UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
FORM 8-K
 
Current Report Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
 
Date of Report (Date of Earliest Event Reported)

April 10, 2017
 
World Financial Network Credit Card Master Note Trust
(Exact Name of Issuing Entity as Specified in its Charter)
 
Commission File Numbers of Issuing Entity: 333-166240-01, 333-188583-01, 333-189182-01 and 333-208463
Central Index Key Number of Issuing Entity: 0001282663

World Financial Network Credit Card Master Trust
(Exact Name of Issuer of Collateral Certificate as Specified in its Charter)
 
Commission File Numbers of Issuer of the Collateral Certificate: 333-166240-02, 333-189182-02 and 333-208463-02
Central Index Key Number of Issuer of the Collateral Certificate: 0001140096
 
WFN Credit Company, LLC
(Exact Name of Depositor/Registrant as Specified in its Charter)
 
Commission File Numbers of Depositor: 333-166240, 333-188583, 333-189182 and 333-208463-01
Central Index Key Number of Depositor: 0001139552

Comenity Bank
(Exact Name of Sponsor as Specified in its Charter)
 
Central Index Key Number of Sponsor: 0001007254
 
Delaware
(State or Other Jurisdiction of Incorporation of Issuing Entity and Registrant)
 
31-1772814
(I.R.S. Employer Identification No. of Registrant)
 
3100 Easton Square Place, #3108, Columbus, Ohio
43219
(Address of Principal Executive Offices of Registrant)
 
(Zip Code)
 
(614) 729-5044
(Registrant's Telephone Number, Including Area Code)
 
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 



Item 1.01.   Entry into a Material Definitive Agreement

On April 10, 2017, Comenity Bank entered into an amendment to the Second Amended and Restated Service Agreement with Comenity Servicing LLC, a copy of which is filed with this Form 8-K as Exhibit 99.1.


Item 9.01.   Financial Statements and Exhibits.

(a)
Not applicable.

(b)
Not applicable.

(c)
Not applicable.

(d)
Exhibits.


Exhibit No.
 
Document Description
     
99.1
 
Amendment to the Second Amended and Restated Service Agreement





SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.




WFN CREDIT COMPANY , LLC as depositor


By:  /s/ Michael Blackham
Name: Michael Blackham
Title: Treasurer


Dated:  April 13, 2017





EXHIBIT INDEX
 

 
Exhibit No.
 
Document Description
     
99.1
 
Amendment to the Second Amended and Restated Service Agreement


 

Exhibit 99.1

REVISED FEE SCHEDULE

THIS REVISED FEE SCHEDULE, effective as of January 1, 2017, amends, supersedes and replaces all previous fee schedules, including in particular those labelled as Appendix C, in that certain Second Amended and Restated Service Agreement (the "Agreement"), dated as of May 10, 2016, entered into by and between Comenity Servicing LLC ("Servicer"), a Texas limited liability company with its principal place of business at 3100 Easton Square Place, Columbus, Ohio 43219, and Comenity Bank (the "Bank"), a Delaware state bank, with its principal place of business at One Righter Parkway, Wilmington, DE 19803.

No changes other than this Revised Fee Schedule are made to the Agreement. The Agreement, with this revised Fee Schedule incorporated therein, shall remain in full force and effect.
 

Comenity Servicing LLC
     
     
By:
 
/s/ Tammy McConnaughey
Name:
 
Tammy McConnaughey
Title:
 
Senior Vice President



Comenity Bank
     
     
By:
 
/s/ John Marion
Name:
 
John Marion
Title:
 
President
     
     
     
   
April 10, 2017




APPENDIX C

FEE SCHEDULE- 2017


1.
Servicer reserves the right to pass through any and all expenses as described in Appendix D to Bank, without markup, and Bank shall reimburse Servicer therefor.

2.
Bank shall be responsible for all sales, use or excise taxes levied on accounts payable by Bank to Servicer under the Agreement, excluding taxes based upon Servicer's income, employment of personnel or taxes from which Bank is exempt, provided Bank provides Servicer written evidence of such exemption.  Undisputed payments shall be made by Bank to Servicer within thirty (30) calendar days after Bank's receipt of Servicer's invoice.

3.
Bank agrees to pay Servicer monthly for the Services provided.  The schedule below is an estimate of the fees to be paid monthly by Bank to Servicer.  These estimated fees are calculated by adding the projected total cost plus a twelve percent (12%) mark-up, which the parties have agreed (based upon an independent third party study) is within the reasonable markup range which would be charged by an independent or arm's length party for the Services provided.
 
Month
 
Fee
 
April 2017
 
$
58,689,000
 
May
 
$
61,823,000
 
June
 
$
61,144,000
 
July
 
$
60,590,000
 
August
 
$
62,056,000
 
September
 
$
60,161,000
 
October
 
$
61,058,000
 
November
 
$
62,830,000
 
December
 
$
64,052,000
 
January 2018
 
$
64,052,000
 
February
 
$
64,052,000
 
March
 
$
64,052,000
 
 
4.
Servicer will provide to Bank, no later than the 10th calendar day of each month, a statement of the actual fees (including markup) payable by Bank during the immediately preceding month.  Bank is responsible for promptly examining the statement and reporting any errors or irregularities to Servicer.  Bank will remit payment to Servicer no later than the 15th calendar day of the month in which each statement is received.

The parties will meet at least annually to review Servicer's budgeted costs for the year associated with the Services described herein, based on estimated annual volumes supplied by Bank.  Based on that review, the parties will use commercially reasonable efforts to determine whether (and if so, how much) to adjust the forecasted fees and/or markup percentage.  Such adjustments shall be documented in writing executed by both parties, which writing need not be in the form of a formal amendment to this Agreement.