standards set forth in Appendix A to the Agreement, such
that certain Performance Standards are hereby amended, added, or deleted as set forth in further detail in Exhibit A hereto.
2. Effective Date: The amendments, additions, and deletions to the Performance Standards, as set forth in Exhibit A hereto, shall be
effective as of the first day of the month following the month in which this Addendum is executed.
3. Miscellaneous. Capitalized terms not otherwise defined in this Addendum shall have the meanings assigned to them in the Agreement.
Other than as set forth above and in Exhibit A hereto, the parties agree that the Agreement, as amended by this Addendum, shall continue in full force and effect. The parties may execute this Addendum in one or more counterparts, each of
which shall be deemed an original, but all of which shall constitute but one and the same instrument.
IN WITNESS WHEREOF, the parties have caused this Addendum to be executed by their authorized officers effective as of the date first written above.
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Comenity Servicing LLC
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By:
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/s/ Xxxxx XxXxxxxxxxxx
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Name:
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Xxxxx XxXxxxxxxxxx
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Title:
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EVP, Credit Operations and Credit Risk
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Comenity Bank
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By:
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/s/ Xxxxx Xxxxxxxxxx
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Name:
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Xxxxx Xxxxxxxxxx
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Title:
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President
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EXHIBIT A
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Amendments and Additions. Set forth below are additional Performance Standards or revisions to existing Performance Standards, all of which shall be incorporated into Appendix A to the Agreement.
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Service
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Performance Standard
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Measuring
Period
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Amended/
Added
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Vendor Management Services
• Complete Vendor Engagement due diligence reviews and assign tier.
• Complete annual reviews and oversight of vendor engagements as required by policy and procedures.
• Report critical and material vendor incidents as defined by policy and procedures.
• Support regulatory exams and provide documentation as requested by the Banks.
• Responsible for completing FLOD roles and responsibilities as outlined in the Banks Vendor Risk Management Policy.
• Timely completion of KRI / RAM, and other vendor metrics.
• Complete RCSA control testing to ensure identified risks are adequately controlled and risk tolerances are maintained throughout the business process.
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N/A
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N/A
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Amended Service Description
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Notify VRM of any material vendor incidents as defined in the Global Sourcing and Vendor Management procedures once known, within 2 business days.
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M
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Amended
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Completes 90% of required SRM Oversight Tasks within 30 days of the SLA timeframes established in the Supplier Relationship Procedures.
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M
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Added
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Complete 90% of required New Due Diligence SRM tasks within 30 days of the SLA timeframes established in the Supplier Relationship Procedures.
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M
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Added
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Deletions. Set forth below are Performance Standards which shall be deleted from Appendix A to the Agreement.
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Service
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Performance Standard
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Measuring
Period
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Deleted
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Vendor Management Services
• Complete Vendor Engagement due diligence reviews and assign tier.
• Complete annual reviews and oversight of vendor engagements as required by policy and procedures.
• Report critical and material vendor incidents as defined by policy and procedures.
• Support regulatory exams and provide documentation as requested by the Banks.
• Responsible for completing FLOD roles and responsibilities as outlined in the Banks Vendor Risk Management Policy.
• Timely completion of KRI / RAM, and other vendor metrics.
• Complete RCSA control testing to ensure identified risks are adequately controlled and risk tolerances are maintained throughout the business process.
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General Global Sourcing/VRM Requests: Respond to general inquiries within two business days.
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M
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Deleted
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Regulatory Requests: Fulfill all regulatory requests within two business day unless otherwise agreed.
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Ad Hoc
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Deleted
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No less than 90% of the Quarterly and Annual Business Reviews will be completed within 30 days of the timeframes established in the Supplier
Relationship Management Procedures.
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Q
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Deleted
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