EXHIBIT 4.1


 


EXECUTION COPY 


 


 


EIGHTH
AMENDMENT TO RECEIVABLES SALE AGREEMENT


 


This EIGHTH AMENDMENT
TO RECEIVABLES SALE AGREEMENT, dated as of March 20, 2012 (this “Amendment”), is entered into among GE
CAPITAL RETAIL BANK, a federal savings bank organized under the laws of the United States (“GECRB”), PLT HOLDING,
L.L.C., a limited liability company organized under the laws of the State of Delaware (“PLT Holding”), RFS HOLDING,
INC., a Delaware corporation (“RFS Inc.”), and RFS HOLDING, L.L.C., a limited liability company organized under
the laws of the State of Delaware (“Buyer”), pursuant to the Receivables Sale Agreement referred to below.


 


WITNESSETH:


 


WHEREAS GECRB and Buyer
are parties to the Receivables Sale Agreement, dated as of June 27, 2003, as amended by the Omnibus Amendment No. 1 to Securitization
Documents, dated as of February 9, 2004, the RSA Assumption Agreement and Second Amendment to Receivables Sale Agreement, dated
as of February 7, 2005, the Third Amendment to Receivables Sale Agreement, dated as of December 21, 2006, the Fourth Amendment
to Receivables Sale Agreement, dated as of May 21, 2008, the Designation of Removed Accounts and Fifth Amendment to Receivables
Sale Agreement, dated as of December 29, 2008, and the Designation of Removed Accounts and Sixth Amendment to Receivables Sale
Agreement, dated as of February 26, 2009, and the Seventh Amendment to Receivables Sale Agreement, dated as of November 23, 2010
(as amended, the “Receivables Sale Agreement”); and


 


WHEREAS Buyer and GECRB
desire to amend the Receivables Sale Agreement as set forth herein to add each of PLT Holding and RFS Inc. as an additional Seller
under the Receivables Sale Agreement, and PLT Holding and RFS Inc. each desires to agree to the obligations of a Seller under the
Receivables Sale Agreement to the extent provided herein;


 


NOW, THEREFORE, GECRB,
PLT Holding, RFS Inc. and Buyer hereby agree as follows:


 


1.Defined
Terms. All terms defined in the Receivables Sale Agreement and used herein shall have such defined meanings when used herein,
unless otherwise defined herein.


 


2.Amendment
to Receivables Sale Agreement.


 


(a)In
accordance with Section 2.8 of the Receivables Sale Agreement, each of PLT Holding and RFS Inc. shall be added as
an additional Seller under the Receivables Sale Agreement; provided that each of PLT Holding and RFS Inc. shall only be
deemed to be a “Seller” (as defined in the Receivables Sale Agreement), in each case solely to the extent provided
herein.


 


(b)On
March 21, 2012, GECRB, RFS Inc. and PLT Holding shall execute an Assignment with respect to the designation of certain Additional
Accounts (the “Subject Accounts”), the existing Receivables arising in which have been transferred by
GECRB to PLT Holding pursuant to that certain Receivables Purchase Agreement, dated as of February 26, 2009 (the “Subject
Receivables”). Such Assignment shall be in substantially the form of Exhibit A hereto, and shall constitute an
Assignment under the Receivables Sale Agreement notwithstanding any deviation from the form attached as Exhibit A to the Receivables
Sale Agreement.


 



    	 



    	 



    

 


 


(c)For
purposes of the Receivables Sale Agreement, with respect to the Subject Receivables, references to the Seller in the definitions
of “Eligible Receivable”, “Material Adverse Effect”, “Principal Collections”, “Transfer
Date”, “Transferred Asset” and “Transferred Receivable” shall mean PLT Holding.


