0001104659-08-035987 Sample Contracts

SIXTH AMENDMENT TO TRANSFER AGREEMENT
Transfer Agreement • May 28th, 2008 • RFS Holding LLC • Asset-backed securities • New York

This SIXTH AMENDMENT TO TRANSFER AGREEMENT, dated as of May 21, 2008 (this “Amendment”), is entered into among: (i) RFS Holding, L.L.C., a Delaware limited liability company (“Seller”); and (ii) GE CAPITAL CREDIT CARD MASTER NOTE TRUST, a Delaware statutory trust (“Buyer”).

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FIFTH AMENDMENT TO MASTER INDENTURE
Master Indenture • May 28th, 2008 • RFS Holding LLC • Asset-backed securities • Delaware

This FIFTH AMENDMENT TO MASTER INDENTURE, dated as of May 22, 2008 (this “Amendment”), is entered into between: (i) GE Capital Credit Card Master Note Trust, a Delaware statutory trust (the “Issuer”); and (ii) Deutsche Bank Trust Company Americas, as indenture trustee under the Indenture referred to below (in such capacity, the “Indenture Trustee”).

Contract
Servicing Agreement • May 28th, 2008 • RFS Holding LLC • Asset-backed securities

INSTRUMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE and THIRD AMENDMENT TO SERVICING AGREEMENT (this “Agreement”), dated as of May 22, 2008, by and among GE CAPITAL CREDIT CARD MASTER NOTE TRUST, a Delaware statutory trust (“Owner”), GE MONEY BANK, a federal savings bank organized under the laws of the United States (the “Resigning Servicer”), and GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (the “Successor Servicer”).

FOURTH AMENDMENT TO RECEIVABLES SALE AGREEMENT
Receivables Sale Agreement • May 28th, 2008 • RFS Holding LLC • Asset-backed securities • New York

This FOURTH AMENDMENT TO RECEIVABLES SALE AGREEMENT, dated as of May 21, 2008 (this “Amendment”), is entered into among: (i) GE MONEY BANK, a federal savings bank (“Seller”); and (ii) RFS HOLDING, L.L.C., a Delaware limited liability company (“Buyer”).

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