Mellon Premium Finance Loan Owner Trust Sample Contracts

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MELLON PREMIUM FINANCE LOAN OWNER TRUST Transferor
Pooling and Servicing Agreement • June 29th, 2001 • Mellon Premium Finance Loan Owner Trust • Asset-backed securities • New York
Transferor
Pooling and Servicing Agreement • June 29th, 2001 • Mellon Premium Finance Loan Owner Trust • Asset-backed securities • New York
SERIES 2001-1 SUPPLEMENT Dated as of June 15, 2001 to AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT Dated as of June 15, 2001
Pooling and Servicing Agreement • May 29th, 2001 • Mellon Premium Finance Loan Owner Trust • Asset-backed securities • New York
MELLON PREMIUM FINANCE LOAN OWNER TRUST Transferor AFCO CREDIT CORPORATION Servicer AFCO ACCEPTANCE CORPORATION Servicer PREMIUM FINANCING SPECIALISTS, INC. Back-up Servicer PREMIUM FINANCING SPECIALISTS OF CALIFORNIA, INC. Back-up Servicer And WELLS...
Pooling and Servicing Agreement • July 6th, 2004 • Mellon Premium Finance Loan Owner Trust • Asset-backed securities • New York

SERIES 2004-MC SUPPLEMENT, dated as of June 24, 2004 (this “Series Supplement”), by and among MELLON PREMIUM FINANCE LOAN OWNER TRUST, a Delaware business trust, as Transferor, AFCO CREDIT CORPORATION, a New York corporation, as Servicer, AFCO ACCEPTANCE CORPORATION, a California corporation, as Servicer, PREMIUM FINANCING SPECIALISTS, INC., a Missouri corporation, as Back-up Servicer, PREMIUM FINANCING SPECIALISTS OF CALIFORNIA, INC., a California corporation, as Back-up Servicer, and WELLS FARGO BANK, NATIONAL ASSOCIATION (successor by merger to Wells Fargo Bank Minnesota, National Association), a national banking association, as Trustee under the Amended and Restated Pooling and Servicing Agreement, dated as of June 15, 2001 (the “Agreement”), by and among each Servicer, each Back-up Servicer, the Transferor and the Trustee, as amended by Amendment No. 1 thereto, dated June 24, 2004.

FIRST TIER RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • May 25th, 2001 • Mellon Premium Finance Loan Owner Trust • Asset-backed securities • New York

This FIRST TIER RECEIVABLES PURCHASE AGREEMENT dated as of June 15, 2001 (this "Agreement"), is among AFCO Credit Corporation, a New York corporation, AFCO Acceptance Corporation, a California corporation (each, an "Originator" and, collectively, the "Originators") and Mellon Bank, N.A., a national banking association (the "Purchaser").

ARTICLE I DEFINITIONS
First Tier Receivables Purchase Agreement • June 29th, 2001 • Mellon Premium Finance Loan Owner Trust • Asset-backed securities • New York
AFCO CREDIT CORPORATION MELLON BANK PREMIUM FINANCE LOAN MASTER TRUST
Mellon Premium Finance Loan Owner Trust • March 31st, 2005 • Asset-backed securities

The undersigned, a duly authorized representative of AFCO Credit Corporation (“AFCO”), as Servicer, pursuant to the Pooling and Servicing Agreement dated as of June 15, 2001 (as may be amended and supplemented from time to time, the “Agreement”), among Mellon Premium Finance Loan Owner Trust, as Transferor, AFCO Credit Corporation, as Servicer, AFCO Acceptance Corporation, as Servicer, Premium Financing Specialists, Inc., as Back-up Servicer, Premium Financing Specialists of California, Inc., as Back-up Servicer and Wells Fargo Bank Minnesota, National Association, as Trustee, does hereby certify that:

MELLON BANK, N.A. Beneficiary and Administrator CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION Owner Trustee
Trust Agreement • June 29th, 2001 • Mellon Premium Finance Loan Owner Trust • Asset-backed securities • Delaware
Contract
Trust Agreement • May 25th, 2001 • Mellon Premium Finance Loan Owner Trust • Asset-backed securities • Delaware

TRUST AGREEMENT, dated as of May 23, 2001, between MELLON BANK, N.A., a national banking association, as depositor (the “Depositor”), and CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION, a national banking association, as owner trustee (the “Owner Trustee”). The Depositor and the Owner Trustee hereby agree as follows:

SECOND TIER RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • May 29th, 2001 • Mellon Premium Finance Loan Owner Trust • Asset-backed securities • New York

This SECOND TIER RECEIVABLES PURCHASE AGREEMENT dated as of June 15, 2001 (this “Agreement”), is among Mellon Bank, N.A., a national banking association (the “Seller”) and Mellon Premium Finance Loan Owner Trust, a Delaware business trust (the “Purchaser”).

ARTICLE III REPRESENTATIONS AND WARRANTIES
Receivables Purchase Agreement • June 29th, 2001 • Mellon Premium Finance Loan Owner Trust • Asset-backed securities • New York
MELLON BANK PFL MASTER NOTE TRUST as Issuer and WELLS FARGO BANK, NATIONAL ASSOCIATION as Indenture Trustee
Master Note Trust • July 6th, 2004 • Mellon Premium Finance Loan Owner Trust • Asset-backed securities • New York

THIS INDENTURE between MELLON BANK PFL MASTER NOTE TRUST, a statutory trust organized under the laws of the State of Delaware (the “Issuer”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, in its capacity as Indenture Trustee (the “Indenture Trustee”), is made and entered into as of June 24, 2004.

AMENDED AND RESTATED TRUST AGREEMENT Dated as of June 24, 2004
Trust Agreement • July 6th, 2004 • Mellon Premium Finance Loan Owner Trust • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT, is dated as of June 24, 2004 (as amended, supplemented or modified from time to time, this “Agreement”), among CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as owner trustee (in such capacity, the “Owner Trustee”), MELLON PREMIUM FINANCE LOAN OWNER TRUST, a Delaware statutory trust, as Depositor (in such capacity, the “Depositor”), and MELLON BANK, N.A., a national banking association, as administrator hereunder (in such capacity, the “Administrator”).

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