SERIES 2007-1 SUPPLEMENT Dated as of October 17, 2007 to SECOND AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT Dated as of November 25, 1997, as amended ______________________________ $320,000,000 CHARMING SHOPPES MASTER TRUST SERIES 2007-1Pooling and Servicing Agreement • October 22nd, 2007 • Charming Shoppes Inc • Retail-women's clothing stores • New York
Contract Type FiledOctober 22nd, 2007 Company Industry JurisdictionThis SERIES 2007-1 SUPPLEMENT, dated as of October 17, 2007 (this “Supplement”), is among CHARMING SHOPPES RECEIVABLES CORP., a Delaware corporation, as Seller (the “Seller”), SPIRIT OF AMERICA, INC., a Delaware corporation, as Servicer (the “Servicer”), and U.S. BANK NATIONAL ASSOCIATION (as successor to Wachovia Bank, National Association), as Trustee (the “Trustee”) under the Second Amended and Restated Pooling and Servicing Agreement dated as of November 25, 1997 and heretofore amended among the Seller, the Servicer and the Trustee (as further amended or otherwise modified from time to time, the “Agreement”).
CHARMING SHOPPES MASTER TRUST $211,200,000 Class A Asset Backed Certificates, Series 2007-1 $19,200,000 Class M Asset Backed Certificates, Series 2007-1 $30,400,000 Class B Asset Backed Certificates, Series 2007-1 CERTIFICATE PURCHASE AGREEMENTCertificate Purchase Agreement • October 22nd, 2007 • Charming Shoppes Inc • Retail-women's clothing stores • New York
Contract Type FiledOctober 22nd, 2007 Company Industry Jurisdiction
CHARMING SHOPPES RECEIVABLES CORP. Seller and Holder of the Exchangeable Seller Certificate SPIRIT OF AMERICA, INC. Servicer and Trustee Charming Shoppes Master Trust AMENDMENT Dated as of October 17, 2007 to SECOND AMENDED AND RESTATED POOLING AND...Purchase and Sale Agreement • October 22nd, 2007 • Charming Shoppes Inc • Retail-women's clothing stores • New York
Contract Type FiledOctober 22nd, 2007 Company Industry JurisdictionTHIS AMENDMENT, dated as of October 17, 2007 (this “Amendment”) is to the Second Amended and Restated Pooling and Servicing Agreement, dated as of November 25, 1997, as amended as of July 22, 1999, as of May 8, 2001, as of August 5, 2004 and as of March 18, 2005 (the “Agreement”) each by and among Charming Shoppes Receivables Corp., as seller (the “Seller”) and as Holder of the Exchangeable Seller Certificate, Spirit of America, Inc., as servicer (the “Servicer”), and U.S. Bank National Association, as trustee (the “Trustee”). Any capitalized term not herein defined shall have the meaning assigned to it in the Agreement.
CERTIFICATE PURCHASE AGREEMENT among as Trustee CHARMING SHOPPES RECEIVABLES CORP., as Seller SPIRIT OF AMERICA, INC., as Servicer and THE CLASS C HOLDERS DESCRIBED HEREIN dated as of October 17, 2007Certificate Purchase Agreement • October 22nd, 2007 • Charming Shoppes Inc • Retail-women's clothing stores • New York
Contract Type FiledOctober 22nd, 2007 Company Industry JurisdictionCERTIFICATE PURCHASE AGREEMENT, dated as of October 17, 2007, among U.S. BANK NATIONAL ASSOCIATION, as trustee (together with its successors and assigns, the “Trustee”) for the Charming Shoppes Master Trust (the “Trust”), SPIRIT OF AMERICA, INC., a Delaware corporation (“Spirit, Inc.”), as Servicer, CHARMING SHOPPES RECEIVABLES CORP., a Delaware corporation (“CSRC”), as Seller, and the purchasers of the Class C Certificates named on the signature pages of this Agreement (each an “Initial Class C Holder”; and together with its permitted transferees, a “Class C Holder”).