Your Springstone Credit account agreement.                                SSFCCA0314
 HP 0214-887; PO #0094014232; Overall Size: 9 panel. 8.5 x 29.75, Paper: 40 # Accent opaque smooth, Color: Black both sides, Font Size used: CCA 8pt, Privacy 10pt & 12pt; 10pt type in boxes; 12pt headers and 16pt APR; Fonts used: Trade Gothic LT Std (regular, oblique, bold no2, bold no2 oblique), Zapf Dingbats.
  This Agreement covers the Terms and Conditions of your account 
                                            If we consider your Account in default, we may suspend your ability to make 
  with us. In this document, you will ?nd important information  charges, close your Account, require you to pay the full amount you owe im-
  about using and managing your account, including a Privacy  mediately or take any other action permitted by law. If applicable law requires 
  Statement and information concerning your billing rights. Your  us to do so, we�ll tell you in advance and/or give you the opportunity to remedy 
  use of the account, or failure to close the account within the  your default.
  30 days of receiving this document, indicates your acceptance  Reporting a lost or stolen card (as applicable)
  of the terms of this agreement, including the assessment of any  If you notice the loss or theft of your credit card or a possible unauthorized use 
                                            of your card, you should write to us immediately at PO Box 183003, Columbus, 
  interest charges and fees.
                                            Ohio 43218-3003 or call us at 1-866-954-9258  (TDD/TTY: 1-888-819-1918). 
  Section I of this Agreement also includes a Jury Trial Waiver and  You will not be liable for any unauthorized use that occurs after you notify us.  You 
  an Arbitration Provision in the event of a dispute. may, however, be liable for unauthorized use that occurs before your notice to us. 
  �	 You have a right to reject this Arbitration Provision. In any case, your liability will not exceed $50.
  �	 If you do not reject this Arbitration Provision, it will be part  C. Learning more about your account
     of this Agreement and will:            Credit Plans
     o  Eliminate your right to a trial by jury; and �	 Your Account may consist of a non-promotional (�Regular Revolving�) Credit 
     o  Substantially affect your rights, including your right to  Plan and one or more promotional Credit Plans. Credit Plans offered and 
       bring, join in or participate in class proceedings. their particular features (including but not limited to minimum purchase re-
  Please read each section carefully and keep this document for  quirements and minimum payment) may vary occasionally at our discretion 
                                              and include one or more Regular Revolving or promotional Credit Plans.
  your records.
                                            �	 We may offer different promotional Credit Plans from time to time.
  In the following sections, you will ?nd information on: �	 If a promotional Credit Plan is offered at the time you open your Account, 
  Financial terms of your account: An at-a-glance summary of the fees and charges  this Agreement will include information about the terms for the Plan, by use 
  associated with your account                of an insert, attachment, or other written information provided as part of this 
  A.  Getting started: the basics of your account Agreement.
  B.  Keeping your account in good standing: avoiding default, and what to do if  �	 Normal late fees, returned payment fees and all other provisions apply to 
     your card is lost or stolen, as applicable any promotional Credit Plan, unless inconsistent with a particular Credit 
  C.  Learning more about your account: credit plans, and credit limits, and how  Plan offering.
     payments are calculated and applied    �	 If the promotional Credit Plan purchase isn�t paid in full before the promo-
  D.  Interest, fees and charges: when and how fees and costs are applied to your  tional period ends, the balance will be transferred to your Regular Revolving 
     account                                  balance.
  E.  Other important information: legal rights, costs, and how we�ll handle  �	 Promotional Credit Plans may include:
     changes to your account                  o Waive Interest, Payment Required  o  Defer Interest, Payment Required
                                              o Waive Interest, Equal Payment  o  Defer Interest, Low Payment
  F.  Disputes and reporting to consumer reporting agencies: data we provide, 
     and receive from, consumer reporting agencies, and what to do if you think  o Waive Interest, Low Payment  o  Low APR, Equal Payment
     there is an error on your periodic statement o Defer Interest, Equal Payment  o  Budget Payment
                                            Skip-payment option
  G.  Optional products: how to protect your account from fraud or theft, and 
     information on services that can help pay your debt in case of emergencies �	 At our discretion, we may allow you to skip making the Minimum Payment.
  H.  Communicating with us: what happens when you contact us �	 Finance Charges will be assessed during the skip-payment period, but a late 
                                              fee won�t be imposed.  This will not be considered a waiver of any of the 
  I.  Arbitration and jury trial waiver: how we�ll resolve disagreements, including 
     a jury trial waiver and Arbitration provision rights granted by this Agreement.
                                            �	 All other terms of your Account apply during the skip-payment period.
  Privacy statement: how we collect, use, share, and protect your personal informa-
                                            Credit limit
  tion; and the privacy choices you can make.
                                            �	 Your Credit Limit is the total maximum amount we permit you to owe us at 
  Financial terms of your account             any time.
                                            �	 You may not exceed any Credit Limit that we set for your Account.
   Interest Rates and Interest Charges
                                            �	 If you do exceed your Credit Limit, we can still charge you for all transac-
                                              tions, interest and other charges without giving up any of our rights under 
   Annual Percentage  22.98%                  this Agreement.
   Rate (APR) for  This APR will vary with the market based  �	 We may change your Credit Limit at any time.
                on the Prime Rate.          Account cancellation
   Purchases
                                            �	 You may cancel your Account. You�re still obligated to pay the full amount 
                                              you owe us.
                Your due date is at least 25 days after  �	 We may cancel your Account at any time, for any reason.
                the close of each billing cycle. We will  �	 We may refuse to authorize any purchase on your Account. We may also 
   How to Avoid 
                not charge you interest on purchases if  suspend your Account and your right to use your Card, including each Card 
   Paying Interest
                you pay your entire balance by the due  you give to others.
                                            �	 We may stop offering any Credit Plan at any time, for any reason.
                date each month.  
