SEC Info℠  
    Home      Search      My Interests      Help      Sign In      Please Sign In

Costco Wholesale Corp/New – ‘10-Q’ for 2/17/19 – ‘EX-10.2’

On:  Wednesday, 3/13/19, at 4:49pm ET   ·   For:  2/17/19   ·   Accession #:  909832-19-3   ·   File #:  0-20355

Previous ‘10-Q’:  ‘10-Q’ on 12/20/18 for 11/25/18   ·   Next:  ‘10-Q’ on 6/6/19 for 5/12/19   ·   Latest:  ‘10-Q’ on 3/13/24 for 2/18/24   ·   4 References:   

Find Words in Filings emoji
 		  in    Show  and   ↓Hints

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

 3/13/19  Costco Wholesale Corp/New         10-Q        2/17/19   57:5.2M

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

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    461K 
 2: EX-3.1      Articles of Incorporation/Organization or Bylaws    HTML     52K 
 3: EX-3.2      Articles of Incorporation/Organization or Bylaws    HTML    170K 
 4: EX-10.2     Material Contract                                   HTML     25K 
 5: EX-31.1     Certification -- §302 - SOA'02                      HTML     34K 
 6: EX-32.1     Certification -- §906 - SOA'02                      HTML     24K 
13: R1          Document and Entity Information                     HTML     45K 
14: R2          Condensed Consolidated Balance Sheets               HTML    123K 
15: R3          Condensed Consolidated Balance Sheets               HTML     34K 
                (Parenthetical)                                                  
16: R4          Condensed Consolidated Statements Of Income         HTML     87K 
17: R5          Condensed Consolidated Statements Of Comprehensive  HTML     38K 
                Income                                                           
18: R6          Consolidated Statement of Stockholders' Equity      HTML     77K 
                Statement                                                        
19: R7          Condensed Consolidated Statements Of Cash Flows     HTML    102K 
20: R8          Condensed Consolidated Statements Of Cash Flows     HTML     20K 
                (Parenthetical)                                                  
21: R9          Summary of Significant Accounting Policies          HTML     61K 
22: R10         Investments                                         HTML     60K 
23: R11         Fair Value Measurement                              HTML     45K 
24: R12         Debt                                                HTML     40K 
25: R13         Equity                                              HTML     36K 
26: R14         Stock-Based Compensation Plans                      HTML     50K 
27: R15         Income Taxes Income Taxes                           HTML     21K 
28: R16         Net Income per Common and Common Equivalent Share   HTML     40K 
29: R17         Commitments and Contingencies                       HTML     35K 
30: R18         Segment Reporting                                   HTML    114K 
31: R19         Summary of Significant Accounting Policies          HTML     75K 
                (Policies)                                                       
32: R20         Summary of Significant Accounting Policies          HTML     42K 
                (Tables)                                                         
33: R21         Investments (Tables)                                HTML     58K 
34: R22         Fair Value Measurement (Tables)                     HTML     42K 
35: R23         Debt (Tables)                                       HTML     38K 
36: R24         Equity (Tables)                                     HTML     32K 
37: R25         Stock-Based Compensation Plans (Tables)             HTML     47K 
38: R26         Net Income per Common and Common Equivalent Share   HTML     40K 
                (Tables)                                                         
39: R27         Segment Reporting (Tables)                          HTML    116K 
40: R28         Summary of Significant Accounting Policies -        HTML     81K 
                Additional Information (Detail)                                  
41: R29         Investments - Available-for-sale and                HTML     55K 
                Held-to-maturity Investments (Detail)                            
42: R30         Investments - Maturities of Available-for-sale and  HTML     56K 
                Held-to-maturity Securities (Details)                            
43: R31         Fair Value Measurement - Fair Value of Financial    HTML     51K 
                Assets and Financial Liabilities Measured on                     
                Recurring Basis (Details)                                        
44: R32         Debt (Carrying Value and Estimated Fair Value of    HTML     59K 
                Company's Long-term Debt) (Details)                              
45: R33         Equity - Additional Information - Dividends         HTML     22K 
                (Detail)                                                         
46: R34         Equity (Stock Repurchased During Period) (Details)  HTML     28K 
47: R35         Equity - Additional Information - Stock Repurchase  HTML     19K 
                Programs (Details)                                               
48: R36         Stock-Based Compensation Plans - Additional         HTML     42K 
                Information (Detail)                                             
49: R37         Stock-Based Compensation Plans - Summary of RSU     HTML     42K 
                Transactions (Details)                                           
50: R38         Stock-Based Compensation Plans - Summary of         HTML     28K 
                Stock-Based Compensation Expense (Details)                       
51: R39         Net Income per Common and Common Equivalent Share   HTML     33K 
                - Schedule of Earnings per Share Effect on Net                   
                Income and Weighted Average Number of Dilutive                   
                Potential Common Stock (Details)                                 
52: R40         Commitments and Contingencies Commitments and       HTML     20K 
                Contingencies - Additional Information (Detail)                  
                (Details)                                                        
53: R41         Segment Reporting Information by Segment (Detail)   HTML     52K 
54: R42         Segment Reporting Segment Reporting Information by  HTML     36K 
                Item Category (Details)                                          
56: XML         IDEA XML File -- Filing Summary                      XML     96K 
55: EXCEL       IDEA Workbook of Financial Reports                  XLSX     52K 
 7: EX-101.INS  XBRL Instance -- cost-20190217                       XML   1.44M 
 9: EX-101.CAL  XBRL Calculations -- cost-20190217_cal               XML    162K 
10: EX-101.DEF  XBRL Definitions -- cost-20190217_def                XML    354K 
11: EX-101.LAB  XBRL Labels -- cost-20190217_lab                     XML   1.06M 
12: EX-101.PRE  XBRL Presentations -- cost-20190217_pre              XML    604K 
 8: EX-101.SCH  XBRL Schema -- cost-20190217                         XSD     93K 
57: ZIP         XBRL Zipped Folder -- 0000909832-19-000003-xbrl      Zip    149K

