Exhibit 99.1
FIFTH ADDENDUM TO APPENDIX A AND
FIRST ADDENDUM TO APPENDIX B OF
THIRD AMENDED AND RESTATED SERVICE AGREEMENT, AS AMENDED
This Fifth Addendum to Appendix A and First Addendum to Appendix B of that certain Third Amended and Restated Service Agreement, as
Amended (the "Addendum") is entered into as of this 30th day of April, 2021, by and between Comenity Servicing LLC (“Servicer”), a Texas limited liability company with its principal place of business at 3075 Loyalty Circle, Columbus, OH 43219 and Comenity Bank (“Bank”), a Delaware state bank with its principal place of business at One Righter Parkway, Suite 100, Wilmington, DE 19803.
RECITALS
WHEREAS, Bank and Servicer entered into that certain Third Amended and Restated Service Agreement as of April 23, 2019, as amended on
February 20, 2020 (the “Agreement”) to outsource certain data processing activities and certain other administrative and servicing functions; and
WHEREAS, Bank and Servicer desire to modify certain Performance Standards set forth in Appendix A and the Fee Schedule set forth in Appendix B to the Agreement.
NOW, THEREFORE, in consideration of the mutual agreements hereinafter set forth, and for other good and valuable consideration, the
receipt and adequacy of which is hereby acknowledged, Bank and Servicer agree as follows:
1. Performance Standards. Bank and Servicer agree to amend the Performance Standards set forth in Appendix A to the
Agreement, such that certain Performance Standards are hereby added or deleted in as set forth in further detail in Exhibit A hereto.
2. Fee Schedule. Bank and Servicer agree to amend the Fee Schedule
set forth in Appendix B to the Agreement, such that paragraph three (3) is hereby deleted in its entirety and replaced with the new paragraph three (3) as set forth below:
“3. Bank is responsible for examining the Fee Statement and promptly 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 Fee Statement is received.”
3. Effective Date: The additions and deletions to the Performance
Standards, as set forth in Exhibit A and the amendment to the Fee Schedule, as set forth above, shall be effective as of the first day of the month
following the month in which this Addendum is executed.
4. Miscellaneous. Capitalized
terms not otherwise defined in this Addendum shall have the meanings assigned to them in the Agreement. Other than as set forth above and in Exhibit A
hereto, the parties agree that the Agreement, as amended by this Addendum, shall continue in full force and effect. The parties may execute this Addendum in one or more counterparts, each of which shall be deemed an original, but all of which shall
constitute but one and the same instrument.
IN WITNESS WHEREOF,
the parties have caused this Addendum to be executed by their authorized officers effective as of the date first written above.
Comenity Servicing LLC
By: /s/ Julie Fire
Name: Julie Fire
Title: Vice President, Delivery
Comenity Bank
By: /s/ Ron Ostler
Name: Ron Ostler
EXHIBIT A
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1.
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Additions. Set forth below are
additional Performance Standards, which shall be incorporated into Appendix A to the Agreement.
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Service
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Performance Standard
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Measuring Period
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Amended/
Added
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Human Resources
• Assist in the recruiting, training, management of staff as well as the management of benefits available to Bank associates.
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Report on recruiting performance and monitoring to demonstrate positions are being filled in support of the Banks.
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M
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Added
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2.
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Deletions. Set forth below are
Performance Standards which shall be deleted from Appendix A to the Agreement.
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Service
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Performance Standard
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Measuring Period
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Deleted
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Human Resources
• Assist in the recruiting, training, management of staff as well as the management of benefits available to Bank associates.
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Recruitment average time to fill are as follows:
• Professional positions filled ≤ an average time to fill of 60 days.
• Volume positions filled ≥ a 90% class fill rates.
• Global positions filled ≤ an average time to start of 150 days
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M
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Deleted
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