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2 similar Receivables Purchase Agreement contracts by Ceridian Corp /De/

AMENDMENT NO. 7 TO RECEIVABLES PURCHASE AGREEMENT AND AMENDMENT NO. 5 TO PERFORMANCE UNDERTAKING
Receivables Purchase Agreement • February 18th, 2005 • Ceridian Corp /De/ • Services-management consulting services • Illinois

THIS AMENDMENT (this “Amendment”) is entered into as of January 14, 2005, among Ceridian Corporation, a Delaware corporation (“Ceridian” or “Performance Guarantor”), Comdata Funding Corporation, a Delaware corporation (“Seller”), Comdata Network, Inc., a Maryland corporation (the “Servicer”) (the Servicer together with Seller, the “Seller Parties” and each a “Seller Party”), each Financial Institution party hereto (the “Financial Institutions”), Jupiter Securitization Corporation (“Jupiter” and, together with the Financial Institutions, the “Purchasers”), and JPMorgan Chase Bank, N.A., successor by merger to Bank One, NA (Main Office Chicago), as agent for the Purchasers (the “Agent”).

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AMENDMENT NO. 6 TO RECEIVABLES PURCHASE AGREEMENT AND AMENDMENT NO. 4 TO PERFORMANCE UNDERTAKING
Receivables Purchase Agreement • February 18th, 2005 • Ceridian Corp /De/ • Services-management consulting services • Illinois

THIS AMENDMENT (this “Amendment”) is entered into as of December 31, 2004, among Ceridian Corporation, a Delaware corporation (“Ceridian” or “Performance Guarantor”), Comdata Funding Corporation, a Delaware corporation (“Seller”), Comdata Network, Inc., a Maryland corporation (the “Servicer”) (the Servicer together with Seller, the “Seller Parties” and each a “Seller Party”), each Financial Institution party hereto (the “Financial Institutions”), Jupiter Securitization Corporation (“Jupiter” and, together with the Financial Institutions, the “Purchasers”), and Bank One, NA (Main Office Chicago), as agent for the Purchasers (the “Agent”).

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