CONFIDENTIAL TREATMENT HAS BEEN REQUESTED AS TO CERTAIN PORTIONS OF
THIS DOCUMENT. EACH SUCH PORTION, WHICH HAS BEEN OMITTED HEREIN AND
REPLACED WITH AN ASTERISK [*], HAS BEEN FILED SEPARATELY WITH THE
SECURITIES AND EXCHANGE COMMISSION.
AMENDED AND RESTATED MANAGEMENT AGREEMENT
AMENDED AND RESTATED MANAGEMENT AGREEMENT (this “Agreement”), dated as of January 16,
2009, by and among PALISADES COLLECTION, L.L.C., a Delaware limited liability company, with offices at
210 Sylvan Avenue, Englewood Cliffs, New Jersey 07632 (“Palisades” ) and [*], an Ohio corporation, with
offices at [*] (the “Manager”).
Introduction. This Agreement is intended to amend and restate in its entirety the existing Management
Agreement dated March 28, 2008 between Palisades and Manager. This Agreement sets forth the terms by
which Manager will provide management services, and as of March 5, 2007 shall have been deemed to have
been providing management services, related to all of the consumer receivables that are owned by Palisades
Acquisition XVI, LLC (“Owner”), an affiliate of Palisades and are being serviced by Palisades. Palisades hereby
appoints Manager to provide management services related to all of the Receivables (as defined below) which
Owner purchased from [*] (collectively referred to as “[*]”) on or about March 5, 2007 pursuant to a purchase
agreement dated February 5, 2007 between Palisades Acquisition XV, LLC and [*], all of which accounts were
assigned to Owner by Palisades Acquisition XV, LLC (the purchase agreement and the assignment from
Palisades Acquisition XV, LLC to Owner shall be collectively referred to as the “[*]Purchase Agreement”).
Contemporaneously herewith, the parties shall be entering into a Master Servicing Agreement (the “Master
Servicing Agreement”) related to the servicing by Manager of certain of the receivables owned by Owner and
placed with Palisades for servicing.
This Agreement sets forth the terms on which Manager will provide certain se