Annual Report — Form 10-K — Sect. 13 / 15(d) – SEA’34 Filing Table of Contents
Document/ExhibitDescriptionPagesSize
1: 10-K Alliance Data Systems Corporation 10-K 12-31-2010 HTML 2.09M
2: EX-10.10 Material Contract HTML 57K
5: EX-10.108 Material Contract HTML 38K
6: EX-10.110 Material Contract HTML 32K
7: EX-10.118 Material Contract HTML 70K
8: EX-10.120 Material Contract HTML 32K
9: EX-10.122 Material Contract HTML 32K
10: EX-10.127 Material Contract HTML 28K
11: EX-10.128 Material Contract HTML 30K
12: EX-10.134 Material Contract HTML 31K
13: EX-10.150 Material Contract HTML 26K
14: EX-10.156 Material Contract HTML 23K
15: EX-10.159 Material Contract HTML 22K
16: EX-10.161 Material Contract HTML 22K
3: EX-10.26 Material Contract HTML 21K
4: EX-10.59 Material Contract HTML 21K
18: EX-21 Subsidiaries List HTML 37K
19: EX-23.1 Consent of Experts or Counsel HTML 19K
17: EX-12.1 Statement re: Computation of Ratios HTML 37K
20: EX-31.1 Certification -- §302 - SOA'02 HTML 24K
21: EX-31.2 Certification -- §302 - SOA'02 HTML 24K
22: EX-32.1 Certification -- §906 - SOA'02 HTML 21K
23: EX-32.2 Certification -- §906 - SOA'02 HTML 21K
53: XML IDEA XML File -- Definitions and References XML 126K
59: XML IDEA XML File -- Filing Summary XML 80K
57: XML.R1 Document And Entity Information XML 198K
58: XML.R2 Consolidated Statements of Income XML 507K
40: XML.R3 Consolidated Balance Sheets XML 496K
45: XML.R4 Consolidated Balance Sheets Parenthetical XML 90K
51: XML.R5 Consolidated Statements of Stockholders' Equity XML 913K
50: XML.R6 Consolidated Statements of Stockholders' Equity XML 66K
Parenthetical
62: XML.R7 Consolidated Statements of Cash Flows XML 776K
35: XML.R8 Description of Business and Basis of Presentation XML 47K
49: XML.R9 Change in Accounting Principle XML 46K
33: XML.R10 Summary of Significant Accounting Policies XML 127K
32: XML.R11 Acquisitions XML 73K
39: XML.R12 Discontinued Operations XML 75K
55: XML.R13 Credit Card Receivables XML 220K
41: XML.R14 Redemption Settlement Assets XML 138K
42: XML.R15 Property and Equipment XML 61K
47: XML.R16 Intangible Assets and Goodwill XML 163K
63: XML.R17 Accrued Expenses XML 52K
37: XML.R18 Debt XML 232K
30: XML.R19 Deferred Revenue XML 87K
44: XML.R20 Commitments and Contingencies XML 73K
54: XML.R21 Stockholders' Equity XML 159K
36: XML.R22 Employee Benefit Plans XML 54K
52: XML.R23 Comprehensive Income XML 75K
43: XML.R24 Income Taxes XML 186K
61: XML.R25 Financial Instruments XML 234K
56: XML.R26 Parent-Only Financial Statements XML 161K
46: XML.R27 Segment Information XML 205K
48: XML.R28 Non-Cash Financing and Investing Activities XML 46K
31: XML.R29 Quarterly Results of Operations (Unaudited) XML 143K
34: XML.R30 Consolidated Valuations and Qualifying Accounts XML 75K
60: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 1.75M
24: EX-101.INS XBRL Instance -- ads-20101231 XML 2.20M
26: EX-101.CAL XBRL Calculations -- ads-20101231_cal XML 202K
27: EX-101.DEF XBRL Definitions -- ads-20101231_def XML 76K
28: EX-101.LAB XBRL Labels -- ads-20101231_lab XML 713K
29: EX-101.PRE XBRL Presentations -- ads-20101231_pre XML 372K
25: EX-101.SCH XBRL Schema -- ads-20101231 XSD 91K
38: ZIP XBRL Zipped Folder -- 0001140361-11-012449-xbrl Zip 152K
The undersigned (the “Guarantor”) joins in the Subsidiary Guaranty dated as of May 1, 2006 from the Guarantors named therein in favor of the Holders, as defined therein, and (i) jointly and severally with the other Guarantors under the Subsidiary Guaranty, guarantees to the Holders from time to time of the Notes the prompt payment in full when due (whether at stated maturity, by acceleration or otherwise) and the full and prompt performance and observance of all Obligations (as defined in Section 2 of the Subsidiary Guaranty), (ii) accepts and agrees to perform and observe all of the covenants set forth therein, (iii) waives the rights set forth in Section 5 of the Subsidiary Guaranty, (iv) waives the rights, submits to jurisdiction, and waives service of process as described in Section 11 of the Subsidiary Guaranty and (v) agrees to be bound by all of
the terms thereof, and the Guarantor represents and warrants to the Holders that:
(a) the Guarantor is validly existing and in good standing or equivalent status under the laws of its jurisdiction of organization and has the requisite power and authority to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged;
(b) the Guarantor has the requisite power and authority and the legal right to execute and deliver this Joinder to Subsidiary Guaranty (“Joinder”) and to perform its obligations hereunder and under the Subsidiary Guaranty and has taken all necessary action to authorize its execution and delivery of this Joinder and its performance of the Subsidiary Guaranty;
(c) the Subsidiary Guaranty constitutes a legal, valid and binding obligation of the Guarantor enforceable in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (regardless of whether such enforceability is considered in a proceeding in equity or at law);
(d) the execution, delivery and performance of this Joinder will not violate any provision of any requirement of law or material contractual obligation of the Guarantor and, except as provided in the Note Purchase Agreement, will not result in or require the creation or imposition of any Lien on any of the properties, revenues or assets of the Guarantor pursuant to the provisions of any material contractual obligation of the Guarantor or any requirement of law;
(e) except as provided in the Note Purchase Agreement, no consent or authorization of, filing with, or other act by or in respect of, any arbitrator or Governmental Authority is required in connection with the execution, delivery, performance, validity or enforceability of this Joinder;
(f) no litigation, investigation or proceeding of or before any arbitrator or governmental authority is pending or, to the knowledge of the Guarantor, threatened by or against the Guarantor or any of its properties or revenues with respect to this Joinder, the Subsidiary Guaranty or any of the transactions contemplated hereby or thereby;
(g) the execution, delivery and performance of this Joinder will not violate any provision of any order, judgment, writ, award or decree of any court, arbitrator or Governmental Authority, domestic or foreign, or of the charter or bylaws of the Guarantor or of any securities issued by the Guarantor; and
(h) after giving effect to the transactions contemplated herein, (i) the present fair salable value of the assets of the Guarantor is in excess of the amount that will be required to pay its probable liability on its existing debts as said debts become absolute and matured, (ii) the Guarantor has received reasonably equivalent value for executing and delivering this Joinder, (iii) the property remaining in the hands of the Guarantor is not an unreasonably small capital, and (iv) the Guarantor is able to pay its debts as they mature.
Capitalized Terms used but not defined herein have the meanings ascribed in the Subsidiary Guaranty. This Joinder shall in all respects be governed by, and construed in accordance with, the laws of the State of New York, including all matters of construction, validity and performance.
[Signature Page Follows]
2
IN WITNESS WHEREOF, the undersigned has caused this Joinder to Subsidiary Guaranty to be duly executed as December 31, 2010.
