AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION VIII LLC, Transferor AMERICAN EXPRESS ISSUANCE TRUST II, Issuer and THE BANK OF NEW YORK MELLON, Indenture Trustee TRANSFER AGREEMENT dated as of October 24, 2012Transfer Agreement • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC • Delaware
This TRANSFER AGREEMENT among AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION VIII LLC, a Delaware limited liability company, as transferor (the “Transferor”), AMERICAN EXPRESS ISSUANCE TRUST II, a statutory trust created under the laws of the State of Delaware, as issuer (the “Issuer” or the “Trust”), and THE BANK OF NEW YORK MELLON, a New York banking corporation, in its capacity as indenture trustee (the “Indenture Trustee”), is made and entered into as of October 24, 2012.
AMERICAN EXPRESS ISSUANCE TRUST II RECEIVABLES PURCHASE AGREEMENT between AMERICAN EXPRESS TRAVEL RELATED SERVICES COMPANY, INC. and AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION VIII LLC Dated as of October 24, 2012Receivables Purchase Agreement • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC • New York
RECEIVABLES PURCHASE AGREEMENT, dated as of October 24, 2012, by and between AMERICAN EXPRESS TRAVEL RELATED SERVICES COMPANY, INC., a New York corporation (together with its successors and assigns, “TRS”), and AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION VIII LLC, a Delaware limited liability company (together with its successors and assigns, “RFC VIII”).
AMERICAN EXPRESS ISSUANCE TRUST II as Issuer and THE BANK OF NEW YORK MELLON as Indenture Trustee and as Securities Intermediary INDENTURE DATED AS OF OCTOBER 24, 2012Indenture • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC • New York
This INDENTURE, dated as of October 24, 2012, between AMERICAN EXPRESS ISSUANCE TRUST II, a statutory trust organized under the laws of the State of Delaware (the “Issuer”), having its principal office at Rodney Square North, 1100 North Market Street, Wilmington, Delaware 19890-1600, and THE BANK OF NEW YORK MELLON, a New York banking corporation, in its capacity as Indenture Trustee (the “Indenture Trustee”) and as the initial Securities Intermediary, is made and entered into as of October 24, 2012.
AMERICAN EXPRESS ISSUANCE TRUST II RECEIVABLES PURCHASE AGREEMENT between AMERICAN EXPRESS BANK, FSB and AMERICAN EXPRESS TRAVEL RELATED SERVICES COMPANY, INC. Dated as of October 24, 2012Receivables Purchase Agreement • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC • New York
RECEIVABLES PURCHASE AGREEMENT, dated as of October 24, 2012, by and between AMERICAN EXPRESS BANK, FSB, a federal savings bank (together with its successors and assigns, “FSB”) and AMERICAN EXPRESS TRAVEL RELATED SERVICES COMPANY, INC., a New York corporation (together with its successors and assigns, “TRS”).
AMERICAN EXPRESS ISSUANCE TRUST II RECEIVABLES PURCHASE AGREEMENT between AMERICAN EXPRESS CENTURION BANK and AMERICAN EXPRESS TRAVEL RELATED SERVICES COMPANY, INC. Dated as of October 24, 2012Receivables Purchase Agreement • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC • New York
RECEIVABLES PURCHASE AGREEMENT, dated as of October 24, 2012, by and between AMERICAN EXPRESS CENTURION BANK, a Utah industrial bank (together with its successors and assigns, “Centurion”) and AMERICAN EXPRESS TRAVEL RELATED SERVICES COMPANY, INC., a New York corporation (together with its successors and assigns, “TRS”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION VIII LLCLimited Liability Company Agreement • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC • Delaware
AMERICAN EXPRESS ISSUANCE TRUST II AMENDED AND RESTATED TRUST AGREEMENT between AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION VIII LLC, as Beneficiary and Transferor, and WILMINGTON TRUST COMPANY Dated as of October 24, 2012Trust Agreement • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC • Delaware
This AMERICAN EXPRESS ISSUANCE TRUST II AMENDED AND RESTATED TRUST AGREEMENT, dated as of October 24, 2012, between AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION VIII LLC, a Delaware limited liability company, as Beneficiary and as Transferor, and WILMINGTON TRUST COMPANY, a Delaware corporation with trust powers, is made and entered into as of October 24, 2012, and acknowledged and accepted by the AMERICAN EXPRESS ISSUANCE TRUST II.
AMENDMENT AGREEMENT Number FLL-05-6-MP01-03Amendment Agreement • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC
This Amendment Agreement Number FLL-05-6-MP01-03 (“Amendment Agreement”) is made and entered into this 24th day of October, 2005 between American Express Travel Related Services Company, Inc., having its principal place of business at American Express Tower, World Financial Center, New York, New York 10285 (“Amexco”) and Regulus West LLC, a Delaware limited liability company, having its principal place of business at 860 Latour Court, Napa, CA 94558 (“Company”).
AMENDMENT NUMBER NYC-0-06-3581Remittance Processing Services Agreement • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC
This Amendment Number NYC-0-06-3581 (“Amendment”) is made and entered into as of this th day of November, 2006 (the “Amendment Effective Date”) between AMERICAN EXPRESS TRAVEL RELATED SERVICES COMPANY, INC., having its principal place of business at American Express Tower, Three World Financial Center, 200 Vesey Street, New York, New York 10285 (“AMEX”) and REGULUS WEST LLC, a Delaware limited liability company, having its principal place of business at 860 Latour Court, Napa, California 94558 (“Vendor”).
