0001157523-10-005265 Sample Contracts

AMENDMENT NO. 7 TO SECOND AMENDED AND RESTATED NOTE PURCHASE AGREEMENT
Note Purchase Agreement • August 26th, 2010 • Conns Inc • Retail-radio, tv & consumer electronics stores • New York

This AMENDMENT NO. 7 TO SECOND AMENDED AND RESTATED NOTE PURCHASE AGREEMENT, dated as of August 9, 2010 (this “Amendment”) is made among CONN FUNDING II, L.P. (the “Issuer”), CONN APPLIANCES, INC. (“Conn Appliances”), THREE PILLARS FUNDING LLC (f/k/a Three Pillars Funding Corporation), JPMORGAN CHASE BANK, N.A., JUPITER SECURITIZATION COMPANY LLC (as successor by merger to Park Avenue Receivables Company, LLC) and SUNTRUST ROBINSON HUMPHREY, INC. Capitalized terms used and not otherwise defined in this Amendment are used as defined in that certain Base Indenture, dated as of September 1, 2002, as amended from time to time, between the Issuer and the Wells Fargo Bank, National Association (as successor to Wells Fargo Bank Minnesota, National Association), as Trustee (the “Trustee”) or, if not defined therein, in that certain Amended and Restated Series 2002-A Supplement, dated as of September 10, 2007, as amended from time to time, between the Issuer and the Trustee.

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RETAILER PROGRAM AGREEMENT CONN APPLIANCES, INC.
Retailer Program Agreement • August 26th, 2010 • Conns Inc • Retail-radio, tv & consumer electronics stores • Utah

THIS RETAILER PROGRAM AGREEMENT (the “Agreement”) is made as of April 16, 2009 (the “Effective Date”) by and between GE MONEY BANK, a federal savings bank located at 4246 South Riverboat Road, Suite 200, Salt Lake City, UT 84123-2551 (“Bank”), and Conn Appliances, Inc., a Texas corporation located at 3295 College Avenue, Beaumont Texas 77701 (“Retailer”).

AGREEMENT
Agreement • August 26th, 2010 • Conns Inc • Retail-radio, tv & consumer electronics stores • Arizona

This Agreement ("Agreement") is entered into as of the 1st day of July, 2010 by and between Conn Appliances, Inc. (“HOST”), whose address is 3295 College St., Beaumont, Texas, 77701, and The Rental Store, Inc., an Arizona corporation (“TRS”), whose address is 9977 North 90th Street #150, Scottsdale, AZ 85258.

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