                                            �	 Cancellation or suspension of your Account doesn�t negate your obligation to 
   Minimum Interest  If you are charged interest, the charge  pay any amount you owe us.
                                            �	 Cancellation of your Account includes each Card you give to others.
   Charge       will be no less than $1.00 per credit 
                                            Minimum Payment
                plan
                                            �	 You can pay all of your Account balance at any time without 
   For Credit   To learn more about factors to consider  penalty.
   Card Tips from  when applying for or using a credit  �	 You must pay at least the Total Minimum Payment for each billing period by 
                                              the Payment Due Date shown on your Statement.
   the Consumer  card, visit the website of the Consumer 
                                            �	 The Minimum Payment is the total of the minimum payments for the Regu-
   Financial    Financial Protection Bureau at http://
                                              lar Revolving and promotional Credit Plans plus any Past Due amounts.
   Protection Bureau www.consumer?nance.gov/learnmore. �	 The Total Minimum Payment won�t be less than $25.00. If your Account 
                                              balance is less than $25.00, you must pay the amount indicated on your 
   Fees                                       Statement in full.
                                            �	 The minimum payment for each Credit Plan is calculated as follows:
   �	   Annual	Fee   None                     o  The minimum payments for Regular Revolving Credit Plans, Waive In-
                                                 terest, Payment Required and Defer Interest, Payment Required Credit 
   Penalty Fees
                                                 Plans will be the greater of:
   �	   Late	Payment Up to $35                     (a) $5.00; or
   �	   Returned	Payment Up to $25                 (b) 4% (rounded to the nearest $1.00) of the New Balance shown 
                                                   on your Statement for that Credit Plan.
  How We Will Calculate Your Balance: We use a method called  o  The minimum payment for the Waive Interest, Equal Payment and De-
  �daily balance.� See your Account agreement for more details. fer Interest, Equal Payment Credit Plans will be the amount of the pur-
                                                 chase divided by the number of months between the date of the pur-
  Billing Rights: Information on your rights to dispute transactions  chase and the promotional period end date (minimum $5.00) rounded 
  and how to exercise those rights is provided in your account  up to the nearest $1.00.
  agreement.                                  o  The minimum payment for the Low APR, Equal Payment Credit Plan 
                                                 will be the amount of the purchase including the calculated interest 
  Rate Information: The following chart provides details on your rate as of March 1,  charges that will be assessed from the date of purchase through the 
  2014. We divide the APR by 365 to determine the daily periodic rate. end of the promotional period divided by the number of months be-
                                                 tween the date of the purchase and the promotional period end date 
                Add to Index APR Daily Periodic Rate (minimum $5.00) rounded up to the nearest $1.00.
                                              o  The minimum payment for the Waive Interest, Low Payment and Defer 
   Purchase APR 19.73%  22.98% 0.06295%          Interest, Low Payment Credit Plans will be the greater of:
                                                   (a) $5.00 or
  We�ll charge you a minimum interest charge of $1.00 per credit plan for any 
                                                   (b) 1.0% (rounded to the nearest $1.00) of the New Balance 
  billing period in which interest is due. For additional information, see Rates in 
                                                   shown on your Statement for that Credit Plan.
  Section D.
                                            Payment application
  Minimum Payment: 
  The amount you must pay each billing period (�Total Minimum Payment�) is the  �	 We reserve the right to apply payments equal to or less than the Total Mini-
  total of minimum payments for Regular Revolving and promotional Credit Plan  mum Payment however we see ?t, which may result in balances subject to 
  purchases plus any Past Due amounts. The Total Minimum Payment won�t be  lower interest rates being paid prior to other balances. This may also result 
  less than $25.00. If your Account balance is less than $25.00, you must pay the  in higher interest charges.
  amount indicated on your billing statement (�Statement�) in full. The minimum  �	 Any payment you make in excess of the required Total Minimum Payment 
  payment due for each Regular Revolving Credit Plan will be the greater of:  will be allocated to your Account as required by applicable law.
          (a) $5.00; or                     �	 Excess payments received before a deferred interest promotion expires are 
          (b) 4% of the New Balance shown on your Statement for that  applied to the deferred interest promotional balance ?rst in the last two bill-
          Credit Plan (rounded to the nearest $1.00).  ing periods of the promotional period.
  See Minimum Payment in Section C below for promotional credit plan minimum  D. Interest, fees and charges
  payment calculations.                     Interest charges
  The APR information described below is accurate as of March 1, 2014.  Due to 
                                            �	 If you make a purchase under a Regular Revolving Credit Plan, interest 
  a change in the index, this information may have changed.  To ?nd out more, call 
                                              charges won�t be imposed in any billing period in which (i) no Previous Bal-
  us at 1-866-954-9258  (TDD/TTY: 1-888-819-1918), or write us at Comenity 
                                              ance exists or (ii) payments received and credits issued by the Payment Due 
  Capital Bank, PO Box 183003, Columbus, Ohio 43218-3003 or visit our website 
                                              Date, equal or exceed the Previous Balance.
  at comenity.net/springstone.
                                            �	 If the New Balance shown on your last Statement isn�t paid in full by the 
  A. Getting Started                          Payment Due Date shown on your last Statement, there will be an interest 
  De?nitions                                  charge on each purchase from the date of purchase.
  In this Agreement, �We,� �Us� and �Our� mean Comenity Capital Bank. �You�  �	 If you make a purchase under any Waive Interest Credit Plan, we won�t 
  and �Your� mean each person who submits an application or solicitation for an  charge interest on the purchase if you pay the total purchase amount be-
  Account with us. �Account� means your credit account with us. �Card� means  fore the end of the promotional period. If you don�t pay the total purchase 
  each credit card we issue for your Account, as applicable. �Credit Plan� means  amount before the end of the promotional period, we�ll add the remaining 
  one or more payment program options Springstone may ask us to offer from time  amount to your Regular Revolving balance. We�ll also begin charging inter-
  to time.                                    est on the purchase from the ?rst day after the promotional period ends.
