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Exhibit 10.2
SIXTH
AMENDMENT
TO
AMENDED AND
RESTATED PRIVATE LABEL
CREDIT CARD
PROGRAM AGREEMENT
This Sixth Amendment to Amended
and Restated Private Label Credit Card Program Agreement ("Sixth
Amendment") is entered into as of the 30 th
day of July, 2009
(the "Effective Date") by and among Stage Stores, Inc., a Nevada
corporation ("Stage Stores"), Specialty Retailers, Inc., a Texas
corporation ("Specialty"), with their principal offices at 10201
Main Street, Houston, Texas 77025 (Stage Stores and Specialty
hereinafter being referred to collectively as "Stage"), and World
Financial Network National Bank, a national banking association
with its principal offices at 3100 Easton Square Place, Columbus,
OH 43219 ("Bank"). Stage Stores, Specialty, and Bank are
collectively referred to in this Sixth Amendment as the
"Parties".
R E C I T A L
S :
WHEREAS, Stage and Bank entered
into an Amended and Restated Private Label Credit Card Program
Agreement dated as of March 5, 2004, as amended (the "Agreement")
pursuant to which Bank issues private label credit cards which
allows Customers of Stage to purchase goods and/or services from
Stage; and
WHEREAS, Bank and Stage now
desire to amend the Agreement to amend the Agreement as set forth
herein.
NOW, THEREFORE, in consideration
of the mutual covenants and agreements contained herein, the
Parties hereto agree as follows:
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1.
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Definitions;
References . Each term used
herein which is not defined herein shall have the meaning assigned
to such term in the Agreement. Each reference to
"hereof", "hereunder", "herein" and "hereby" and each other similar
reference and each reference to "this Agreement" and each other
similar reference contained in the Agreement shall fr
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