0001193125-08-229118 Sample Contracts

THIRD AMENDMENT TO THE AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT
Pooling and Servicing Agreement • November 7th, 2008 • Alliance Data Systems Corp • Services-business services, nec • New York

This THIRD AMENDMENT TO THE AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT, dated as of October 26, 2007 (this “Amendment”) is made among World Financial Network National Bank (“WFN”), as Servicer, WFN Credit Company, LLC (“WFN Credit”), as Transferor, and Union Bank of California, N.A. (successor to JPMorgan Chase Bank, N.A.), a national banking association, as Trustee (“Trustee”), of World Financial Network Credit Card Master Trust III (the “Issuer”), to the Pooling Agreement referenced below. Capitalized terms used and not otherwise defined in this Amendment are used as defined in the Pooling Agreement (referenced below).

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SECOND AMENDMENT TO THE AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT
Pooling and Servicing Agreement • November 7th, 2008 • Alliance Data Systems Corp • Services-business services, nec • New York

This SECOND AMENDMENT TO THE AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT, dated as of March 23, 2005 (this “Amendment”) is made among World Financial Network National Bank (“WFN”), as Servicer; WFN Credit Company, LLC (“WFN Credit”), as Transferor; and JPMorgan Chase Bank, N.A., a national banking association, as Trustee (“Trustee”), of World Financial Network Credit Card Master Trust III (the “Issuer”), to the Pooling Agreement referenced below. Capitalized terms used and not otherwise defined in this Amendment are used as defined in the Pooling Agreement (referenced below).

TRANSFER AND SERVICING AGREEMENT between WORLD FINANCIAL CAPITAL CREDIT COMPANY, LLC, Transferor, WORLD FINANCIAL CAPITAL BANK, Servicer, and WORLD FINANCIAL CAPITAL MASTER NOTE TRUST, Issuer, Dated as of September 29, 2008
Transfer and Servicing Agreement • November 7th, 2008 • Alliance Data Systems Corp • Services-business services, nec • New York

THIS TRANSFER AND SERVICING AGREEMENT, dated as of September 29, 2008 (this “Agreement”), by and among WORLD FINANCIAL CAPITAL CREDIT COMPANY, LLC, a Delaware limited liability company, as Transferor, WORLD FINANCIAL CAPITAL BANK, a Utah industrial bank, as Servicer, and WORLD FINANCIAL CAPITAL MASTER NOTE TRUST, a statutory trust organized under the laws of the State of Delaware, as Issuer.

Contract
Pooling and Servicing Agreement • November 7th, 2008 • Alliance Data Systems Corp • Services-business services, nec • New York

THIS AMENDMENT TO AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT AND SECOND AMENDMENT TO AMENDED AND RESTATED SERIES 2000-1 SUPPLEMENT, dated as of April 7, 2004 (this “Amendment”), is among WFN CREDIT COMPANY, LLC, a Delaware limited liability company, as Transferor (“Transferor”), WORLD FINANCIAL NETWORK NATIONAL BANK, a national banking association (“WFN”), as Servicer (in such capacity, the “Servicer”) and JPMORGAN CHASE BANK, a New York banking corporation, as Trustee (“Trustee”).

RECEIVABLES PURCHASE AGREEMENT between WORLD FINANCIAL NETWORK NATIONAL BANK RPA Seller, and WFN CREDIT COMPANY, LLC Purchaser Dated as of September 28, 2001
Receivables Purchase Agreement • November 7th, 2008 • Alliance Data Systems Corp • Services-business services, nec • New York

RECEIVABLES PURCHASE AGREEMENT, dated as of September 28, 2001 (this “Agreement”) between WORLD FINANCIAL NETWORK NATIONAL BANK, a national banking association (“WFN”), as seller (“RPA Seller”), and WFN CREDIT COMPANY, LLC, a Delaware limited liability company, as purchaser (“Purchaser”).

RECEIVABLES PURCHASE AGREEMENT between WORLD FINANCIAL CAPITAL BANK RPA Seller, and WORLD FINANCIAL CAPITAL CREDIT COMPANY, LLC Purchaser Dated as of September 29, 2008
Receivables Purchase Agreement • November 7th, 2008 • Alliance Data Systems Corp • Services-business services, nec • New York

THIS RECEIVABLES PURCHASE AGREEMENT, dated as of September 29, 2008 (this “Agreement”) is by and between WORLD FINANCIAL CAPITAL BANK, a Utah industrial bank, (“WFCB”), as seller (“RPA Seller”), and WORLD FINANCIAL CAPITAL CREDIT COMPANY, LLC, a Delaware limited liability company, as purchaser (“Purchaser”).

WFN CREDIT COMPANY, LLC, Transferor WORLD FINANCIAL NETWORK NATIONAL BANK, Servicer and THE CHASE MANHATTAN BANK Trustee WORLD FINANCIAL NETWORK CREDIT CARD MASTER TRUST III AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT Dated as of January 30,...
Pooling and Servicing Agreement • November 7th, 2008 • Alliance Data Systems Corp • Services-business services, nec • New York

AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT, dated as of January 30, 1998 and amended and restated as of September 28, 2001, among WFN CREDIT COMPANY, LLC, a Delaware limited liability company, as Transferor, WORLD FINANCIAL NETWORK NATIONAL BANK, a national banking association (“WFN”), as Servicer, and THE CHASE MANHATTAN BANK, USA, NATIONAL ASSOCIATION, a New York banking corporation, as Trustee.

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