0001047469-03-013506 Sample Contracts

U.S. $150,000,000 CREDIT AGREEMENT (364-DAY) dated as of April 10, 2003 among ALLIANCE DATA SYSTEMS CORPORATION, as Borrower, THE GUARANTORS PARTY HERETO, THE BANKS PARTY HERETO, HARRIS TRUST AND SAVINGS BANK, as Letter of Credit Issuer, and HARRIS...
Credit Agreement • April 16th, 2003 • Alliance Data Systems Corp • Services-business services, nec • New York

This CREDIT AGREEMENT (364-DAY), dated as of April 10, 2003, is entered into by and among ALLIANCE DATA SYSTEMS CORPORATION, a Delaware corporation (the "Borrower"), the Guarantors from time to time party hereto, the Banks from time to time party hereto, and HARRIS TRUST AND SAVINGS BANK, as Administrative Agent and Letter of Credit Issuer.

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9,000,000 Shares of Common Stock ALLIANCE DATA SYSTEMS CORPORATION UNDERWRITING AGREEMENT
Alliance Data Systems Corp • April 16th, 2003 • Services-business services, nec • New York

delivers to the Underwriters a lock-up agreement in the form hereof dated the date hereof to indicate such agreement]]. As used herein "Relevant Security" means the Common Stock, any other equity security of the Company or any of its subsidiaries and any security convertible into, or exercisable or exchangeable for, any Common Stock or other such equity security.

FIRST AMENDMENT TO STOCKHOLDERS AGREEMENT
Stockholders Agreement • April 16th, 2003 • Alliance Data Systems Corp • Services-business services, nec • New York

This First Amendment (this "Amendment") to the Stockholders Agreement, dated as of June 12, 2001 among Alliance Data Systems Corporation (the "Issuer"), Limited Commerce Corp. ("Limited Commerce"), Welsh, Carson, Anderson & Stowe VI, L.P. ("WCAS VI"), Welsh, Carson, Anderson & Stowe VII, L.P. ("WCAS VII"), Welsh, Carson, Anderson & Stowe VIII, L.P. ("WCAS VIII"), WCAS Information Partners, L.P. ("WCAS IP"), WCAS Capital Partners II LP ("CP II") and WCAS Capital Partners III LP ("CP III") (the "Agreement") is executed and delivered as of April 9, 2003 and will become effective at the time determined in accordance with Section 2 hereof. Capitalized terms used in this Amendment, but not otherwise defined, will have the meanings ascribed in the Agreement.

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