 


(d)PLT
Holding shall comply with the obligations of, and shall have the rights and benefits of a Seller, pursuant to Sections
2.1(a)-(b), 2.3, 2.4, 2.5, 6.1(c)-(g), 6.2(b)-(d), 6.3(a) and 6.3(c)-(e),
and Article VII of the Receivables Sale Agreement and references to the “Seller” in such provisions shall mean
and refer to PLT Holding, in each case solely with respect to the Subject Receivables and related Transferred Assets; provided
that:


 


(i)
the Purchase Price for the Subject Receivables shall be payable in cash pursuant to the Assignment;


 


(ii)
the amount of all adjustments required to be made with respect to the Subject Receivables pursuant to Section 2.5
of the Receivables Sale Agreement and the purchase price for any Subject Receivables that become Ineligible Receivables pursuant
to Section 6.1(d) of the Receivables Sale Agreement shall be payable by PLT Holding in cash not later than the Payment Date
following the Monthly Period in which the adjustment occurs or the repurchase obligation arises;


 


(iii)in
the event of breach of a representation or warranty that gives rise to a reassignment pursuant to Section 6.1(f)
of the Receivables Sale Agreement, each of GECRB and PLT Holding shall only be required to repurchase the portion of Transferred
Receivables transferred by it, and in the case of PLT Holding, the purchase price payable by PLT Holding shall be determined in
accordance with Section 6.1(e) of the Receivables Sale Agreement as if the related Transferred Receivables were Ineligible
Receivables;


 


(iv)notwithstanding
anything to the contrary in Section 7.6 of the Receivables Sale Agreement, no amendment or modification of the Receivables
Sale Agreement shall require the written agreement or consent of PLT Holding unless such amendment or modification shall have a
material adverse affect on the rights of PLT Holding under the Receivables Sale Agreement.


 


(e)For
the avoidance of doubt, to the extent that RFS Inc. has acquired any right, title or interest in any Subject Receivable or Transferred
Asset related thereto, , RFS Inc. agrees to transfer, assign, set over and otherwise convey to Buyer, without recourse, all of
its right, title and interest in, to and under, all Subject Receivables and related Transferred Assets (collectively, the “Subject
Assets”) pursuant to the Assignment referenced in subsection 2(b).
RFS Inc. intends that the transfer described in this clause (e) and the related Assignment shall constitute a contribution by RFS
Inc. to Buyer and not a loan by RFS Inc. to Seller secured by the Subject Assets. Notwithstanding anything to the contrary set
forth in this paragraph, if a court of competent jurisdiction determines that any transaction provided for herein or in the related
Assignment constitutes a loan and not a sale, then RFS Inc. and Buyer intend that this Agreement shall constitute a security agreement
under applicable law and that RFS Inc. shall be deemed to have granted, and RFS Inc. hereby grants, to Buyer a first priority
lien and security interest in and to all of RFS Inc.’s right, title and interest in, to and under the Subject Assets,
subject only to Permitted Encumbrances. The extent of RFS Inc.’s role as a “Seller” under the Agreement shall
be limited to the extent set forth in this clause (e), and RFS Inc. shall have no other obligation under the Receivables
Sale Agreement.


 


Eighth Amendment
to Receivables


Sale Agreement


 



    	 



    	 



    

 


 


(f)To
induce Buyer to accept the Subject Receivables, PLT Holding makes the representations and warranties in Section 6.1
of the Receivables Sale Agreement on the Transfer Date for the Subject Receivables; provided that the representation made
by PLT Holding in subsections 6.1(a)(i) and (ii) shall be modified as follows:


 


(i)Valid
Existence; Power and Authority. Seller (A) is a limited liability company duly organized, validly existing and in good
standing under the laws of its jurisdiction of organization; (B) is duly qualified to conduct business and is in good standing
in each other jurisdiction where its ownership or lease of property or the conduct of its business requires such qualification
and where the failure to be so qualified or in good standing would have a Material Adverse Effect; and (C)  has all requisite
power and authority to execute, deliver and perform its obligations under this Agreement.


 


(ii)UCC Information.
The true legal name of Seller as registered in the jurisdiction of its organization, and the current location of Seller’s
jurisdiction of organization and the address of its chief executive office are set forth in Schedule 6.1(a) to this
Amendment. In addition, Schedule 6.1(a) to this Amendment lists Seller’s (A) federal employer identification
number and (B) charter number or organizational identification number as designated by the jurisdiction of its organization, as
applicable.”