  Upholding your Agreement                  �	 If you make a purchase under any Defer Interest Promotional Credit Plan 
                                              and don�t pay the total amount before the end of the promotional period, 
  �	 You agree to the terms of this Agreement, and promise to do everything 
                                              we�ll add the remaining purchase amount and the amount of accrued inter-
     required of you. If you sign or submit an application or solicitation to obtain 
                                              est to your Regular Revolving balance.
     credit from us, you�ll be legally bound by this Agreement. You�re also legally 
                                            �	 If you make a purchase under a Low APR, Equal Payment Credit Plan, 
     bound if you sign a charge slip, or permit someone else to use the credit 
                                              interest will be assessed from the date of purchase through the end of the 
     provided.
                                              promotional period.
  �	 You agree that the credit extended under your Account will be used only for 
                                            How we calculate Interest Charges on your Account
     personal, family or household purposes and not for business or commercial 
     purpose.                               We calculate interest separately for each Credit Plan, using a �Daily Balance� to 
  �	 If the Account is a joint Account, you and the joint Account holder will be  determine interest charges for each billing period. Our calculation method is as 
     bound by this Agreement. Each of you will be jointly and individually respon- follows:
     sible for repaying all amounts due.  If more than one person is responsible  �	 We start with the beginning balance on your Account each day (including 
     for this Account, we will only provide billing statements and communica- unpaid interest charges and fees).
     tions to one of you.                   �	 We subtract any payments or credit adjustments (treating any net credit 
  �	 Any authorized user of your Account will be bound by the terms of this  balance as a zero balance) and add new transactions and debit adjustments 
     Agreement. One additional Card may be issued with the individual name of  posted as of that day. This gives us the �Partial Daily Balance� for the day.
     an authorized user embossed on the Card. If you want to revoke the use of  �	 We then multiply the Partial Daily Balance for the day by the Daily Periodic 
     your Account by an authorized user, either write us at the address, or call us  Rate. This gives us the �Daily Interest Charge� for the day, which we add to 
     at the phone number, shown on your Statement. the day�s Partial Daily Balance.
  �	 You agree to pay for all transactions made on your Account by an authorized  �	 We�ve now determined the �Daily Balance,� which will be the beginning 
     user, whether or not such transactions were authorized by you or made for  balance for the following day. This results in daily compounding of interest 
     your bene?t.                             charges.
  Card signature (as applicable)            �	 At the end of each billing period, we add together each Credit Plan�s Daily 
                                              Interest Charge, which gives us the total interest charge.
  For your own protection, please sign your Card before using it. Keep in mind that 
                                            �	 Your Statement will show a Balance Subject to Interest Rate, which is the 
  your signature on the Card isn�t a prerequisite to your obligation to pay amounts 
                                              sum of the Daily Balances for each day in the billing period divided by the 
  incurred on your Account.
                                              total number of days.
  Using your Account
                                            Rates
  �	 Your Account may be used to make purchases from Springstone and other 
                                            �	 The Index in effect for each billing period will be the highest �Prime Rate� 
     retailers we may determine occasionally by notifying you via electronic mail, 
                                              of interest as published in the �Money Rates� section of The Wall Street 
     statement message, website posting, or other method.
                                              Journal for the calendar month preceding the month in which the billing pe-
  �	 We reserve the right to not honor transactions related to, including, but not 
                                              riod begins, rounded upward if necessary, to the nearest .001% (�Index�). 
     limited to, gambling, ATM usage at casinos, and illegal activities.
                                            �	 Any variable APR may increase if the Index increases.
  Making payments
                                            �	 An increase or decrease in the APR will result in a corresponding increase 
  �	 Pay your Account by sending a check, money order, or cashier�s check pay-
                                              or decrease in the amount of interest and may increase the Total Minimum 
     able in U.S. dollars, to the name and address shown on your Statement 
                                              Payment.
     speci?ed for payments. Please don�t send cash.
                                            Other fees and charges
  �	 Be sure to include your payment stub, do not staple your payment to the 
                                            You agree to pay the following fees and charges:
     stub, use the envelope provided with your Statement and don�t send any 
                                            �	 Late Fee: If you don�t pay at least the Minimum Payment Due by the Pay-
     correspondence with your payment.
                                              ment Due Date, we will charge you a late fee.
  �	 If your payment doesn�t meet these requirements, it may not be credited to 
                                              o  The fee is $25.00 if you were not charged a late fee during any of the 
     your Account for up to ?ve days, or may be rejected.
                                                 prior six billing periods.
  �	 All written communications concerning disputed amounts, including any 
                                              o  Otherwise, the fee is $35.00.
     check or other payment instrument marked with �payment in full� or similar 
                                              o  This fee will never exceed the minimum payment due that was due 
     language, must be sent to 6550 North Loop 1604 East, Suite 101, San 
                                                 immediately prior to the date on which the fee was assessed.
     Antonio, Texas 78247-5004.
                                            �	 Returned Payment Fee: We may charge you a fee for each payment that your 
     o  We may accept a payment sent to any other address without losing any 
                                              bank doesn�t honor for any reason.
       of our rights.
                                              o  The fee is $25.00 if you were not charged a returned payment fee dur-
     o  No payment shall operate as an accord and satisfaction without our 
                                                 ing any of the prior six billing periods.
       prior written approval.
                                              o  This fee will never exceed the minimum payment due that was due 
  B. Keeping your account in good standing       immediately prior to the date on which the fee was assessed.
  Avoiding default                          �	 Although we may decide to do so, we aren�t required to attempt to collect a 
  You�ll be in default under this Agreement if you: payment more than once.
