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Alliance Data Systems Corp – ‘10-K’ for 12/31/10 – ‘EX-10.127’

On:  Monday, 2/28/11, at 8:49am ET   ·   For:  12/31/10   ·   Accession #:  1140361-11-12449   ·   File #:  1-15749

Previous ‘10-K’:  ‘10-K’ on 3/1/10 for 12/31/09   ·   Next:  ‘10-K’ on 2/27/12 for 12/31/11   ·   Latest:  ‘10-K’ on 2/20/24 for 12/31/23   ·   5 References:   

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

 2/28/11  Alliance Data Systems Corp        10-K       12/31/10   63:12M                                    Broadridge Fin’l So… Inc

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

Document/Exhibit                   Description                      Pages   Size 

 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

‘EX-10.127’   —   Material Contract

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

 C:   C:   C: 
Exhibit 10.127
 
SECOND AMENDMENT TO
RECEIVABLES PURCHASE AGREEMENT


This SECOND AMENDMENT TO RECEIVABLES PURCHASE AGREEMENT, dated as of March 30, 2010 (this “Amendment”) is made between World Financial Network National Bank, a national banking association located in Columbus, Ohio (“WFNNB”), 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 as 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, WFNNB is contemplating a merger with and into WFNNB Interim National Bank (the “Interim Bank”), an interim national banking association located in Delaware, with the resulting bank being a national banking association named World Financial Network National Bank and located in Delaware (the “Merger”); and

WHEREAS, the parties hereto desire to amend the Receivables Purchase Agreement in certain respects as set forth herein, with such amendments taking effect upon consummation of the Merger;

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.  Amendments.  Section 1.2 of the Receivables Purchase Agreement is hereby amended by deleting the word “Ohio” where it appears in Section 1.2 and substituting with the word “Delaware”.

SECTION 2.  Conditions to Effectiveness.  This Amendment shall become effective upon consummation of the Merger; provided that each of the conditions precedent described in Section 9.1 of the Receivables Purchase Agreement shall have been satisfied.

SECTION 3.  Effect of Amendment; Ratification. i) 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.

(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. Approved Portfolio.  For the avoidance of doubt, the RPA Seller’s private label credit card program for Little Switzerland, which is an Approved Portfolio, includes, without limitation, all accounts from time to time included in the RPA Seller’s private label credit card program for Little Switzerland that are originated through Jewels retailers.
 
 
Second Amendment to Receivables Purchase
Agreement (Trust III)
 
 
 
 
 
SECTION 5. 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 6. Section Headings.  Headings used herein are for convenience of reference only and shall not affect the meaning of this Amendment.

SECTION 7.  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]
 
 
Second Amendment to Receivables Purchase
Agreement (Trust III)
 
 
2
 
 
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 NATIONAL
 
BANK, as RPA Seller
     
     
  By:   /s/ Ronald C. Reed
   
Name:  Ronald C. Reed
   
Title:  Treasurer
 
 
Second Amendment to Receivables Purchase
Agreement (Trust III)
 

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed on:2/28/11
For Period end:12/31/1011-K,  5,  ARS
3/30/10
6/24/08
9/28/01
 List all Filings 

5 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
 5/04/11  SEC                               UPLOAD9/21/17    1:54K  Bread Financial Holdings, Inc.
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Filing Submission 0001140361-11-012449   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)
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