Defeasance Trust Agreement Sample Contracts

Citibank Omni-S Master Trust – THIRD AMENDMENT TO DEFEASANCE TRUST AGREEMENT SERIES 2002-3 Relating to CITIBANK OMNI-S MASTER TRUST SERIES 2002-3 (January 26th, 2011)

THIRD AMENDMENT TO DEFEASANCE TRUST AGREEMENT SERIES 2002-3, dated as of January 26, 2011 (this "Amendment"), by and among Citibank (South Dakota), National Association, a national banking association (as successor to Sears, Roebuck and Co.), as Servicer (the "Servicer"), Citi Omni-S Finance LLC, a Delaware limited liability company (as successor to SRFG, Inc.), as Seller (the "Seller"), The Bank of New York Mellon, a New York banking corporation (as successor to Bank One National Association (formerly The First National Bank of Chicago)), as Trustee (the 8220;Trustee") and as Securities Intermediary (the "Securities Intermediary") and as Paying Agent (the "Paying Agent").

Citibank Omni-S Master Trust – CITIBANK (SOUTH DAKOTA), NATIONAL ASSOCIATION Servicer CITI OMNI-S FINANCE LLC Seller and THE BANK OF NEW YORK Trustee, Securities Intermediary and Paying Agent on Behalf of the Certificateholders OMNIBUS AMENDMENT TO DEFEASANCE TRUST AGREEMENTS Dated as of March 24, 2006 Amending DEFEASANCE TRUST AGREEMENT SERIES 1996-5 DEFEASANCE TRUST AGREEMENT SERIES 2000-4 DEFEASANCE TRUST AGREEMENT SERIES 2001-3 DEFEASANCE TRUST AGREEMENT SERIES 2002-2 DEFEASANCE TRUST AGREEMENT SERIES 2002-3 Each Dated as of December 6, 2005 CITIBANK OMNI-S MASTER TRUST (Formerly Known as the Sears Credit Account Master (March 27th, 2006)

WHEREAS, the Citibank Omni-S Master Trust (formerly named the Sears Credit Account Master Trust II) was formed pursuant to a Pooling and Servicing Agreement, dated as of July 31, 1994 (as amended and supplemented from time to time, the PSA) among Citi Omni-S Finance LLC, a Delaware limited liability company, as successor to SRFG, Inc., as Seller (the Seller), Citibank (South Dakota), National Association, a national banking association, as successor to Sears, Roebuck and Co., as Servicer (the Servicer), and The Bank of New York, a New York banking corporation, as successor to Bank One National Association (formerly The First National Bank of Chicago), as Trustee (in such capacity, the Trustee).

Citibank Omni-S Master Trust – DEFEASANCE TRUST AGREEMENT SERIES 2001-3 Relating to CITIBANK OMNI-S MASTER TRUST SERIES 2001-3 (December 7th, 2005)

THIS TRUST AGREEMENT, dated as of December 6, 2005, by and among Citibank (South Dakota), National Association, a national banking association (as successor to Sears, Roebuck and Co.), as Servicer (the Servicer), Citi Omni-S Finance LLC, a Delaware limited liability company (as successor to SRFG, Inc.), as Seller (the Seller), The Bank of New York, a New York banking corporation (as successor to Bank One National Association (formerly The First National Bank of Chicago)), as Trustee (the Trustee) and as Securities Intermediary (the Securities Intermediary) and as Paying Agent (the Paying Agent).

Citibank Omni-S Master Trust – DEFEASANCE TRUST AGREEMENT SERIES 2002-2 Relating to CITIBANK OMNI-S MASTER TRUST SERIES 2002-2 (December 7th, 2005)

THIS TRUST AGREEMENT, dated as of December 6, 2005, by and among Citibank (South Dakota), National Association, a national banking association (as successor to Sears, Roebuck and Co.), as Servicer (the Servicer), Citi Omni-S Finance LLC, a Delaware limited liability company (as successor to SRFG, Inc.), as Seller (the Seller), The Bank of New York, a New York banking corporation (as successor to Bank One National Association (formerly The First National Bank of Chicago)), as Trustee (the Trustee) and as Securities Intermediary (the Securities Intermediary) and as Paying Agent (the Paying Agent).

