**Exhibit 10.5****EXECUTION COPY**AMENDMENT NO. 1Dated as of April 27, 2006toCREDIT AGREEMENTDated as of July 1, 2005     THIS AMENDMENT NO. 1 (“Amendment”) is made as of April 27, 2006 by and among eFundsCorporation (the “Borrower”), the financial institutions listed on the signature pageshereof (the “Lenders”) and JPMorgan Chase Bank, National Association, as AdministrativeAgent (the “Agent”), under that certain Credit Agreement dated as of July 1, 2005 by andamong the Borrower, the Lenders and the Agent (the “Credit Agreement”). Capitalized termsused herein and not otherwise defined herein shall have the respective meanings given to them inthe Credit Agreement.     WHEREAS, the Borrower has requested that certain modifications be made to the CreditAgreement;     WHEREAS, the Borrower, the Lenders party hereto and the Agent have agreed to amend the CreditAgreement on the terms and conditions set forth herein;     NOW, THEREFORE, in consideration of the premises set forth above, the terms and conditionscontained herein, and other good and valuable consideration, the receipt and sufficiency of whichare hereby acknowledged, the Borrower, the Lenders party hereto and the Agent hereby agree to thefollowing amendments to the Credit Agreement.     1. Amendments to Credit Agreement. Effective as of April 27, 2006 (the “EffectiveDate”) but subject to the satisfaction of the conditions precedent set forth in Section 2below, the Credit Agreement is hereby amended as follows:     (a) Section 1.01 of the Credit Agreement is amended to insert the following newdefinition thereto in the appropriate alphabetical order:“Indian Bank Guarantees” means those certain bank guaranteesissued for the account of the Borrower and a Subsidiary Guarantor by ICICI Bank infavor of revenue authorities in India in an approximate U.S. Dollar equivalentamount (calculated at the time of issuance thereof) of $34,000,000. It isunderstood and
 

 
agreed that, for purposes of calculating Indebtedness at any time, the IndianBank Guarantees shall not be included in such calculation to the extent the IndianBank Guarantees are backed or otherwise supported by one or more Letters of Creditissued hereunder.     (b) Section 2.06(b) of the Credit Agreement is amended to delete the reference to“$25,000,000” appearing therein and substitute “$60,000,000” in lieu thereof.     (c) Section 3.06(a) of the Credit Agreement is amended to insert “(other than theIndian Bank Guarantees)” immediately after the reference to “material contingent obligations”appearing therein.     (d) Section 6.01(h) of the Credit Agreement is amended and restated to read asfollows: “(h) Contingent Payments and the Indian Bank Guarantees; and”.     2. Conditions of Effectiveness. The effectiveness of this Amendment is subject to theconditions precedent that the Agent shall have received (i) counterparts of this Amendment dulyexecuted by the Borrower, the Required Lenders and the Agent and the Consent and Reaffirmationattached hereto duly executed by the Subsidiary Guarantors and (ii) such other instruments anddocuments as are reasonably requested by the Agent.     3. Representations and Warranties of the Borrower. The Borrower hereby represents andwarrants as follows:     (a) This Amendment and the Credit Agreement as amended hereby constitute legal, valid andbinding obligations of the Borrower and are enforceable against the Borrower in accordance withtheir terms.     (b) As of the date hereof and giving effect to the terms of this Amendment, (i) no Defaultshall have occurred and be continuing and (ii) the representations and warranties of the Borrowerset forth in the Credit Agreement, as amended hereby, are true and correct.     4. Reference to and Effect on the Credit Agreement.     (a) Upon the effectiveness hereof, each reference to the Credit Agreement in the CreditAgreement or any other Loan Document shall mean and be a reference to the Credit Agreement asamended hereby.     (b) Except as specifically amended above, the Credit Agreement and all other documents,instruments and agreements executed and/or delivered in connection therewith shall remain in fullforce and effect and are hereby ratified and confirmed.     (c) The execution, delivery and effectiveness of this Amendment shall not operate as a waiverof any right, power or remedy of the Agent or the Lenders, nor constitute a waiver of any provisionof the Credit Agreement or any other documents, instruments and agreements executed and/ordelivered in connection therewith.     5. Governing Law. This Amendment shall be governed by and construed in
2

 
accordance with the internal laws (including, without limitation, 735 ILCS Section 105/5-1 etseq, but otherwise without regard to the conflict of law provisions) of the State of Illinois, butgiving effect to federal laws applicable to national banks.     6. Headings. Section headings in this Amendment are included herein for convenienceof reference only and shall not constitute a part of this Amendment for any other purpose.     7. Counterparts. This Amendment may be executed by one or more of the parties heretoon any number of separate counterparts, and all of said counterparts taken together shall be deemedto constitute one and the same instrument.[Signature Pages Follow]
3

 
     IN WITNESS WHEREOF, this Amendment has been duly executed as of the day and year first abovewritten.     eFUNDS CORPORATION,