 


(f)For purposes
of Section 7.1, the notice address for each of PLT Holding and RFS Inc. is:


 


777 Long Ridge Road,
Building B, 3rd Floor

Stamford, CT 06927

Attention:Manager - Securitization

Telephone:(203) 585-6838

Facsimile:1-866-742-2110


 


3.Representations
and Warranties of Sellers. Each of GECRB, RFS Inc. and PLT Holding hereby represents and warrants to Buyer as of the date hereof:


 


(a)Legal,
Valid and Binding Obligation. This Amendment constitutes its legal, valid and binding obligation, enforceable against such
party in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization,
moratorium or other similar laws now or hereafter in effect affecting the enforcement of creditors’ rights in general and
except as such enforceability may be limited by general principles of equity (whether considered in a suit at law or in equity);
and


 








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(b)No
Material Adverse Effect. This Amendment does not materially adversely affect the interests of the Issuer or any of the Issuer’s
creditors.


 


4.Effectiveness.
This Amendment shall become effective as of the date first written above; provided that Buyer, PLT Holding, RFS Inc. and
GECRB shall have executed a counterpart of this Amendment.


 


5.Binding
Effect; Ratification. (a) On and after
the execution and delivery hereof, (i) this
Amendment shall be a part of the Receivables Sale Agreement and
(ii) each reference in the Receivables Sale Agreement to “this Agreement”, “hereof”, “hereunder”
or words of like import, and each reference in any other Related Document to the Receivables Sale Agreement, shall mean and be
a reference to such Receivables Sale Agreement as amended hereby.


 


(b)Except
as expressly amended hereby, the Receivables Sale Agreement shall remain in full force and effect and is hereby ratified and confirmed
by the parties hereto.


 


6.No
Proceedings.Until the date one year plus one day following the date on
which all amounts due with respect to securities rated by a Rating Agency that were issued by any entity holding Transferred Assets
or an interest therein have been paid in full in cash, none of GECRB, RFS Inc. nor PLT Holding shall, directly or indirectly, institute
or cause to be instituted against Buyer any bankruptcy, reorganization, arrangement, insolvency or liquidation proceeding or other
proceeding under any federal or state bankruptcy or similar law; provided that the foregoing shall not in any way limit
GECRB’s, RFS Inc.’s or PLT Holding’s right to pursue any other creditor rights or remedies that GECRB, RFS Inc.
or PLT Holding may have under any applicable law. The Receivables Sale Agreement and obligations of GECRB, RFS Inc. and PLT Holding
under this Section 6 shall survive the termination of this Agreement.


 


7.Miscellaneous.
(a) THIS AMENDMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF
LAW PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.


 


(b)Headings used
herein are for convenience of reference only and shall not affect the meaning of this Amendment.


 


(c)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. Executed counterparts may be delivered
electronically.


 








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to Receivables


Sale Agreement 


 



    	 



    	 



    

IN WITNESS WHEREOF, the undersigned have
caused this Amendment to be duly executed and delivered by their respective duly authorized officers on the day and year first
above written.


 


 


 


	
        RFS HOLDING, L.L.C.,
        as Buyer

        

        

         

        By _/s/ Vishal Gulati__________

         

        Name: Vishal Gulati

        Title: Vice President

         




 








Eighth Amendment
to Receivables


Sale Agreement


 


 


	 



    	 



    	 



    

 


	
        GE CAPITAL RETAIL BANK,
        Seller

         

         

        By:/s/ Michael Lagnese   _____

         

        Name: Michael Lagnese

        Title: Sr. Vice President Finance

         

         




 








Eighth Amendment
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        PLT HOLDING, L.L.C.,
        Seller

        

        

         

        By _/s/ David Schulz__________

         

        Name: David Schulz

        Title: Vice President

         




 


 





Eighth Amendment
to Receivables


Sale Agreement





 


	 



    	 



    	 



    

 


	
         

         

        RFS HOLDING, INC.,
        Seller

        

        

         

        By _/s/ Vishal Gulati__________

         

        Name: Vishal Gulati

        Title: Vice President

         









Eighth Amendment
to Receivables


Sale Agreement


 


 



    	 



    	 



    

SCHEDULE 6.1(a)


 


 


Legal Name


 


PLT Holding, L.L.C.