Citibank Omni-S Master Trust – DEFEASANCE TRUST AGREEMENT SERIES 2001-1 Relating to CITIBANK OMNI-S MASTER TRUST SERIES 2001-1 (December 7th, 2005)

THIS TRUST AGREEMENT, dated as of December 6, 2005, by and among Citibank (South Dakota), National Association, a national banking association (as successor to Sears, Roebuck and Co.), as Servicer (the Servicer), Citi Omni-S Finance LLC, a Delaware limited liability company (as successor to SRFG, Inc.), as Seller (the Seller), The Bank of New York, a New York banking corporation (as successor to Bank One National Association (formerly The First National Bank of Chicago)), as Trustee (the Trustee) and as Securities Intermediary (the Securities Intermediary) and as Paying Agent (the Paying Agent).

Citibank Omni-S Master Trust – DEFEASANCE TRUST AGREEMENT SERIES 2000-4 Relating to CITIBANK OMNI-S MASTER TRUST SERIES 2000-4 (December 7th, 2005)

THIS TRUST AGREEMENT, dated as of December 6, 2005, by and among Citibank (South Dakota), National Association, a national banking association (as successor to Sears, Roebuck and Co.), as Servicer (the Servicer), Citi Omni-S Finance LLC, a Delaware limited liability company (as successor to SRFG, Inc.), as Seller (the Seller), The Bank of New York, a New York banking corporation (as successor to Bank One National Association (formerly The First National Bank of Chicago)), as Trustee (the Trustee) and as Securities Intermediary (the Securities Intermediary) and as Paying Agent (the Paying Agent).

Citibank Omni-S Master Trust – DEFEASANCE TRUST AGREEMENT SERIES 2002-3 Relating to CITIBANK OMNI-S MASTER TRUST SERIES 2002-3 (December 7th, 2005)

THIS TRUST AGREEMENT, dated as of December 6, 2005, by and among Citibank (South Dakota), National Association, a national banking association (as successor to Sears, Roebuck and Co.), as Servicer (the Servicer), Citi Omni-S Finance LLC, a Delaware limited liability company (as successor to SRFG, Inc.), as Seller (the Seller), The Bank of New York, a New York banking corporation (as successor to Bank One National Association (formerly The First National Bank of Chicago)), as Trustee (the Trustee) and as Securities Intermediary (the Securities Intermediary) and as Paying Agent (the Paying Agent).

Citibank Omni-S Master Trust – DEFEASANCE TRUST AGREEMENT SERIES 2002-5 Relating to CITIBANK OMNI-S MASTER TRUST SERIES 2002-5 (December 7th, 2005)

THIS TRUST AGREEMENT, dated as of December 6, 2005, by and among Citibank (South Dakota), National Association, a national banking association (as successor to Sears, Roebuck and Co.), as Servicer (the Servicer), Citi Omni-S Finance LLC, a Delaware limited liability company (as successor to SRFG, Inc.), as Seller (the Seller), The Bank of New York, a New York banking corporation (as successor to Bank One National Association (formerly The First National Bank of Chicago)), as Trustee (the Trustee) and as Securities Intermediary (the Securities Intermediary) and as Paying Agent (the Paying Agent).

Citibank Omni-S Master Trust – DEFEASANCE TRUST AGREEMENT SERIES 1996-5 Relating to CITIBANK OMNI-S MASTER TRUST SERIES 1996-5 (December 7th, 2005)

THIS TRUST AGREEMENT, dated as of December 6, 2005, by and among Citibank (South Dakota), National Association, a national banking association (as successor to Sears, Roebuck and Co.), as Servicer (the Servicer), Citi Omni-S Finance LLC, a Delaware limited liability company (as successor to SRFG, Inc.), as Seller (the Seller), The Bank of New York, a New York banking corporation (as successor to Bank One National Association (formerly The First National Bank of Chicago)), as Trustee (the Trustee) and as Securities Intermediary (the Securities Intermediary) and as Paying Agent (the Paying Agent).