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Exhibit 10.3
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August 24, 1999
Advanta Mortgage Loan Trust 1999-3 (the "Trust")
c/o Bankers Trust Company of California, N.A.
0 Xxxx Xxxxx
00xx Xxxxx
Xxxxxx, Xxxxxxxxxx 00000
Ambac Assurance Corporation
Xxx Xxxxx Xxxxxx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Re: Pooling and Servicing Agreement dated as of August 1,
1999 (the "Pooling and Servicing Agreement") among
Advanta Conduit Receivables, Inc., as sponsor (the
"Sponsor"), Advanta Mortgage Corp. USA ("AMCUSA"), as
master servicer (the "Master Servicer"), and Bankers
Trust Company of California, N.A. as trustee (the
"Trustee") and the Mortgage Loan Transfer Agreement
dated as of August 1, 1999 (the "Transfer Agreement")
among the Sponsor, the Trustee and the affiliated
originators named therein (the "Affiliated
Originators")
Ladies and Gentlemen:
Pursuant to the Pooling and Servicing Agreement and the Transfer
Agreement (together, the "Agreements"), AMCUSA in its capacity as Master
Servicer, has undertaken certain financial obligations with respect to its
servicing of the Mortgage Loans, including, but not limited to, the making of
Delinquency Advances and Servicing Advances. In addition, the Sponsor and the
Affiliated Originators have, in the Agreements undertaken certain financial
obligations, including, but not limited to, the payment of the Loan Purchase
Price relating to the repurchase of non-qualifying Mortgage Loans, the payment
of Substitution Amounts in connection with the substitution of Qualified
Replacement Mortgages and the payment of certain expenses of the Trust. Any
financial obligations of AMCUSA, the Sponsor or any Affiliated Originator under
either of the Agreements, whether or not specifically enumerated in this
paragraph, are hereinafter referred to as the "Joint and Several Obligations";
provided, however, that "Joint and Several Obligations" shall mean only the
financial obligations of AMCUSA, the Sponsor or any Affiliated Originator under
either of the Agreements (including the payment of money damages for a breach of
any of AMCUSA's, the Sponsor's or any Affiliated Originator's obligations under
either of the Agreements,
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whether financial or otherwise) but shall not include any obligations not
relating to the payment of money (e.g., the obligation to service the Mortgage
Loans).
The Certificate Insurer has required the undersigned, Advanta
Mortgage Holding Company ("AMHC"), the parent corporation of AMCUSA and the
indirect corporate parent of the Sponsor, to acknowledge its joint-and-several
liability with AMCUSA, the Sponsor and the Affiliated Originators for the
payment of the Joint and Several Obligations under the Agreements.
Now, therefore, the Trust, the Certificate Insurer and AMHC do
hereby agree that:
(i) AMHC hereby agrees to be absolutely and unconditionally
jointly and severally liable with AMCUSA, the Sponsor and the
Affiliated Originators to the Trust and the Certificate
Insurer for the payment of the Joint and Several Obligations.
(ii) AMHC may honor its obligations hereunder either by direct
payment of any Joint and Several Obligations or by causing any
Joint and Several Obligations to be paid to the Trust and the
Certificate Insurer by AMCUSA, the Sponsor, any Affiliated
Originator or another affiliate of AMHC.
[Remainder of Page Intentionally Left Blank]
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Capitalized terms used herein and not defined herein shall have
their respective meanings as set forth in the Agreements.
Very truly yours,
ADVANTA MORTGAGE
HOLDING COMPANY
By: ________________________________
Name: Xxxxxxx Xxxx
Title: Vice President
Acknowledged and Agreed:
ADVANTA MORTGAGE LOAN
TRUST, 1999-3, by Bankers Trust
Company of California, N.A., as Trustee
By:_____________________________
Name:
Title:
Acknowledged:
AMBAC ASSURANCE CORPORATION
By:_____________________________
Name:
Title:
Dated: August 24, 1999
[Guaranty to the Trust]