  �	 Fail to make any payment when due      �	 Document Fees: If we provide you with a copy of any Statement, sales draft 
  �	 Violate any provision of this Agreement  or similar document at your request (except in connection with billing error 
  �	 Pass away                                inquiries or resolution), we may charge the Account the following fee(s), 
  �	 Become the subject of bankruptcy or insolvency proceedings subject to any limitations of applicable law:
  �	 Supply us with misleading, false, incomplete or incorrect information o  Statement copy - $6.00
  �	 Are unable or unwilling to perform the terms or conditions of this Agreement o  Sales/Credit Draft copy - $6.00
  �	 Fail to supply us with any information we deem necessary o  Check/Money Order copy - $6.00
  �	 Default under any other loan or agreement you have with us or any of our  �	 Alternative Payment Method Fee: We may offer alternative payment meth-
     af?liates                                ods that allow you to make individual, expedited payments to your Account 
  �	 Become incompetent                       over the phone.  If you choose to use this payment method, we may assess 
  �	 Exceed your Credit Limit                 the current fee we charge for this service, subject to any limitations of ap-
  �	 Issue a payment returned unpaid by your bank for any reason plicable law. Currently, that fee is up to $15.00 but may change. We�ll let 
                                              you know the current fee before you authorize any payment(s), and you can 
                                              withdraw your request if you don�t want to pay the fee.
                        * * * * * * * * * * * * * * * *
    rev.	04/13
                                            No   No No No  Yes Yes Yes
                                       Can you limit   this sharing?
                                            Yes	 Yes	 Yes	 Yes	 Yes	 Yes	 Yes	
                                         share?
                                       Does Comenity 
                        Social	Security	number	and	income Account	balances	and	payment	history Credit	history	and	credit	scores	 Comenity	Bank	customers:	Call	1-800-220-1181	(TDD/TTY	1-800- 695-1788)	�	our	menu	will	prompt	you	through	your	choices. Comenity	Capital	Bank	customers:	Call	1-877-287-5012	(TDD/TTY	 1-888-819-1918)	�	our	menu	will	prompt	you	through	your	choices.
       WHAT DOES COMENITY DO WITH YOUR   PERSONAL INFORMATION? Financial	companies	choose	how	they	share	your	personal	information.		 Federal	law	gives	consumers	the	right	to	limit	some	but	not	all	sharing.	 Federal	law	also	requires	us	to	tell	you	how	we	collect,	share,	and		 protect	your	personal	information.	Please	read	this	notice	carefully	to		 understand	what	we	do.	 The	types	of	personal	information	we	collect	and	share	depend	on	 the	product	or	service	you	have	with	us.	This	information	can	include:	 �	 �	 �	 All	?nancial	companies	need	to	share	customers�	personal	information	 to	run	their	everyday	business.	In	the	section	below,	we	list	the	reasons	 ?nancial	companies	can	share	their	customers�	personal	information;		 the	reasons	Comenity	chooses	to	share;	and	whether	you	can	limit	this	 sharing. �	 �	 Please note: If	you	are	a	new	customer,	we	can	begin	sharing	your	information	30	days	 from	the	date	we	sent	this	notice.	When	you	are	no longer	our	customer,	 we	continue	to	share	your	information	as	described	in	this	notice. However,	you	can	contact	us	at	any	time	to	limit	our	sharing.
                                         information
                                       Reasons we can share your personal  
       FACTS   Why?     What?    How?                                    sharing
                                                                       To limit our  Questions?								Go	to	comenity.net/privacy	or	call	1-866-423-1097
                                          For our everyday business purposes� such	as	to	 process	your	transactions,	maintain	your	account(s),		 respond	to	court	orders	and	legal	investigations,	or	 report	to	credit	bureaus For our marketing purposes�to	offer	our	products	and services	to	you For joint marketing with other financial companies For our affiliates� everyday business purposes� information	about	your	transactions	and	experiences For our affiliates� everyday business purposes� information	about	your	creditworthiness For our affiliates to market to you For nonaffiliates to market to you
                                                                                       CCA	-	Front	-	Common	Privacy	Statement	-	Comenity;			Size:		6.5	x	8.5;	Color:	Black;		 Fonts:	Trade	Gothic	LT	Std	(regular,	oblique,	bold	no.2);	Font	sizes:	10pt	&	12pt,	date	8pt
                                            For Wisconsin residents:
 HP 0214-887; PO #0094014232; Overall Size: 9 panel. 8.5 x 29.75, Paper: 40 # Accent opaque smooth, Color: Black both sides, Font Size used: CCA 8pt, Privacy 10pt & 12pt; 10pt type in boxes; 12pt headers and 16pt APR; Fonts used: Trade Gothic LT Std (regular, oblique, bold no2, bold no2 oblique), Zapf Dingbats. E. Other important information 
  Collection costs                          If you are married, please contact us immediately upon receipt of this Agreement 
                                            at 1-866-954-9258  (TDD/TTY 1-888-819-1918) and provide us with the name 
  To the extent not prohibited by applicable law, you agree to pay the reasonable 
                                            and address of your spouse. We are required to inform your spouse that we have 
  costs for collecting amounts due, including reasonable attorney�s fees and court 
                                            opened a credit account for you.
  costs incurred by us or another person or entity.
                                            For bankruptcy noti?cations:
  Changes
                                            All bankruptcy notices and related correspondence to Comenity Capital Bank 
  We may add, change, or delete the terms of your Account. If required by appli-
                                            should be sent to the following address: Comenity Capital Bank, Bankruptcy 
  cable law, we will give you advance written notice of the change(s) and a right to 
                                            Department, PO Box 183043, Columbus, Ohio 43218-3043.
  reject the change(s).
