1
Exhibit 10.3
As of November 17, 1999
Advanta Mortgage Loan Trust 1999-4
c/o Wilmington Trust Company,
as Owner Trustee
Xxxxxx Square North
0000 Xxxxx Xxxxxx Xxxxxx
Xxxxxxxxxx, Xxxxxxxx 00000-0000
Ambac Assurance Corporation
Xxx Xxxxx Xxxxxx Xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Re: Advanta Mortgage Loan Trust 1999-4
Sale and Servicing Agreement
Ladies and Gentlemen:
Pursuant to the Sale and Servicing Agreement dated as of
November 1, 1999 (the "Agreement") among Advanta Conduit Receivables, Inc., as
sponsor, Advanta Mortgage Corp. USA, as master servicer ("AMCUSA"), Advanta
Mortgage Loan Trust 1999-4 (the "Trust"), Advanta Holding Trust 1999-4
("Holding") and Bankers Trust Company of California, N.A. as indenture trustee
(the "Indenture Trustee"), 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 Servicing Advances.
In addition, the Sponsor has, in the Agreement 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 Mortgage Loans and the payment of certain expenses of the Trust. Any
financial obligations of AMCUSA or the Sponsor under the Agreement, 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 and the Sponsor
under the Agreement (including the payment of money damages for a breach of any
of AMCUSA's or the Sponsor's obligations under the Agreement, 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 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 and the Sponsor for the payment of the Joint and Several Obligations
under the Agreement.
Now, therefore, the Trust, the Note Insurer and AMHC do hereby
agree that:
(i) AMHC hereby agrees to be absolutely and
unconditionally jointly and severally liable with
AMCUSA and the Sponsor to the Trust and the Insurer
for the payment of the Joint and Several Obligations
under the Agreement.
2
(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 Insurer by AMCUSA, the
Sponsor, or another affiliate of AMHC.
This letter and the respective obligations and rights
hereunder and thereunder shall not be delegated or assigned by you without the
prior written consent of the Note Insurer. This letter may not be amended or
otherwise modified except pursuant to a writing signed by each of the parties
hereto. This letter may be executed by the signatories hereto in several
counterparts, each of which shall be deemed to be an original and all of which
shall constitute one and the same letter.
THIS LETTER SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE
WITH, THE LAWS OF THE STATE OF NEW YORK. EACH OF THE UNDERSIGNED PARTIES HEREBY
KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHTS IT MAY HAVE TO A
TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED HEREON, OR ARISING OUT OF OR IN
CONNECTION WITH, THIS LETTER, AND ANY OTHER COURSE OF CONDUCT, COURSE OF
DEALING, STATEMENTS (WHETHER ORAL OR WRITTEN) OR ACTIONS OF ANY OF THE
UNDERSIGNED PARTIES IN CONNECTION HEREWITH OR THEREWITH.
2
3
Capitalized terms used herein and not defined herein shall
have their respective meanings as set forth in the Agreement.
Very truly yours,
ADVANTA MORTGAGE HOLDING COMPANY
By: /s/ Xxxxxxx Xxxx
_______________________________________
Authorized Signatory
ADVANTA MORTGAGE LOAN TRUST 1999-4
By: WILMINGTON TRUST COMPANY
as Owner Trustee
By: /s/ Xxxxxx X. XxxXxxxxx
_______________________________________
Authorized Signatory
AMBAC ASSURANCE CORPORATION
By: /s/ Xxxxxx X. Xxxxx
_______________________________________
Authorized Signatory
