0001193125-08-043932 Sample Contracts

Form for Employees] COMPUCREDIT CORPORATION RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • February 29th, 2008 • Compucredit Corp • Personal credit institutions • Georgia

THIS RESTRICTED STOCK AGREEMENT, made and entered into this day of , , by and between COMPUCREDIT CORPORATION, a Georgia corporation (“CompuCredit”), and (the “Grantee”);

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FIRST AMENDMENT TO THE TRANSFER AND SERVICING AGREEMENT
Transfer and Servicing Agreement • February 29th, 2008 • Compucredit Corp • Personal credit institutions • New York

This First Amendment to the Transfer and Servicing Agreement (“Amendment”) is executed as of this 12th day of December, 2007, by and among COMPUCREDIT FUNDING CORP. III, a Nevada corporation, as Transferor (the “Transferor”), COMPUCREDIT CORPORATION, a Georgia corporation, as Servicer (the “Servicer”), COMPUCREDIT CREDIT CARD MASTER NOTE BUSINESS TRUST III, a Nevada business trust, as Issuer (the “Issuer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Indenture Trustee (the “Indenture Trustee”).

SUPPLEMENT NO. 1 TO SERIES 2006-ONE SUPPLEMENT to MASTER INDENTURE
Compucredit Corp • February 29th, 2008 • Personal credit institutions • New York

This SUPPLEMENT NO. 1 TO SERIES 2006-ONE SUPPLEMENT to MASTER INDENTURE, dated as of September 29, 2006 (this “Supplement”), is entered into among COMPUCREDIT CREDIT CARD MASTER NOTE BUSINESS TRUST III, a business trust organized and existing under the laws of the State of Nevada (the “Issuer”). COMPUCREDIT CORPORATION, a Georgia corporation, as Servicer (the “Servicer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, but solely as Indenture Trustee (together with its successors in the trusts thereunder as provided in the Indenture, the “Indenture Trustee”) under the Master Indenture dated as of March 10, 2006 (the “Indenture”) among the Issuer, the Servicer and the Indenture Trustee.

Form for Directors] COMPUCREDIT CORPORATION RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • February 29th, 2008 • Compucredit Corp • Personal credit institutions • Georgia

THIS RESTRICTED STOCK AGREEMENT, made and entered into this day of , 20 , by and between COMPUCREDIT CORPORATION, a Georgia corporation (“CompuCredit”), and (the “Grantee”);

SECOND AMENDMENT TO THE TRANSFER AND SERVICING AGREEMENT
Transfer and Servicing Agreement • February 29th, 2008 • Compucredit Corp • Personal credit institutions • New York

This Second Amendment to the Transfer and Servicing Agreement (“Amendment”) is executed as of this 31st day of December, 2007, by and among COMPUCREDIT FUNDING CORP. III, a Nevada corporation, as Transferor (the “Transferor”), COMPUCREDIT CORPORATION, a Georgia corporation, as Servicer (the “Servicer”), COMPUCREDIT CREDIT CARD MASTER NOTE BUSINESS TRUST III, a Nevada business trust, as Issuer (the “Issuer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Indenture Trustee (the “Indenture Trustee”).

FIRST AMENDMENT TO THE AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • February 29th, 2008 • Compucredit Corp • Personal credit institutions • New York

This First Amendment to the Amended and Restated Receivables Purchase Agreement (“Amendment”) is executed as of this 12th day of December, 2007, by and between COMPUCREDIT CORPORATION, a Georgia corporation (“CompuCredit”), and COMPUCREDIT FUNDING CORP. III, a Nevada corporation (“CFC”).

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