  Security Interest                         I. Arbitration and jury trial waiver
  You grant us a security interest in all goods you purchase through the use of the  A. Jury trial waiver
  Account, now or at any time in the future and in all accessions to and proceeds of  TO THE EXTENT PERMITTED BY LAW, YOU AND WE WAIVE ANY RIGHT TO 
  such goods. We waive any security interest we may have in your principal dwell- TRIAL BY JURY IN THE EVENT OF A LAWSUIT ARISING OUT OF OR RELATED 
  ing, to the extent that it would otherwise secure any obligation arising hereunder. TO THIS AGREEMENT.  THIS JURY TRIAL WAIVER SHALL NOT AFFECT THE 
  Changes to your information               ARBITRATION PROVISION BELOW (INCLUDING THE JURY TRIAL WAIVER 
  You agree to notify us immediately of any changes to your name, mailing address,  CONTAINED THEREIN).  YOU AND WE EACH REPRESENT THAT THIS WAIVER 
  electronic mail address or telephone number(s). IS GIVEN KNOWINGLY, WILLINGLY AND VOLUNTARILY.
  Governing Law                             B. Notice and cure
  THIS AGREEMENT IS GOVERNED BY UTAH AND APPLICABLE FEDERAL LAW.  Prior to bringing a lawsuit or initiating an arbitration that asserts a claim aris-
  THIS IS THE LAW WE ARE SPEAKING OF WHEN WE REFER TO A TERM PER- ing out of or related to this Agreement (as further de?ned below, a �Claim�), 
  MITTED OR REQUIRED BY APPLICABLE LAW.     the party asserting the Claim (the �Claimant�) shall give the other party (the 
  Transfer of Rights/Assignment             �Defendant�) written notice of the Claim (a �Claim Notice�) and a reasonable 
  Your rights under this Agreement can�t be transferred by you, by operation of law  opportunity, not less than 30 days, to resolve the Claim. Any Claim Notice to you 
  or otherwise, but your obligations will be binding upon your estate or personal  shall be sent in writing to the address we have in our records (or any updated 
  representatives. We may transfer or assign your Account and/or this Agreement,  address you subsequently provide to us).  Any Claim Notice to us shall be sent by 
  or any of our rights under this Agreement, to another person or entity at any time  mail to Comenity Capital Bank, PO Box 182436, Columbus, Ohio 43218-2436 
  without prior notice to you or your consent. (or any updated address we subsequently provide).  Any Claim Notice you send 
  No Waiver of Rights                       must provide your name, address and Account number.  Any Claim Notice must 
  We can delay enforcing our rights under this Agreement without losing them. explain the nature of the Claim and the relief that is demanded.  You may only 
  Severability                              submit a Claim Notice on your own behalf and not on behalf of any other party. 
                                            No third party, other than a lawyer you have personally retained, may submit a 
  If any provision of this Agreement is in con?ict with applicable law, that provision 
                                            Claim Notice on your behalf.  The Claimant must reasonably cooperate in provid-
  will be considered to be modi?ed to conform with applicable law.
                                            ing any information about the Claim that the other party reasonably requests.
  Notice to New Jersey Residents
                                            C. Arbitration provision
  All provisions of this agreement are valid, enforceable and applicable in New 
                                            READ THIS ARBITRATION PROVISION CAREFULLY.  IF YOU DO NOT REJECT 
  Jersey.
                                            THIS ARBITRATION PROVISION IN ACCORDANCE WITH PARAGRAPH C.1. BE-
  F. Disputes and Reporting to Consumer Reporting Agencies LOW, IT WILL BE PART OF THIS AGREEMENT AND WILL HAVE A SUBSTAN-
  Credit Reports                            TIAL IMPACT ON THE WAY YOU OR WE WILL RESOLVE ANY CLAIM WHICH 
  �	 You give us permission to investigate your credit record. YOU OR WE HAVE AGAINST EACH OTHER NOW OR IN THE FUTURE. 
  �	 You agree that a credit report may be requested in connection with the  1. Your Right to Reject:  If you don�t want this Arbitration Provision (and any 
     processing of your credit application. A report may also be requested in  prior arbitration agreement between you and us (�Prior Arbitration Agreement�)) 
     connection with a credit extension, credit limit request, Account renewal or  to apply, you may reject it by mailing us a written rejection notice which gives the 
     update, Account collection action, or dispute investigation. Upon request,  name of each Cardholder and contains a statement that you (both of you, if more 
     we will tell you the name and address of any consumer reporting agency that  than one) reject the Arbitration Provision of this Agreement. The rejection notice 
     furnished a report on you. You consent to the obtaining of such reports by  must be sent to us at Comenity Capital Bank, PO Box 182422, Columbus, Ohio 
     signing or otherwise submitting an application or solicitation. 43218-2422. A rejection notice is only effective if it is signed by you (all of you, 
  �	 You understand that we may report negative information (such as, late pay- if more than one) and if we receive it within thirty (30) calendar days after the 
     ments, missed payments, or other defaults) about your Account to consumer  date we ?rst provide you with a credit card agreement or written notice providing 
     reporting agencies.                    you a right to reject this Arbitration Provision. Your rejection of this Arbitration 
  �	 You give us permission to provide information about your Account to con- Provision will not affect any other provision of this Agreement or your ability to 
     sumer reporting agencies and other creditors, as well as to the retailer whose  obtain credit.
     name appears on your Card.             2. Parties Subject to Arbitration:  Solely as used in this Arbitration Provision 
  Credit report disputes                    (and not elsewhere in this Agreement), the terms �we,� �us� and �our� mean (a) 
  If you believe the Account information we reported to a consumer reporting agen- Comenity Capital Bank, any parent, subsidiary or af?liate of the Bank and the 
  cy is inaccurate, you may submit a direct dispute to Comenity Capital Bank, PO  employees, of?cers and directors of such companies (the �Bank Parties�); and 
  Box 182120, Columbus, Ohio 43218-2120.    (b) any other person or company that provides any services in connection with 
  Your written dispute must provide suf?cient information to identify the Account  this Agreement if you assert a Claim against such other person or company at the 
  and specify why the information is inaccurate: same time you assert a Claim against any Bank Party.