 


Jurisdiction of Organization


 


Delaware


 


Address of Principal Place of Business


 


777 Long Ridge Road, Building B, 3rd Floor

Stamford, CT 06927







Federal Employer Identification Number


 


26-0263703


 


Organizational Identification Number


 


4359501


 








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EXHIBIT A


 


FORM OF ASSIGNMENT NO. ____ OF RECEIVABLES

IN ADDITIONAL ACCOUNTS


 


(As required by Section 2.6 of the
Agreement)


 


ASSIGNMENT No. ____ OF RECEIVABLES IN ADDITIONAL
ACCOUNTS (this “Assignment”) dated as of March 21, 2012, by and among PLT HOLDING, L.L.C., a Delaware limited
liability company (“PLT Holding”), RFS HOLDING, INC., a Delaware corporation (“RFS Inc.”),
GE CAPITAL RETAIL BANK, a federal savings bank organized under the laws of the United States (“GECRB”), and
RFS HOLDING, L.L.C., a Delaware limited liability company (“Buyer”), pursuant to the Agreement referred to below.


 


W I T N E S S E T H :


 


WHEREAS, GECRB and
Buyer are parties to the Receivables Sale Agreement, dated as of June 27, 2003 (as it may be amended and supplemented from time
to time the “Agreement”);


 


WHEREAS, GECRB, PLT
Holding, RFS Inc. and Buyer are parties to the Eighth Amendment to Receivables Sale Agreement, dated as of March 20, 2012
(the “Eighth Amendment”), pursuant to which each of PLT Holding and RFS Inc. was designated as a “Seller”
under the Agreement;


 


WHEREAS, pursuant to
the Agreement, GECRB, RFS Inc. and PLT Holding wish to designate Additional Accounts to be included as Accounts and to convey the
Transferred Receivables in such Additional Accounts that have been designated “Additional Accounts” pursuant to the
Agreement, whether now existing or hereafter created, to Buyer (as each such term is defined in the Agreement); and


 


WHEREAS, Buyer is willing
to accept such designation and conveyance subject to the terms and conditions hereof.


 


NOW, THEREFORE, GECRB,
PLT Holding, RFS Inc. and Buyer hereby agree as follows:


 


1.Defined Terms.
All terms defined in the Agreement and used herein shall have such defined meanings when used herein, unless otherwise defined
herein.


 


“Addition
Date” means, with respect to the Additional Accounts designated hereby, March 21, 2012.


 


“Addition
Cut-Off Date” means, with respect to Additional Accounts designated hereby, March 18, 2012.


 








Eighth Amendment
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2.Designation
of Additional Accounts. The Accounts listed on Schedule 1 to this Assignment have been designated “Additional
Accounts” pursuant to the Agreement. Schedule 1 to this Assignment, as of the Addition Date, shall supplement Schedule 1
to the Agreement as required by Section 2.1(b) of the Agreement.


 


3.Conveyance
of Receivables. (a) PLT Holding does hereby transfer, assign, set over and otherwise convey, without recourse except as set
forth in this Agreement, to Buyer, all its right, title and interest in, to and under the Receivables in such Additional Accounts
existing at the close of business on the Addition Date, the Related Security and Collections with respect thereto and
related Recoveries, together with all monies due or to become due and all amounts received or receivable with respect thereto and
Insurance Proceeds relating thereto and all proceeds of the foregoing. The foregoing does not constitute and is not intended to
result in the creation or assumption by Buyer of any obligation of any Originator, any Seller or any other Person in connection
with the Accounts or the Transferred Receivables or under any agreement or instrument relating thereto, including any obligation
to Obligors, merchant banks, Retailers, clearance systems or insurers.


 


(a)RFS Inc. does
hereby transfer, assign, set over and otherwise convey, without recourse except as set forth in this Agreement, to Buyer, all its
right, title and interest in, to and under the Receivables in such Additional Accounts existing at the close of business
on the Addition Date, the Related Security and Collections with respect thereto and related Recoveries, together with all monies
due or to become due and all amounts received or receivable with respect thereto and Insurance Proceeds relating thereto and all
proceeds of the foregoing. The foregoing does not constitute and is not intended to result in the creation or assumption by Buyer
of any obligation of any Originator, any Seller or any other Person in connection with the Accounts or the Transferred Receivables
or under any agreement or instrument relating thereto, including any obligation to Obligors, merchant banks, Retailers, clearance
systems or insurers.


