Sierra Club, Inc. - Page 12




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          Amendment to ABS-Concept Agreement and Concept-Chase Lincoln                
          Agreement                                                                   
               On March 28, 1986, the ABS-Concept agreement and the                   
          Concept-Chase Lincoln agreement were amended (the ABS-Concept               
          Concept-Chase Lincoln amendment) such that (1) should ABS fail to           
          perform under the SC-ABS agreement, (2) should Concept fail to              
          perform under the ABS-Concept agreement, or (3) should both ABS             
          and Concept fail to perform under such agreements, Chase Lincoln            
          has the right to assume the responsibilities and enforce the                
          rights under such agreements.                                               
          SC-Chase Lincoln Agreement                                                  
               On March 26, 1986, petitioner and Chase Lincoln entered                
          into an untitled agreement (the SC-Chase Lincoln agreement) that            
          references the SC-ABS agreement.  Among other things, the                   
          SC-Chase Lincoln agreement provides that (1) should ABS fail to             
          perform under the SC-ABS agreement, Chase Lincoln has the right             
          to assume the responsibilities and enforce the rights of ABS                
          under that agreement and (2) during the term of the agreement               
          (until March 28, 1988, unless extended) petitioner will not                 
          authorize any other bank to issue Visa credit cards to its                  
          members.                                                                    
          ABS-Concept Modification                                                    
               By letter dated July 7, 1986, the ABS-Concept agreement was            
          amended and modified (the ABS-Concept modification).  Among other           
          things, the letter provides that (1) Concept's duties to solicit            
          members are reassigned back to ABS and (2) to compensate Concept            


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Last modified: May 25, 2011