  �	 Account Information:  Your name and Account number 3. Covered Claims:  �Claim� means any claim, dispute or controversy between 
  �	 Contact Information:  Your address and telephone number you and us that in any way arises from or relates to this Agreement, the Account, 
  �	 Disputed Information:  Identify the Account information disputed and ex- the issuance of any Card, any rewards program, any prior agreement or account. 
     plain why you believe it is inaccurate �Claim� includes disputes arising from actions or omissions prior to the date 
  �	 Supporting Documentation:  If available, provide a copy of the section of the  any Card was issued to you, including the advertising related to, application for 
     credit report showing the Account information you are disputing or approval of the Account. �Claim� has the broadest possible meaning, and 
  We will investigate the disputed information and report the results to you within  includes initial claims, counterclaims, cross-claims and third-party claims. It 
  30 days of receipt of the information needed for our investigation. If we ?nd that  includes disputes based upon contract, tort, consumer rights, fraud and other 
  the Account information we reported is inaccurate, we will promptly provide the  intentional torts, constitution, statute, regulation, ordinance, common law and 
  necessary correction to each consumer reporting agency to which we reported  equity (including any claim for injunctive or declaratory relief). �Claim� does not 
  the information.                          include disputes about the validity, enforceability, coverage or scope of this Arbi-
  Your Billing Rights: Keep This Document For Future Use tration Provision or any part thereof (including, without limitation, the prohibition 
  This notice tells you about your rights and our responsibilities under the Fair  against class proceedings, private attorney general proceedings and/or multiple 
  Credit Billing Act.                       party proceedings described in Paragraph C.7 (the �Class Action Waiver�), the 
  What To Do If You Find A Mistake On Your Statement last sentence of Paragraph C.13 and/or this sentence); all such disputes are for 
  If you think there is an error on your statement, write to us at: Comenity Capital  a court and not an arbitrator to decide. However, any dispute or argument that 
  Bank, PO Box 182620, Columbus, Ohio 43218-2620 concerns the validity or enforceability of the Agreement as a whole is for the 
  In your letter, give us the following information: arbitrator, not a court, to decide.
  �	 Account information: Your name and account number. 4. Starting an Arbitration:  Arbitration may be elected by any party with respect 
  �	 Dollar amount: The dollar amount of the suspected error. to any Claim, even if that party has already initiated a lawsuit with respect to a 
  �	 Description of problem: If you think there is an error on your bill, describe  different Claim. Arbitration is started by giving a written demand for arbitration 
     what you believe is wrong and why you believe it is a mistake. to the other party. We will not demand to arbitrate an individual Claim that you 
  You must contact us:                      bring against us in small claims court or your state�s equivalent court, if any. But 
  �	 Within 60 days after the error appeared on your statement. if that Claim is transferred, removed or appealed to a different court, we then 
  �	 At least 3 business days before an automated payment is scheduled, if you  have the right to demand arbitration.
     want to stop payment on the amount you think is wrong. 5. Choosing the Administrator:  �Administrator� means the American Arbitration 
  You must notify us of any potential errors in writing. You may call us, but if you  Association (�AAA�), 1633 Broadway, 10th Floor, New York, NY 10019, www.
  do we are not required to investigate any potential errors and you may have to pay  adr.org; JAMS, 620 Eighth Avenue, 34th Floor, New York, NY 10018, www.
  the amount in question.                   jamsadr.com; or any other company selected by mutual agreement of the par-
  What Will Happen After We Receive Your Letter ties. If both AAA and JAMS cannot or will not serve and the parties are unable 
  When we receive your letter, we must do two things: to select an Administrator by mutual consent, the Administrator will be selected 
  1. Within 30 days of receiving your letter, we must tell you that we received your  by a court. The arbitrator will be appointed by the Administrator in accordance 
    letter. We will also tell you if we have already corrected the error. with the rules of the Administrator. However, the arbitrator must be a retired or 
  2. Within 90 days of receiving your letter, we must either correct the error or  former judge or a lawyer with at least 10 years of experience. You get to select the 
    explain to you why we believe the bill is correct. Administrator if you give us written notice of your selection with your notice that 
  While we investigate whether or not there has been an error: you are electing to arbitrate any Claim or within 20 days after we give you notice 
  �	 We cannot try to collect the amount in question, or report you as delinquent  that we are electing to arbitrate any Claim (or, if you dispute our right to require 
     on that amount.                        arbitration of the Claim, within 20 days after that dispute is ?nally resolved). 
  �	 The charge in question may remain on your statement, and we may continue  If you do not select the Administrator on time, we may do it. Notwithstanding 
     to charge you interest on that amount. any language in this Arbitration Provision to the contrary, no arbitration may be 
  �	 While you do not have to pay the amount in question, you are responsible for  administered, without the consent of all parties to the arbitration, by any Admin-
     the remainder of your balance.         istrator that has in place a formal or informal policy that is inconsistent with the 
  �	 We can apply any unpaid amount against your credit limit. Class Action Waiver.
  After we ?nish our investigation, one of two things will happen: 6. Court and Jury Trials Prohibited; Other Limitations on Legal Rights: IF YOU 
  �	 If we made a mistake: You will not have to pay the amount in question or any  OR WE ELECT TO ARBITRATE A CLAIM, YOU WILL NOT HAVE THE RIGHT TO 
     interest or other fees related to that amount. PURSUE THAT CLAIM IN COURT OR HAVE A JURY DECIDE THE CLAIM. ALSO, 
  �	 If we do not believe there was a mistake: You will have to pay the amount in  YOUR ABILITY TO OBTAIN INFORMATION FROM US IS MORE LIMITED IN AN 
     question, along with applicable interest and fees. We will send you a state- ARBITRATION THAN IN A LAWSUIT. OTHER RIGHTS THAT YOU WOULD HAVE 
     ment of the amount you owe and the date payment is due. We may then  IF YOU WENT TO COURT MAY ALSO NOT BE AVAILABLE IN ARBITRATION. 