 


(b)GECRB does hereby
transfer, assign, set over and otherwise convey, without recourse except as set forth in this Agreement, to Buyer, all its right,
title and interest in, to and under the Receivables in such Additional Accounts created from time to time after the Addition Date
until the Agreement Termination Date, the Related Security and Collections with respect thereto and related Recoveries, together
with all monies due or to become due and all amounts received or receivable with respect thereto and Insurance Proceeds relating
thereto and all proceeds of the foregoing. The foregoing does not constitute and is not intended to result in the creation or assumption
by Buyer of any obligation of any Originator, any Seller or any other Person in connection with the Accounts or the Transferred
Receivables or under any agreement or instrument relating thereto, including any obligation to Obligors, merchant banks, Retailers,
clearance systems or insurers.


 


(c)Each of PLT Holding,
RFS Inc. and GECRB, as applicable, agrees to record and file, at its own expense, financing statements (and continuation statements
when applicable) with respect to the Receivables in Additional Accounts existing on the Addition Date and thereafter created meeting
the requirements of applicable state law in such manner and in such jurisdictions as are necessary to perfect, and maintain perfection
of, the sale and assignment of its interest in such Receivables to Buyer, and to deliver a file-stamped copy of each such financing
statement or other evidence of such filing to Buyer within ten (10) days of the Addition Date. Buyer shall be under no obligation
whatsoever to file such financing or continuation statements or to make any other filing under the UCC in connection with such
sale and assignment.


 





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Sale Agreement


 






    	 



    	 



    

 


 


(d)In connection
with such assignment, GECRB further agrees, at its own expense, on or prior to the date of this Assignment, to indicate and cause
Servicer to indicate in the appropriate computer files that Receivables created in connection with the Additional Accounts and
designated hereby have been conveyed to Buyer pursuant to the Agreement and this Assignment.


 


(e)The parties hereto
intend that each transfer of the Transferred Assets shall constitute a sale by PLT Holding, RFS Inc. and GECRB to Buyer and not
a loan by Buyer to any of PLT Holding, RFS Inc. or GECRB secured by the Transferred Assets.  Notwithstanding anything to the
contrary set forth in this subsection 3(f), if a court of competent jurisdiction determines that any transaction provided
for herein constitutes a loan and not a sale, then each of PLT Holding, RFS Inc., GECRB and Buyer intend that this Assignment shall
constitute a security agreement under applicable law and that each of PLT Holding, RFS Inc. and GECRB shall be deemed to have granted,
and each of PLT Holding, RFS Inc. and GECRB hereby grants, to Buyer a first priority lien and security interest in and to all of
PLT Holding’s, RFS Inc.’s and GECRB’s, as applicable, right, title and interest in, to and under the Transferred
Assets, subject only to Permitted Encumbrances.


 


4.Acceptance
by Buyer. Buyer hereby acknowledges its acceptance of all right, title and interest to the property, existing on the Addition
Date and thereafter created, conveyed to Buyer pursuant to Sections 3(a) and (b) of this Assignment. Buyer further acknowledges
that, prior to or simultaneously with the execution and delivery of this Assignment, the Sellers delivered to it the Account Schedule
described in Section 2 of this Assignment.


 


5.Representations
and Warranties of Sellers. Each of GECRB, RFS Inc. and PLT Holding (or, in the case of the representation in clause (b), only
PLT Holding) hereby represents and warrants to Buyer as of the Addition Date:


 


(a)This Assignment
constitutes a legal, valid and binding obligation of such Seller enforceable against such Seller in accordance with its terms,
except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or other similar
laws now or hereafter in effect affecting the enforcement of creditors’ rights in general and except as such enforceability
may be limited by general principles of equity (whether considered in a suit at law or in equity);


 


(b)each of the Transferred
Receivables satisfies the criteria for an Eligible Receivable as of the Addition Cut-Off Date;


 


(c)each Additional
Account is, as of the Addition Cut-Off Date, an Eligible Account,


 





Eighth Amendment
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(d)no selection procedures
believed by such Seller to be materially adverse to the interests of Buyer or any of its creditors were utilized in selection the
Additional Accounts from the available Eligible Accounts;


 


(e)as of the Addition
Date, such Seller is solvent;


