EX-99 7 samend.txt EX 10.5 Exhibit 10.5 ------------ **CONFIDENTIAL TREATMENT REQUESTED OF INFORMATION FILED SEPARATELY (asterisks indicate redacted numbers contained in the amendment, which has been filed separately with the Securities and Exchange Commission) AMENDMENT TO PRIVATE LABEL CREDIT CARD PROGRAM AGREEMENT This Amendment is to that certain Private Label Credit Card Program Agreement between World Financial Network National Bank, ("Bank ") and United Retail Group, Inc. and United Retail Incorporated (collectively referred to as "Retailer"). WHEREAS, Bank and Retailer entered into that certain Private Label Credit Card Program Agreement dated January 27, 1998, (the "Agreement"); and, WHEREAS, Bank and Retailer now desire to amend the Agreement as set forth herein; NOW, THEREFORE, Bank and Retailer hereby agree as follows: 1. Definitions. The following definition is added to Section 1.1, Definitions: "Pay by Phone" - Bank shall from time to time permit certain Cardholders to make payments to Bank with a pay by phone product offered by Bank. Bank may charge the Cardholders a fee for the use of the product. The definition of "BDIP Incentive Percentage" in Section 1.1, is hereby amended to provide that the BDIP Incentive Percentages for the years ending subsequent to 2/29/2004 shall be the same as the percentages set forth in the table for the Year Ending 2/29/2004. 2. Initial Term. Section 13.1, Term of Agreement, is hereby amended to extend the Initial Term of the Agreement through and including February 28, 2007. 3. Servicing Fees. The following new fee is added to Exhibit 6.1(b) Service Fees: Pay by Phone Processing Per transaction $** 4. Consumer Charges. Pursuant to Section 2.3, the parties agree to add to the Consumer Charges applicable to Accounts any Pay by Phone fees imposed by Bank upon Cardholders after review and approval of such fee by Retailer. 5. Increase in Fees. Bank and Retailer agree to increase the Service Fees charged by Bank to Retailer pursuant to this Agreement by ** percent (**%), effective on February 1, 2002. Such ** percent (**%) increase shall be added to the total fees shown on the Bank's invoice, an example of such calculation is set forth on sample invoice attached hereto. 6. The effective date of this Amendment shall be October 1, 2001. 7. As hereby amended and supplemented, the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment. World Financial Network National Bank By: Daniel T. Groomes ----------------- Title: President United Retail Group, Inc. United Retail Incorporated By: Jon Grossman By: Kenneth P. Carroll ------------ ------------------------ Title: Vice President Title: President **CONFIDENTIAL TREATMENT REQUESTED OF INFORMATION FILED SEPARATELY (asterisks indicate redacted numbers contained in the amendment, which has been filed separately with the Securities and Exchange Commission) Attachment Service Fees Invoice Example Effective February 1, 2002 EXAMPLE STATEMENT United Retail Group, Inc. ---------------- Attn: Scott Weiss Invoice Example Date: ---------------- 365 West Passaic Street Processing Period: February-02 ---------------- Rochelle Park NJ 07662 Invoice Number: ----------------
----------------------------------------------------------------------------------------------------------------------------------- Service Fees Quantity Unit Cost Total Cost ----------------------------------------------------------------------------------------------------------------------------------- A. New Account Acquisitions 1. Mail In Applications 387 Per Application ** ** 2. Quick Credit Referrals 3,894 Per Application ** ** 3. Instant Credits 432 Per Application ** ** 4. Other New Accounts Calls 722 Per Application ** ** 5. Quick Credit 14,760 Per Application ** ** 6. Catalog 639 Per Call ** ** 7. Embossing 12,895 Per Card ** ** B. Processing and Servicing Fees 1. Statement Generation (Including Postage of $0.298) 150,001 - 200,000 Per Statement ** ** 200,001 - 250,000 Per Statement ** ** 250,001 - 300,000 255,958 Per Statement ** ** 300,001 - 400,000 Per Statement ** ** 400,001 - 500,000 Per Statement ** ** 500,001 - and over Per Statement ** ** 2. Zero Balance Statements 26,068 Per Statement ** ** 3. Remittance Processing 146,568 Per Remittance ** ** Customer Service 4. Phone (800# Included) 20,907 Per Inquiry ** ** Written 680 Per Inquiry ** ** Automated Response 24,215 Per Inquiry ** ** 5. Letters (Including Postage of $0.298) Collection 38,199 Per Letter Mailed ** ** Customer Service 12,129 Per Letter Mailed ** ** Decline 10,443 Per Letter Mailed ** ** Retailer's Adverse Action Regret Letter 0 Per Letter Mailed ** ** 6. Collection Accounts Worked Collector Accounts 10,149 Per Account Worked ** ** Dialer Accounts 28,133 Per Account Worked ** ** 7. Voice Authorizations (800# Included) 11,480 Per Voice Auth Call ** ** 8. Network Authorization 214,706 Per Transaction ** ** 9 Pay by Phone Processing xxx Per Transaction ** ** SubTotal ** **% Renewal ** ----------------------------------------------------------------------------------------------------------------------------------- Total Servicing Due From URG ** -----------------------------------------------------------------------------------------------------------------------------------