0001362310-08-000421 Sample Contracts

FIFTH AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • February 4th, 2008 • CSS Industries Inc • Greeting cards • New York

This FIFTH AMENDMENT (this “Amendment”), dated as of August 1, 2007, is among CSS FUNDING LLC, a Delaware limited liability company, as seller (the “Seller”), CSS INDUSTRIES, INC., a Delaware corporation (“CSS”), as initial servicer (in such capacity, together with its successors and permitted assigns in such capacity, the “Servicer”), the Sub-Servicers party hereto, MARKET STREET FUNDING LLC (f/k/a Market Street Funding Corporation), a Delaware limited liability company (together with its successors and permitted assigns, the “Issuer”), and PNC BANK, NATIONAL ASSOCIATION, a national banking association (“PNC”), as administrator (in such capacity, together with its successors and assigns in such capacity, the “Administrator”).

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