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Alliance Data Systems Corp – ‘10-K’ for 12/31/09 – EX-10.111

On:  Monday, 3/1/10, at 9:06am ET   ·   For:  12/31/09   ·   Accession #:  1193125-10-43956   ·   File #:  1-15749

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

 3/01/10  Alliance Data Systems Corp        10-K       12/31/09   37:5.7M                                   RR Donnelley/FA

Annual Report   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   1.61M 
 2: EX-10.1     Office Lease                                        HTML    258K 
 3: EX-10.10    Letter Agreement                                    HTML     17K 
13: EX-10.101   Purchase and Sale Agreement                         HTML    113K 
14: EX-10.102   First Amendment to Purchase and Sale Agreement      HTML     25K 
15: EX-10.103   Second Amendment to Purchase and Sale Agreement     HTML     18K 
16: EX-10.104   Third Amendment to Purchase and Sale Agreement      HTML     24K 
17: EX-10.105   Consent to Purchase and Sale Agreement              HTML     23K 
18: EX-10.106   Fourth Amendment to Purchase and Sale Agreement     HTML     48K 
19: EX-10.107   Second Amended and Restated Pooling and Servicing   HTML    472K 
                          Agreement                                              
20: EX-10.108   First Amendment to Second Amended and Restated      HTML     25K 
                          Pooling and Servicing Agreement                        
21: EX-10.109   Second Amendment to Second Amended and Restated     HTML     25K 
                          Pooling and Servicing Agreement                        
22: EX-10.110   Fourth Amendment to Second Amended and Restated     HTML     24K 
                          Pooling and Servicing Agreement                        
23: EX-10.111   Amendment to Second Amended and Restated Pooling    HTML     21K 
                          and Servicing Agreement                                
24: EX-10.112   Amendment to Second Amended and Restated Pooling    HTML     42K 
                          and Servicing Agreement                                
25: EX-10.113   Sixth Amendment to Second Amended and Restated      HTML     55K 
                          Pooling and Servicing Agreement                        
26: EX-10.122   Series 2006-A Indenture Supplement                  HTML    281K 
27: EX-10.123   Series 2007-I Indenture Supplement                  HTML    327K 
28: EX-10.124   Series 2009-Vfc1 Indenture Supplement               HTML    194K 
29: EX-10.125   Series 2009-Vfn Indenture Supplement                HTML    211K 
30: EX-10.126   Series 2009-Vfn Indenture Supplement                HTML    214K 
 4: EX-10.14    Third Amendment to Lease Agreement                  HTML     38K 
 5: EX-10.19    Lease Amending Agreement by and Between Dundeal     HTML     62K 
                          Canada Inc. and Loyaltyone Inc.                        
 6: EX-10.21    Third Lease Amendment                               HTML     32K 
 7: EX-10.26    Lease of Space                                      HTML    349K 
 8: EX-10.44    Amendment No. One to Performance-Based Restricted   HTML     15K 
                          Stock Unit Award Agreement                             
 9: EX-10.51    Amendment No. One to Canadian Performance-Based     HTML     15K 
                          Restricted Stock Unit Award Agmt                       
10: EX-10.60    Amended and Restated Alliance Data Systems 401(K)   HTML    359K 
                          and Retirement Savings Plan                            
11: EX-10.61    Form of Performance-Based Restricted Stock Unit     HTML     39K 
                          Award Agreement                                        
12: EX-10.62    Form of Canadian Performance-Based Restricted       HTML     39K 
                          Stock Unit Award Agreement                             
31: EX-12.1     Statement Re Computation of Ratios                  HTML     14K 
32: EX-21       Subsidiaries of the Registrant                      HTML     30K 
33: EX-23.1     Consent of Deloitte & Touche LLP                    HTML     14K 
34: EX-31.1     Certification of CEO Pursuant to Rule 13A-14(A)     HTML     17K 
35: EX-31.2     Certification of CFO Pursuant to Rule 13A-14(A)     HTML     17K 
36: EX-32.1     Certification of CEO Pursuant to Rule 13A-14(B)     HTML     15K 
37: EX-32.2     Certification of CFO Pursuant to Rule 13A-14(B)     HTML     15K 


EX-10.111   —   Amendment to Second Amended and Restated Pooling and Servicing Agreement


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



  Amendment to Second Amended and Restated Pooling and Servicing Agreement  

Exhibit 10.111

 

 

CHARMING SHOPPES RECEIVABLES CORP.