 


(f)the Account Schedule
delivered pursuant to this Assignment is an accurate and complete listing in all material respects of all the Accounts as of the
related Addition Cut-Off Date, and the information contained therein with respect to the identity of such Accounts and the Transferred
Receivables existing in such Accounts, is true and correct in all material respects as of the Addition Cut-Off Date;


 


(g)the Agreement
and this Assignment create a valid and continuing security interest in the Receivables in the Additional Accounts and the Related
Security and in Collections and Recoveries with respect thereto, together with all monies due or to become due and all amounts
received or receivable with respect thereto and Insurance Proceeds relating thereto and the proceeds thereof in favor of Buyer,
which security interest (x) is enforceable against such Seller, as such enforceability may be limited by applicable Debtor Relief
Laws, now or hereafter in effect, and by general principles of equity (whether considered in a suit at law or in equity) and (y)
upon filing of the financing statements described herein and, in the case of Transferred Receivables thereafter created, upon the
creation thereof, will be prior to all other Liens (other than Permitted Encumbrances);


 


(h)the Transferred
Receivables constitute “accounts” or “general intangibles” within the meaning of UCC Section 9-102;


 


(i)immediately prior
to the conveyance of the Receivables pursuant to this Agreement, such Seller owns and has good and marketable title to, or has
a valid security interest in, the Receivables free and clear of any Lien, claim or encumbrance of any Person, (other than Permitted
Encumbrances); and


 


(j)subject to Permitted
Encumbrances, other than the transfer and assignment and the security interest granted to Buyer pursuant to this Agreement, such
Seller had not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Transferred Receivables.
Such Seller has not authorized the filing of and is not aware of any financing statements against Seller that included a description
of collateral covering the Transferred Receivables, that has not been released.


 


6.Amendment
of the Agreement. The Agreement is hereby amended to provide that all references therein to “this Agreement” and
“herein” shall be deemed from and after the Addition Date to be a dual reference to the Agreement as supplemented by
this Assignment. Except as expressly amended hereby, all of the representations, warranties, terms, covenants and conditions of
the Agreement shall remain unamended and shall continue to be, and shall remain, in full force and effect in accordance with its
terms.








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7.Counterparts.
This Assignment may be executed in two or more counterparts (and by different parties on separate counterparts), each of which
shall be an original, but all of which together shall constitute one and the same instrument.


 


8.GOVERNING
LAW. THIS ASSIGNMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT
OF LAW PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH
LAWS.


 





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Sale Agreement


 






    	 



    	 



    

IN WITNESS WHEREOF,
the undersigned have caused this Assignment of Transferred Receivables in Additional Accounts to be duly executed and delivered
by their respective duly authorized officers on the day and year first above written.


 


 


 


	 	
        PLT HOLDING, L.L.C.,
        Seller

         

         

         

        By:_________________________________

         

        Name:______________________________

        Title:_______________________________

         

         

         

        GE CAPITAL RETAIL BANK,
        Seller

         

         

         

        By:_________________________________

         

        Name:______________________________

        Title:_______________________________

         

         

         

	 	
        RFS HOLDING, INC.,
        Seller

         

         

         

        By:_________________________________

         

        Name:______________________________

        Title:_______________________________

         

         

         

	 	
        RFS HOLDING, L.L.C.,
        Buyer

         

         

         

        By:_________________________________

         

        Name:______________________________

        Title:_______________________________

         

         

         

	 








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Sale Agreement


 


 



    	 



    	 



    

Schedule
I

to Assignment of Transferred Receivables

in Additional Accounts






 


ADDITIONAL
ACCOUNTS


 


This Account
Schedule relating to Additional Accounts consists of computer data files listing the “Additional Accounts”
designated pursuant to the Agreement and such computer files have been posted on a shared network drive to which the Buyer
has access on the Addition Date and is incorporated herein. Upon request, PLT Holding shall provide a compact disk listing
such data to Buyer or any Person permitted to receive the Account Schedule pursuant to Section 2.2 of the Agreement.
The aggregate amount of Principal Receivables in the Additional Accounts described therein as of the close of business on the
related Addition Cut-Off Date is approximately $[_________].


 





Eighth Amendment
to Receivables


Sale Agreement