SUPPLEMENTAL AGREEMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • February 28th, 2011 • Alliance Data Systems Corp • Services-business services, nec • New York
This SUPPLEMENTAL AGREEMENT TO PURCHASE AND SALE AGREEMENT, dated as of August 9, 2010 (this “Agreement”), is made between World Financial Network National Bank, a national banking association located in Wilmington, Delaware (the “Resultant Bank”) and WFN Credit Company, LLC (“WFN Credit”) to the Purchase and Sale Agreement, dated as of November 25, 1997, between World Financial Network National Bank, a national banking association located in Columbus, Ohio (“Ohio Bank”), successor to Spirit of America National Bank as Seller, and WFN Credit, successor to Charming Shoppes Receivables Corp., as Purchaser (as amended as of July 22, 1999, November 9, 2000, May 8, 2001, October 17, 2007, October 30, 2009, March 11, 2010 and June 9, 2010, and as modified by the Consent to the Purchase and Sale Agreement, dated as of October 17, 2007, the “Purchase and Sale Agreement”). Capitalized terms used and not otherwise defined in this Agreement are used as defined in the Purchase and Sale Agreement.
ContractGuarantor Supplement • February 28th, 2011 • Alliance Data Systems Corp • Services-business services, nec • New York
ContractPooling and Servicing Agreement • February 28th, 2011 • Alliance Data Systems Corp • Services-business services, nec • New York
Guarantor SupplementGuarantor Supplement • February 28th, 2011 • Alliance Data Systems Corp • Services-business services, nec • New York
Bank of Montreal, as Administrative Agent for the Banks party to the Credit Agreement dated as of September 29, 2006 among Alliance Data Systems Corporation, the Guarantors from time to time party thereto, the Banks from time to time party thereto, Bank of Montreal, as Letter of Credit Issuer, and Bank of Montreal, as Administrative Agent (as the same may be amended, restated or supplemented from time to time, the “Credit Agreement”)
ContractLease • February 28th, 2011 • Alliance Data Systems Corp • Services-business services, nec
ContractReceivables Purchase Agreement • February 28th, 2011 • Alliance Data Systems Corp • Services-business services, nec • New York
Guarantor SupplementGuarantor Supplement • February 28th, 2011 • Alliance Data Systems Corp • Services-business services, nec • New York
Bank of Montreal, as Administrative Agent for the Banks party to the Term Loan Agreement dated as of May 15, 2009 among Alliance Data Systems Corporation, the Guarantors from time to time party thereto, the Banks from time to time party thereto, and Bank of Montreal, as Administrative Agent (as the same may be amended, restated or supplemented from time to time, the “Term Loan Agreement”)
SUPPLEMENTAL AGREEMENT TO TRANSFER AND SERVICING AGREEMENTTransfer and Servicing Agreement • February 28th, 2011 • Alliance Data Systems Corp • Services-business services, nec • New York
This SUPPLEMENTAL AGREEMENT TO TRANSFER AND SERVICING AGREEMENT, dated as of August 9, 2010 (this “Agreement”), is made among World Financial Network National Bank, a national banking association located in Wilmington, Delaware (the “Resultant Bank”), WFN Credit Company, LLC (“WFN Credit”), and World Financial Network Credit Card Master Note Trust II (the “Issuer”), to the Transfer and Servicing Agreement, dated as of March 26, 2010, among WFN Credit, as Transferor, World Financial Network National Bank, a national banking association located in Columbus, Ohio (“Ohio Bank”), as Servicer, and the Issuer (as amended by the First Amendment to Transfer and Servicing Agreement, dated as of June 9, 2010, and as further amended from time to time, the “Transfer and Servicing Agreement”). Capitalized terms used and not otherwise defined in this Agreement are used as defined in the Transfer and Servicing Agreement.
SUPPLEMENTAL AGREEMENT TO SECOND AMENDED AND RESTATED POOLING AND SERVICING AGREEMENTSupplemental Agreement to Second Amended and Restated Pooling and Servicing Agreement • February 28th, 2011 • Alliance Data Systems Corp • Services-business services, nec • New York
This SUPPLEMENTAL AGREEMENT TO SECOND AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT, dated as of August 9, 2010 (this “Agreement”), is made among World Financial Network National Bank, a national banking association located in Wilmington, Delaware (the “Resultant Bank”), WFN Credit Company, LLC (“WFN Credit”), and U.S. Bank National Association (“USB”), as Trustee of World Financial Network Credit Card Master Trust II, to the Second Amended and Restated Pooling and Servicing Agreement, dated as of November 25, 1997, among World Financial Network National Bank, a national banking association located in Columbus, Ohio (“Ohio Bank”), successor to Spirit of America, Inc., as Servicer, WFN Credit, successor to Charming Shoppes Receivables Corp., as Transferor and USB, as Trustee, as amended as of July 22, 1999, May 8, 2001, August 5, 2004, March 18, 2005, October 7, 2007, October 30, 2009, March 11, 2010 and June 9, 2010, and as further amended from time to time, the “Pooling Agreeme
FIFTH AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • February 28th, 2011 • Alliance Data Systems Corp • Services-business services, nec • New York
THIS FIFTH AMENDMENT (this “Amendment”) dated as of March 11, 2010 to the Purchase and Sale Agreement, dated as of November 25, 1997 and amended by the First Amendment thereto dated as of July 22, 1999, by the Second Amendment thereto dated as of November 9, 2000, by the Third Amendment thereto dated as of May 8, 2001, and by the Fourth Amendment thereto dated as of October 30, 2009 (the “Purchase Agreement”), is between WFN CREDIT COMPANY, LLC (“WFN SPV”), successor in interest to Charming Shoppes Receivables Corp., as Purchaser, and WORLD FINANCIAL NETWORK NATIONAL BANK (“WFNNB”), successor in interest to Spirit of America National Bank, as Seller. Unless otherwise defined herein, capitalized terms used herein shall have the meanings assigned in the Purchase Agreement.
September 16, 2010 Google Inc. Attn: Lease AdministrationLease Agreement • February 28th, 2011 • Alliance Data Systems Corp • Services-business services, nec
SECOND AMENDMENT TO RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • February 28th, 2011 • Alliance Data Systems Corp • Services-business services, nec • New York
This SECOND AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT, dated as of March 30, 2010 (this “Amendment”) is made between World Financial Network National Bank, a national banking association located in Columbus, Ohio (“WFNNB”), as RPA Seller, and WFN Credit Company, LLC (“WFN Credit”), as Purchaser (the “Purchaser”), to the Receivables Purchase Agreement, dated as of September 28, 2001, between the RPA Seller and the Purchaser (as amended as of June 24, 2008, and as amended from time to time, the “Receivables Purchase Agreement”). Capitalized terms used and not otherwise defined in this Amendment are used as defined in the Receivables Purchase Agreement.
SEVENTH AMENDMENT TO SECOND AMENDED AND RESTATED POOLING AND SERVICING AGREEMENTPooling and Servicing Agreement • February 28th, 2011 • Alliance Data Systems Corp • Services-business services, nec • New York
THIS SEVENTH AMENDMENT TO SECOND AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT (this “Amendment”), dated as of March 11, 2010, is among (i) U.S. Bank National Association, as Trustee (“Trustee”) of World Financial Network Credit Card Master Trust II (“Trust”), (ii) World Financial Network National Bank, a national banking association located in Ohio (“WFN”), successor in interest to Spirit of America, Inc., and (iii) WFN Credit Company, LLC, successor in interest to Charming Shoppes Receivables Corp., as Seller (“Seller”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned thereto in the Existing Agreement (defined below).
