EX-99.1 2 a7-31x20238xkexhibit991.htm EX-99.1 Document

Exhibit 99.1

TWELFTH ADDENDUM TO APPENDIX A OF
FOURTH AMENDED AND RESTATED SERVICE AGREEMENT

    This Twelfth Addendum to Appendix A of that certain Fourth Amended and Restated Service Agreement (the "Addendum") is entered into as of this 31st day of July, 2023, by and between Comenity Bank (“Bank”), a Delaware state bank, with its principal place of business at One Righter Parkway, Suite 100, Wilmington, Delaware 19803 and Comenity Servicing LLC (“Servicer”), a Texas limited liability company with its principal place of business at 3095 Loyalty Circle, Columbus, Ohio 43219.

RECITALS

WHEREAS, Bank and Servicer entered into that certain Fourth Amended and Restated Service Agreement as of June 1, 2022, (the “Agreement”) to outsource certain services to Servicer; and

WHEREAS, Bank and Servicer desire to modify certain Performance Standards set forth in Exhibit A 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 amended and added as set forth in further detail in Exhibit A hereto.

2.    Effective Date: The amendments and additions to the Performance Standards, as set forth in Exhibit A hereto, shall be effective as of the first day of the month following the month in which this Addendum is executed.

3.    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.



Twelfth Addendum to Appendix A of
Fourth Amended and Restated Service Agreement
Comenity Servicing LLC / Comenity Bank

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    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 Bank

By: /s/ Baron Schlachter
Name: Baron Schlachter
Title: Comenity Bank President



Comenity Servicing LLC

By: /s/ Tammy McConnaughey
Name: Tammy McConnaughey
Title: EVP, Chief Credit Risk and Operations Officer
Twelfth Addendum to Appendix A of
Fourth Amended and Restated Service Agreement
Comenity Servicing LLC / Comenity Bank

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EXHIBIT A
SECTION I: SERVICES AND PERFORMANCE STANDARDS APPLICABLE TO ALL COMENITY BANK PRODUCTS
1.    Amendments and Additions. Set forth below are additional Performance Standards or revisions to existing Performance Standards, all of which shall be incorporated into Appendix A to the Agreement.
ServicePerformance StandardMeasuring PeriodAmended/
Added
Information Technology Services/Outsourcing

Provide Information Technology services, platform, network, including telecommunications through a secure environment, which can be outsourced to third and fourth parties, including but not limited to:
• Timely Incident Restoration
• Unix/Linux Server Availability
• Windows Server Availability
• Mainframe Availability
• Critical Application Availability
• Data/Voice Connectivity Availability
• Implementation of Critical Security Updates/Patches
• Completion of Critical Batches
• Authorizations
• Other IT services as needed

Provide IT Quality services as listed below:
• Provide management of production defects
• Maintain tracking of Critical and High defects
• Maintain listing of critical applications supporting the Bank(s)
• Maintain oversight of critical application performance
• Provide monitoring of IT fixes implemented
• Other IT Quality Services, as requested
Complete 99.5% of on Premise Mainframe Batch Production Stream Completion jobs within 1 business day of required completion time.MAmended
Complete 100% same day Fiserv Monetary Postings received by the designated cut-off time.MAdded
Complete 100% same day Fiserv Non-Monetary Postings received by the designated cut-off time.MAdded
Project Management
Provide a structure and control of the project environment to achieve the agreed activities by delivering the right products or services to meet expectations on time.
95% of projects completed within the agreed upon or revised agreed upon time frame.QAmended Service Description, Performance Standard, and Measuring Period

Twelfth Addendum to Appendix A of
Fourth Amended and Restated Service Agreement
            Comenity Servicing LLC / Comenity Bank
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