     report you as delinquent if you do not pay the amount we think you owe. 7. Prohibition Against Certain Proceedings:  IF YOU OR WE ELECT TO ARBI-
  If you receive our explanation but still believe your bill is wrong, you must write  TRATE A CLAIM: (1) NEITHER YOU NOR WE MAY PARTICIPATE IN A CLASS 
  to us within 10 days telling us that you still refuse to pay. If you do so, we cannot  ACTION IN COURT OR IN CLASS-WIDE ARBITRATION, EITHER AS A PLAIN-
  report you as delinquent without also reporting that you are questioning your bill.  TIFF, DEFENDANT OR CLASS MEMBER; (2) NEITHER YOU NOR WE MAY ACT 
  We must tell you the name of anyone to whom we reported you as delinquent,  AS A PRIVATE ATTORNEY GENERAL IN COURT OR IN ARBITRATION; (3) 
  and we must let those organizations know when the matter has been settled  CLAIMS BROUGHT BY OR AGAINST YOU MAY NOT BE JOINED OR CONSOLI-
  between us.                               DATED WITH CLAIMS BROUGHT BY OR AGAINST ANY OTHER PERSON; AND 
  If we do not follow all of the rules above, you do not have to pay the ?rst $50 of  (4) THE ARBITRATOR SHALL HAVE NO POWER OR AUTHORITY TO CONDUCT 
  the amount you question even if your bill is correct. A CLASS-WIDE ARBITRATION, PRIVATE ATTORNEY GENERAL ARBITRATION 
  Your Rights If You Are Dissatis?ed With Your Credit Card Purchases OR MULTIPLE-PARTY ARBITRATION. 
  If you are dissatis?ed with the goods or services that you have purchased with  8. Location and Costs of Arbitration:  Any arbitration hearing that you attend 
  your credit card, and you have tried in good faith to correct the problem with the  must take place at a location reasonably convenient to you. We will pay any and 
  merchant, you may have the right not to pay the remaining amount due on the  all fees of the Administrator and/or the arbitrator if applicable law requires us 
  purchase.                                 to, if you prevail in the arbitration or if we must bear such fees in order for this 
  To use this right, all of the following must be true: Arbitration Provision to be enforced. If you demand an arbitration, we will pay 
  1. The purchase must have been made in your home state or within 100 miles  your reasonable attorneys� and experts� fees if you prevail or if we must bear such 
  of your current mailing address, and the purchase price must have been more  fees in order for this Arbitration Provision to be enforced. Also, we will bear any 
  than $50. (Note: Neither of these are necessary if your purchase was based on  fees if applicable law requires us to.
  an advertisement we mailed to you, or if we own the company that sold you the  9. Governing Law:  This Arbitration Provision involves interstate commerce and 
  goods or services.)                       is governed by the Federal Arbitration Act, 9 U.S.C. �� 1-16 (the �FAA�), and 
  2. You must have used your credit card for the purchase. Purchases made with  not by any state arbitration law. The arbitrator must apply applicable substantive 
  cash advances from an ATM or with a check that accesses your credit card ac- law consistent with the FAA and applicable statutes of limitations and claims of 
  count do not qualify.                     privilege recognized at law. The arbitrator may award any remedy provided by the 
  3. You must not yet have fully paid for the purchase. substantive law that would apply if the action were pending in court (including, 
  If all of the criteria above are met and you are still dissatis?ed with the purchase,  without limitation, punitive damages, which shall be governed by the Constitu-
  contact us in writing at:                 tional standards employed by the courts). At the timely request of either party, 
  Comenity Capital Bank                     the arbitrator must provide a brief written explanation of the basis for the award.
  PO Box 182620, Columbus, Ohio 43218-2620  10. Right to Discovery:  In addition to the parties� rights to obtain discovery 
  While we investigate, the same rules apply to the disputed amount as discussed  pursuant to the arbitration rules of the Administrator, either party may submit 
  above. After we ?nish our investigation, we will tell you our decision. At that  a written request to the arbitrator to expand the scope of discovery normally al-
  point, if we think you owe an amount and you do not pay, we may report you as  lowable under the arbitration rules of the Administrator. The arbitrator shall have 
  delinquent.                               discretion to grant or deny that request.
                                            11. Arbitration Result and Right of Appeal:  Judgment upon the arbitrator�s 
  G. Optional products
                                            award may be entered by any court having jurisdiction. The arbitrator�s decision 
  Credit insurance (as applicable)          is ?nal and binding, except for any right of appeal provided by the FAA. However, 
  Purchasing credit insurance is optional. If you do choose to carry credit insurance  if the amount of the Claim exceeds $50,000 or involves a request for injunctive 
  coverage, the premium charge will be added to your Account as a purchase on  or declaratory relief that could foreseeably involve a cost or bene?t to either party 
  the last day of each billing period.  You can cancel your coverage at any time. exceeding $50,000, any party can, within 30 days after the entry of the award 
  Account Assure Debt cancellation (as applicable) by the arbitrator, appeal the award to a three-arbitrator panel administered by the 
  �	 Purchasing Account Assure is optional. Administrator. The panel shall reconsider anew any aspect of the initial award 
  �	 Your decision whether or not to purchase Account Assure won�t affect your  requested by the appealing party. The decision of the panel shall be by majority 
     application for credit or the terms of any existing credit agreement you have  vote. Reference in this Arbitration Provision to �the arbitrator� shall mean the 
     with us.                               panel if an appeal of the arbitrator�s decision has been taken. The costs of such 
  �	 The monthly fee for Account Assure is based on the outstanding monthly  an appeal will be borne in accordance with Paragraph C.8. above.
     balance on your Account each month and will be added to your Statement. 12. Rules of Interpretation:  This Arbitration Provision shall survive the repay-
  �	 We�ll provide additional information before you�re required to pay for Ac- ment of all amounts owed under this Agreement, the closing of the Account, any 
     count Assure. This will include a copy of the terms and conditions pertain- legal proceeding and any bankruptcy to the extent consistent with applicable 
     ing to Account Assure.                 bankruptcy law.  In the event of a con?ict or inconsistency between this Arbitra-
                                                      World Financial Capital Bank is a Comenity SM company.