AMENDMENT AGREEMENT NUMBER FLL-05-6-MP01-05Amendment Agreement • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC
This Amendment Agreement Number FLL-05-6-MP01-05 (“Amendment Agreement”) is made and entered into this 29th day of March, 2006 between American Express Travel Related Services Company, Inc., having its principal place of business at American Express Tower, World Financial Center, New York, New York 10285 (“Amexco”) and Regulus West LLC, a Delaware limited liability company, having its principal place of business at 860 Latour Court, Napa, California 94558 (“Company”).
SELLER AGREEMENTSeller Agreement • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC • New York
SELLER AGREEMENT (this “Agreement”), dated as of October 24, 2012, by and among AMERICAN EXPRESS CENTURION BANK (together with its successors and assigns, “Centurion”), a Utah industrial bank, AMERICAN EXPRESS BANK, FSB (together with its successors and assigns, “FSB”), a federal savings bank, AMERICAN EXPRESS TRAVEL RELATED SERVICES COMPANY, INC. (together with its successors and assigns, “TRS” and, together with Centurion and FSB, the “Account Owners”), a New York corporation, and AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION VIII LLC (“RFC VIII”), a Delaware limited liability company.
REMITTANCE PROCESSING SERVICES AGREEMENT between AMERICAN EXPRESS TRAVEL RELATED SERVICES COMPANY, INC. and REGULUS WEST LLC Dated as of October 25, 1999Remittance Processing Services Agreement • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC
This agreement (the “Agreement”) is dated as of October 25, 1999 (the “Effective Date”), between American Express Travel Related Services Company, Inc., a New York corporation, having its principal place of business at American Express Tower, World Financial Center, New York, New York 10285 (“AMEX”) and Regulus West LLC, a Delaware limited liability company, having its principal place of business at 401 City Avenue, Suite 428, Bala Cynwyd, Pennsylvania 19004 (the “Vendor”).
AMENDMENT NO. 1 TO REMITTANCE PROCESSING SERVICES AGREEMENTRemittance Processing Services Agreement • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC
THIS AMENDMENT NO. 1 TO REMITTANCE PROCESSING SERVICES AGREEMENT is made as of the first day of July 2000, by and between AMERICAN EXPRESS TRAVEL RELATED SERVICES COMPANY, INC., a New York corporation with an office at American Express Tower, World Financial Center, New York, New York 10285 (“Amex”), and REGULUS WEST LLC, a Delaware limited liability company with an office at 401 City Avenue, Suite 428, Bala Cynwyd, Pennsylvania 19004 (“Vendor”).
AMENDMENT AGREEMENT NUMBER AMEND-CW170596 Amendment No. 6 – Regulus West, LLCAmendment Agreement • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC
This Amendment Agreement Number AMEND-CW170596 (“Amendment”) is made and entered into this 30th day of October, 2010 (“Amendment Effective Date”) between American Express Travel Related Services Company, Inc., a.k.a. “American Express”, a.k.a. “AMEX” (herein after “Amexco”), and Regulus West, LLC a Delaware limited liability company, having its principal place of business at 860 Latour Court, Napa, California 94558 (the “Vendor”).
AMENDMENT NUMBER NYC-0-06-2807Remittance Processing Services Agreement • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC
This Amendment Number NYC-0-06-2807 (“Amendment”) is made as of this 18th day of August, 2006 (the “Amendment Effective Date”) between American Express Travel Related Services Company, Inc., having its principal place of business at American Express Tower, World Financial Center, New York, New York 10285 (“AMEX”) and Regulus West LLC, a Delaware limited liability company, having its principal place of business at 860 Latour Court, Napa, California 94558 (“Vendor”).
AMENDMENT AGREEMENT Number FLL-05-6-MP01-04Amendment Agreement • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC
This Amendment Agreement Number FLL-05-6-MP01-04 (“Amendment Agreement”) is made and entered into this 22nd day of March, 2006 between American Express Travel Related Services Company, Inc., having its principal place of business at American Express Tower, World Financial Center, New York, New York 10285 (“Amexco”) and Regulus West LLC, a Delaware limited liability company, having its principal place of business at 860 Latour Court, Napa, California 94558 (“Company”).
AMENDMENT NO. 2 TO REMITTANCE PROCESSING SERVICES AGREEMENTRemittance Processing Services Agreement • December 14th, 2012 • American Express Receivables Financing Corp VIII LLC
THIS AMENDMENT NO. 2 TO REMITTANCE PROCESSING SERVICES AGREEMENT (“Amendment No. 2”) is made as of the first day of June 2002, by and between AMERICAN EXPRESS TRAVEL RELATED SERVICES COMPANY, INC., a New York corporation with an office at American Express Tower, World Financial Center, New York, New York 10285 (“AMEX”), and REGULUS WEST LLC, a Delaware limited liability company with an office at 2 International Plaza, Suite 422, Philadelphia, Pennsylvania 19113 (“Vendor”).