‘EX-10.2’   —   Material Contract

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

 <!   C:   C: 
  Exhibit  
[*] Indicates confidential portions omitted pursuant to a request for confidential treatment filed separately with the Commission

FIFTH AMENDMENT TO THE
CO-BRANDED CREDIT CARD PROGRAM AGREEMENT
This Fifth Amendment (“Amendment”) is between Citibank, N.A. (“Bank”) and Costco Wholesale Corporation (“Costco”), is effective as of December 1, 2018, and amends that certain Co-Branded Credit Card Program Agreement, by and between Bank and Costco, dated February 27, 2015 (the “Agreement”).
Pursuant to Section 16.10 of the Agreement, the Bank and Costco agree as follows:
1.Defined Terms. All capitalized terms used but not defined in this Amendment will have the meanings ascribed to such terms in the Agreement.
2.Amendments to Schedule 9.01.
a.
Paragraph 2 of Schedule 9.01 is deleted and replaced with the following:
“(2) New Account Bounty. Bank will pay to Costco [*] for each new Co-Branded Card Account generated from an Applicant originating from a Costco Location [*].”
b.
Paragraph 3 of Schedule 9.01 is deleted and replaced with the following:
“(3) Costco Staff Funding. Bank will pay to Costco [*] to compensate Costco staff in accordance with the first sentence of Section 9.01(a).”
c.
A new Paragraph 12 is added to Schedule 9.01 as follows:
“(12) [*]”
d.
The following is added to the end of Paragraph 9 of Schedule 9.01:
“Bank will pay to Costco the amounts in paragraphs (3) and (12) within fifteen Business Days after the end of each month.”
3.Amendment to Section 5.06.
a.
A new subsection to Section 5.06 shall be added as follows:
“(e) Notwithstanding anything to the contrary in this Article 5, the Parties agree to [*]. In furtherance of this goal, [*].”
4.Dispute Resolution. Any dispute between the Parties arising out of or relating to this Amendment shall be resolved as provided in Section 16.02 of the Agreement.
5.Full Force and Effect. The Agreement, as modified hereby, will remain in full force and effect and this Amendment will not be deemed to be an amendment or a waiver of any other provision of the Agreement except as expressly stated herein. All such other provisions of the Agreement will also be deemed to apply to this Amendment.
6.No Modification or Waiver; Incorporation. No modification, amendment or waiver of this Amendment will be effective or binding unless made in writing and signed by the Parties. The Parties agree that, except for those modifications expressly set forth in this Amendment, all terms and provisions of the Agreement will remain unchanged and in full force and effect. This Amendment and the Agreement will hereafter be read and construed together as a single document, and all references to the Agreement will hereafter refer to the Agreement as amended by this Amendment.
7.Counterparts. This Amendment may be executed in counterparts and if so executed will be enforceable and effective upon the exchange of executed counterparts, including by facsimile or electronic transmissions of executed counterparts.
[Signature page follows]


Duly authorized representatives of the Parties have executed this Amendment.
COSTCO WHOLESALE CORPORATION


By: /s/ Paul Latham            
Name: Paul Latham            
Title: SVP                
CITIBANK, N.A.


By: /s/ Valerie Greer      
Name: Valerie Greer      
Title: MD         





1

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-Q’ Filing    Date    Other Filings
Filed on:3/13/194,  S-8,  S-8 POS
For Period end:2/17/19
12/1/18
2/27/154,  8-K
 List all Filings 

4 Subsequent Filings that Reference this Filing

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

10/11/23  Costco Wholesale Corp.            10-K        9/03/23   82:6.2M
10/05/22  Costco Wholesale Corp.            10-K        8/28/22   83:8.4M
10/06/21  Costco Wholesale Corp.            10-K        8/29/21   72:8.5M
10/07/20  Costco Wholesale Corp.            10-K        8/30/20   73:10M
↑Top
Filing Submission 0000909832-19-000003   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)
Copyright © 2024 Fran Finnegan & Company LLC – All Rights Reserved.
About — Privacy — Redactions — Help — Tue., May 14, 5:56:24.1pm ET