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Alliance Data Systems Corp – ‘10-Q’ for 9/30/11 – ‘EX-10.4’

On:  Monday, 11/7/11, at 8:34am ET   ·   For:  9/30/11   ·   Accession #:  1101215-11-135   ·   File #:  1-15749

Previous ‘10-Q’:  ‘10-Q’ on 8/8/11 for 6/30/11   ·   Next:  ‘10-Q’ on 5/4/12 for 3/31/12   ·   Latest:  ‘10-Q’ on 10/26/23 for 9/30/23   ·   4 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size

11/07/11  Alliance Data Systems Corp        10-Q        9/30/11   71:13M

Quarterly Report   —   Form 10-Q   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Alliance Data Systems Corporation 10-Q 9-30-2011    HTML   1.00M 
 2: EX-10.2     Material Contract                                   HTML     40K 
 3: EX-10.3     Material Contract                                   HTML     33K 
 4: EX-10.4     Material Contract                                   HTML     31K 
 5: EX-31.1     Certification -- §302 - SOA'02                      HTML     24K 
 6: EX-31.2     Certification -- §302 - SOA'02                      HTML     24K 
 7: EX-32.1     Certification -- §906 - SOA'02                      HTML     22K 
 8: EX-32.2     Certification -- §906 - SOA'02                      HTML     22K 
20: R1          Document And Entity Information                     HTML     42K 
63: R2          Unaudited Condensed Consolidated Balance Sheets     HTML    187K 
16: R3          Unaudited Condensed Consolidated Balance Sheets     HTML     34K 
                (Parenthetical)                                                  
17: R4          Unaudited Condensed Consolidated Statements of      HTML    104K 
                Income                                                           
55: R5          Unaudited Condensed Consolidated Statements of      HTML    168K 
                Cash Flows                                                       
38: R6          Basis of Presentation                               HTML     32K 
59: R7          Recent Accounting Pronouncements                    HTML     32K 
30: R8          Shares Used in Computing Net Income Per Share       HTML     59K 
39: R9          Acquisition                                         HTML     46K 
43: R10         Credit Card Receivables                             HTML    174K 
51: R11         Redemption Settlement Assets                        HTML    101K 
24: R12         Intangible Assets and Goodwill                      HTML    110K 
36: R13         Debt                                                HTML    171K 
32: R14         Deferred Revenue                                    HTML     51K 
34: R15         Stockholders' Equity                                HTML     51K 
60: R16         Comprehensive Income                                HTML     48K 
29: R17         Financial Instruments                               HTML    200K 
49: R18         Income Taxes                                        HTML     26K 
33: R19         Segment Information                                 HTML    157K 
62: R20         Discontinued Operations                             HTML     33K 
52: R21         Non-Cash Financing and Investing Activities         HTML     27K 
56: R22         Commitments and Contingencies                       HTML     27K 
19: R23         Recent Accounting Pronouncements (Policies)         HTML     29K 
58: R24         Credit Card Receivables (Policies)                  HTML     25K 
28: R25         Financial Instruments (Policies)                    HTML     25K 
22: R26         Shares Used in Computing Net Income Per Share       HTML     53K 
                (Tables)                                                         
25: R27         Acquisition (Tables)                                HTML     33K 
45: R28         Credit Card Receivables (Tables)                    HTML    169K 
54: R29         Redemption Settlement Assets (Tables)               HTML    101K 
48: R30         Intangible Assets and Goodwill (Tables)             HTML    109K 
41: R31         Debt (Tables)                                       HTML    163K 
35: R32         Deferred Revenue (Tables)                           HTML     45K 
46: R33         Stockholders' Equity (Tables)                       HTML     34K 
61: R34         Comprehensive Income (Tables)                       HTML     42K 
31: R35         Financial Instruments (Tables)                      HTML    194K 
64: R36         Segment Information (Tables)                        HTML    149K 
71: R37         Discontinued Operations (Tables)                    HTML     31K 
27: R38         Basis of Presentation (Details)                     HTML     20K 
53: R39         Recent Accounting Pronouncements (Details)          HTML     20K 
40: R40         Shares Used in Computing Net Income Per Share       HTML     78K 
                (Details)                                                        
47: R41         Acquisition (Details)                               HTML     76K 
44: R42         Credit Card Receivables (Details)                   HTML    189K 
26: R43         Redemption Settlement Assets (Details)              HTML     85K 
57: R44         Intangible Assets and Goodwill (Details)            HTML     94K 
68: R45         Debt (Details)                                      HTML    131K 
69: R46         DEBT, Derivative Instruments (Details)              HTML    111K 
23: R47         Deferred Revenue (Details)                          HTML     51K 
21: R48         Stockholders' Equity (Details)                      HTML     57K 
67: R49         Comprehensive Income (Details)                      HTML     47K 
15: R50         Financial Instruments (Details)                     HTML    119K 
42: R51         Income Taxes (Details)                              HTML     25K 
37: R52         Segment Information (Details)                       HTML     67K 
18: R53         Discontinued Operations (Details)                   HTML     25K 
70: R54         Non-Cash Financing and Investing Activities         HTML     25K 
                (Details)                                                        
65: XML         IDEA XML File -- Filing Summary                      XML    100K 
66: EXCEL       IDEA Workbook of Financial Reports (.xls)            XLS   2.33M 
 9: EX-101.INS  XBRL Instance -- ads-20110930                        XML   3.24M 
11: EX-101.CAL  XBRL Calculations -- ads-20110930_cal                XML    237K 
12: EX-101.DEF  XBRL Definitions -- ads-20110930_def                 XML    515K 
13: EX-101.LAB  XBRL Labels -- ads-20110930_lab                      XML   1.90M 
14: EX-101.PRE  XBRL Presentations -- ads-20110930_pre               XML   1.01M 
10: EX-101.SCH  XBRL Schema -- ads-20110930                          XSD    230K 
50: ZIP         XBRL Zipped Folder -- 0001101215-11-000135-xbrl      Zip    231K