Seller

SPIRIT OF AMERICA, INC.

Servicer

and

WACHOVIA BANK, NATIONAL ASSOCIATION

Trustee

Charming Shoppes Master Trust

 

 

AMENDMENT

Dated as of March 18, 2005

to

SECOND AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT

Dated as of November 25, 1997

(as amended on July 22, 1999May 8, 2001 and August 5, 2004)

 

 


THIS AMENDMENT, dated as of March 18, 2005 (this “Amendment”) is to the Second Amended and Restated Pooling and Servicing Agreement, dated as of November 25, 1997, as amended as of July 22, 1999, as of May 8, 2001 and as of August 5, 2004 (the “Agreement”) each by and among Charming Shoppes Receivables Corp., as seller (the “Seller”), Spirit of America, Inc., as servicer (the “Servicer”), and Wachovia Bank, National Association, as trustee (the “Trustee”). Any capitalized term not herein defined shall have the meaning assigned to it in the Agreement.

WHEREAS, the Seller, the Servicer and the Trustee desire to amend the Agreement in certain respects as set forth herein;

WHEREAS, an Opinion of Counsel for the Seller has been delivered to the Trustee and each Purchaser Representative pursuant to Section 13.1(a) of the Agreement; and

WHEREAS, each Rating Agency has notified the Seller, the Servicer and the Trustee in writing that the amendment provided herein shall not result in a reduction or withdrawal of the rating of any outstanding Series or Class as to which it is a Rating Agency.

NOW THEREFORE, the Agreement is hereby amended in the following manner:

SECTION 1. Amendment. Section 1.1.4 of the definition of “Eligible Account” in Section 1.1 of the Agreement is hereby amended by adding the following language immediately following the word “Canada” where it appears therein:

“, a U.S. Territory or a U.S. military P.O. Box outside the United States”

SECTION 2. Agreement in Full Force and Effect as Amended. In all other respects the Agreement is confirmed and ratified and shall continue in full force and effect. Henceforth, references in the Agreement to “the Agreement,” “this Agreement,” “hereof,” “hereto” or words of similar import shall in each case be deemed to refer to the Agreement as hereby amended.

SECTION 3. Effectiveness. The amendment provided for by this Amendment shall become effective on the date first set forth above; provided that on or prior to such date the Trustee shall have received counterparts of this Amendment, duly executed by the parties hereto.

SECTION 4. Counterparts. This Amendment may be executed in any number of counterparts and by separate parties hereto on separate counterparts, each of which when executed shall be deemed an original, but all such counterparts taken together shall constitute one and the same instrument.

SECTION 5. Governing Law. THIS AMENDMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAWS PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.


IN WITNESS WHEREOF, the Seller, the Servicer and the Trustee have caused this Amendment to be duly executed by their respective officers as of the day and year first above written.

 

CHARMING SHOPPES RECEIVABLES CORP.,

Seller

By:   /s/ Kirk R. Simme
Name:   Kirk R. Simme
Title:   Vice President

SPIRIT OF AMERICA, INC.,

Servicer

By:   /s/ Kirk R. Simme
Name:   Kirk R. Simme
Title:   Vice President

WACHOVIA BANK, NATIONAL ASSOCIATION,

not in its individual capacity but solely as the Trustee for CHARMING SHOPPES MASTER TRUST

By:   /s/ N.A. Caramanico
Name:   N.A. Caramanico
Title:   Vice President

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed on:3/1/10
For Period End:12/31/0911-K
3/18/05
8/5/04
5/8/01
7/22/99
11/25/97
 List all Filings 


8 Subsequent Filings that Reference this Filing

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

 6/29/11  SEC                               UPLOAD9/21/17    1:45K  Bread Financial Holdings, Inc.
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12/23/10  SEC                               UPLOAD9/21/17    1:56K  Bread Financial Holdings, Inc.
11/22/10  SEC                               UPLOAD9/21/17    1:58K  Bread Financial Holdings, Inc.
 9/23/10  SEC                               UPLOAD9/21/17    1:60K  Bread Financial Holdings, Inc.
 7/20/10  SEC                               UPLOAD9/21/17    1:78K  Bread Financial Holdings, Inc.
 5/28/10  SEC                               UPLOAD9/21/17    1:56K  Bread Financial Holdings, Inc.
 4/01/10  SEC                               UPLOAD9/21/17    1:80K  Bread Financial Holdings, Inc.
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Filing Submission 0001193125-10-043956   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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