  �	 You can cancel your Account Assure at any time. tion Provision, on the one hand, and the applicable arbitration rules or the other 
                                                      Salt Lake City, UT
  �	 There are eligibility requirements, conditions, and exclusions that could pre- provisions of this Agreement, on the other hand, this Arbitration Provision shall 
     vent you from receiving bene?ts under Account Assure. govern.  This Arbitration Provision replaces any Prior Arbitration Agreement.
  �	 Be sure to carefully read the Addendum for a full explanation of the terms  13. Severability:  If any portion of this Arbitration Provision, other than the Class 
     of Account Assure.                     Action Waiver, is deemed invalid or unenforceable, the remaining portions shall 
                                            nevertheless remain in force. If a determination is made that the Class Action 
  H. Communicating with us
                                            Waiver is unenforceable, only this sentence of the Arbitration Agreement will re-
  Communicating to you about your Account              World Financial Capital Bank is a
                                            main in force and the remaining provisions shall be null and void, provided that 
  If we need to contact you to service your Account or to collect amounts you owe  SM
                                            the determination concerning the Class Action Waiver shall be subject to appeal. Comenity company.
  to us, you give direct consent to us, as well as servicers, agents, contractors and  14. Special Payment:  If (1) you submit a Claim Notice in accordance with  Salt Lake City, UT
  collectors of your Account, to communicate with you in any way, such as calling,  Paragraph B above on your own behalf (and not on behalf of any other party); 
  texting, or electronic mail via:          (2) we refuse to provide you with the relief you request; and (3) an arbitrator 
  1)  a cell, landline, or text number you provide, use to contact us, or at which  subsequently determines that you were entitled to such relief (or greater relief), 
      we believe we can reach you (even if it is not yours), the arbitrator shall award you at least $5,100 (plus any fees and costs to which 
  2)  any electronic mail address you provide to us or one of our merchants, you are entitled).
  3)  automated dialer systems and automatic telephone dialing systems,
  4)  pre-recorded or arti?cial voice messages and other forms of communica-
                                                       Comenity Capital Bank, Salt Lake City, UT
      tions.
  You also agree that these communications aren�t unsolicited for purposes of any  SSFCCA0314
  state or federal law, and you understand that this may result in additional mobile, 
  text message, or data charges.
  Phone monitoring
  �	 To provide you with high-quality service, phone communication with us is 
     monitored and/or recorded.  
  �	 You agree that we monitor and/or record any phone calls between you and 
     us.  
  �	 Please inform all authorized cardholders of this provision, including anyone 
     acting on your behalf or making payments on this Account.
                         * * * * * * * * * * * * * * * *
 Fonts: Trade Gothic LT Std (regular, oblique, bold no.2); Font sizes: 10pt & 12pt, date 8pt CCA - Back - Common Privacy Statement - Comenity;   Size:  6.5 x 8.5; Color: Black;  
   contact us.  Standard mobile, message, or data rates may apply. of pre-recorded or auto-dialed calls on any cell, landline or text number you provide or use to  We will contact you regarding your account via text message or telephone, including the use  your information with nonaf?liates for marketing purposes. if your billing address is in Vermont or California, we will automatically opt you out of sharing  We also will comply with more restrictive state laws to the extent that they apply. For example,  Other important information Joint marketing Nonaf?liates Af?liates De?nitions with someone else? account I hold jointly  I limit sharing for an  What happens when  all sharing? Why can�t I limit information? personal  collect my Comenity How does  information? protect my personal   How does Comenity  What we do this notice? Who is providing Who we are Page 2
                    companies. �   Our joint marketing partners include lenders and insurance   together market ?nancial products or services to you. A formal agreement between nonaf?liated ?nancial companies that       retailers, direct marketers, publishers and nonpro?t organizations. �   Nonaf?liates we share with can include ?nancial service providers,      ?nancial and non?nancial companies. Companies not related by common ownership or control. They can be       Alliance Data, and LoyaltyOne.      other Comenity entities; non?nancial companies such as Epsilon,       companies such as Comenity Capital Bank and Comenity Bank,   �   Our af?liates include companies with a Comenity name; ?nancial  ?nancial and non?nancial companies. Companies related by common ownership or control. They can be   Your choices will apply to everyone on your account. to limit sharing. See below for more on your rights under state law. State laws and individual companies may give you additional rights   �   sharing for nonaf?liates to market to you �   af?liates from using your information to market to you      about your creditworthiness �   sharing for af?liates� everyday business purposes�information   Federal law gives you the right to limit only bureaus, af?liates, or other companies. We also collect your personal information from others, such as credit  �   use your credit or show your driver�s license �   give us your income information �   open an account or provide account information We collect your personal information, for example, when you  include computer safeguards and secured ?les and buildings. we use security measures that comply with federal law. These measures  To protect your personal information from unauthorized access and use,  including Comenity Bank and Comenity Capital Bank. This privacy notice is provided by the Comenity family of companies, 
      Pricing Addendum   
       
      Interest Rates and Interest Charges 
      Annual Percentage Rate 
                          Prime rate plus 19.73%. 
      (APR) for Purchases 
                          This APR will vary with the market based on the Prime Rate. 
      How to Avoid Paying  Your due date is at least 25 days after the close of each billing cycle. We will not 
      Interest            charge you interest on purchases if you pay your entire balance by the due date each 
                          month. 
      Minimum Interest Charge  If you are charged interest, the charge will be no less than $1.00 per credit plan. 
      
      Fees 
       �  Annual Fee      None 
                           
      Penalty Fees 
                           
       �  Late Payment    Up to $35 
       �  Returned Payment  Up to $25 
      Balance Computation  We use a method called "daily balance (including new purchases)." 
      Method