‘EX-10.4’   —   Material Contract

This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]

 C:   C:   C: 
 
EXHIBIT 10.4
 
THIRD AMENDMENT TO
 
RECEIVABLES PURCHASE AGREEMENT
 

 
This THIRD AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT, dated as of September 30, 2011 (this “Amendment”) is made between World Financial Network Bank (formerly known as World Financial Network National Bank), a Delaware state chartered bank (“WFN”), as RPA Seller, and WFN Credit Company, LLC (“WFN Credit”), as Purchaser (the “Purchaser”), to the Receivables Purchase Agreement, dated as of September 28, 2001, between the RPA Seller and the Purchaser (as amended as of June 24, 2008 and March 30, 2010, and as further amended from time to time, the “Receivables Purchase Agreement”).  Capitalized terms used and not otherwise defined in this Amendment are used as defined in the Receivables Purchase Agreement.
 
WHEREAS, as of August 1, 2011, WFN converted from a national banking association to a Delaware state chartered bank and changed its name from World Financial Network National Bank to World Financial Network Bank (the “Conversion”); and
 
WHEREAS, in connection with the Conversion, the parties hereto desire to amend the Receivables Purchase Agreement in certain respects as set forth herein;
 
NOW THEREFORE, in consideration of the premises and for other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties hereto agree as follows:
 
SECTION 1.  Amendment.  Section 4.1(a)(i) of the Receivables Purchase Agreement is hereby amended in its entirety to read as follows:
 
(i)           Organization and Good Standing.  RPA Seller is validly existing in good standing under the laws of its jurisdiction of organization, and has full corporate power, authority and legal right to own its properties and conduct its business as presently owned and conducted, and to execute, deliver and perform its obligations under this Agreement.
 
SECTION 2.  Conditions to Effectiveness.  This Amendment shall become effective on the date (the “Effective Date”) upon which (i) each of the parties hereto receive counterparts of this Amendment, duly executed and delivered by each of the parties hereto and (ii) each of the conditions precedent described in Section 9.1 of the Receivables Purchase Agreement are satisfied.
 
SECTION 3.  Effect of Amendment; Ratification. (a)  On and after the Effective Date, this Amendment shall be a part of the Receivables Purchase Agreement and each reference in the Receivables Purchase Agreement to “this Agreement” or “hereof,” “hereunder” or words of like import, and each reference in any other Transaction Document to the Receivables Purchase Agreement shall mean and be a reference to the Receivables Purchase Agreement as amended hereby.
 

   
Third Amendment to Receivables
 Purchase Agreement (Trust III)

 
 
 

(b)           Except as expressly amended hereby, the Receivables Purchase Agreement shall remain in full force and effect and is hereby ratified and confirmed by the parties hereto.
 
SECTION 4.  Governing Law.  THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAWS PROVISIONS.
 
SECTION 5.  Section Headings.   Headings used herein are for convenience of reference only and shall not affect the meaning of this Amendment.
 
SECTION 6.  Counterparts.  This Amendment may be executed in any number of counterparts, and by the parties hereto on separate counterparts, each of which shall be an original and all of which taken together shall constitute one and the same agreement.  Counterparts of this Amendment may be delivered by facsimile or electronic transmission.
 
[Signature Page Follows]
 

   
Third Amendment to Receivables
 Purchase Agreement (Trust III)

 
 
 

IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by their respective officers thereunto duly authorized, as of the date first above written.
 

 
WFN CREDIT COMPANY, LLC,
 
as Purchaser
       
 
By:
  
/s/ Daniel T. Groomes
 
Name:
  
Daniel T. Groomes
 
Title:
  
President


 
WORLD FINANCIAL NETWORK BANK
 
as RPA Seller
       
 
By:
  
/s/ Ronald C. Reed
 
Name:
  
Ronald C. Reed
 
Title:
  
Treasurer

 
 
   
Third Amendment to Receivables
 Purchase Agreement (Trust III)

 
 

Dates Referenced Herein

This ‘10-Q’ Filing    Date    Other Filings
Filed on:11/7/11None on these Dates
For Period end:9/30/11
8/1/11
3/30/10
6/24/08
9/28/01
 List all Filings 

4 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/20/24  Bread Financial Holdings, Inc.    10-K       12/31/23  128:15M
 2/28/23  Bread Financial Holdings, Inc.    10-K       12/31/22  135:20M
 2/25/22  Bread Financial Holdings, Inc.    10-K       12/31/21  110:23M
 2/26/21  Bread Financial Holdings, Inc.    10-K       12/31/20  135:28M
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Filing Submission 0001101215-11-000135   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)
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