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EXHIBIT 1.2
SUPPLEMENT TO AGENCY AGREEMENT dated March 27, 2001, among Doral
Financial Corporation ("Doral Financial"), the Puerto Rico Conservation Trust
Fund ("Conservation Trust"), and Popular Securities, Inc. (the "Agent"), as
agent in connection with the sale of Doral Financial Corporation's 7.65% Notes
due 2016 (the "Doral Notes") to Conservation Trust, and as representative of the
underwriters in connection with the purchase by such underwriters of
Conservation Trust's 6.50% Secured Notes due 2016 (the "CT Notes").
Reference is made to the Agency Agreement dated as of the date hereof
(the "Agency Agreement") between Doral Financial and the Agent, which is hereby
incorporated by reference as if fully set forth herein, and to the Purchase
Agreement dated as of the date hereof (the "Purchase Agreement") between
Conservation Trust and the Agent. In consideration of the agreements,
representations and agreements contained herein, the parties agree as follows:
1. Subject to compliance by Doral Financial with its agreements, and
subject to the fulfillment of the conditions, set forth in the Agency Agreement,
Conservation Trust hereby agrees to purchase the Doral Notes on the Closing Date
set forth in the Agency Agreement at a purchase price equal to $97,830,000.
2. Doral Financial hereby agrees with Conservation Trust and with the
Agent that Conservation Trust shall have the benefit of the representations and
warranties made by Doral Financial in the Agency Agreement.
In witness whereof, the parties have caused this supplement to be
executed by its duly authorized representatives as of the date first written
above.
DORAL FINANCIAL CORPORATION
By: /s/ Xxxxx X. Xxxxx
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Name: Xxxxx X. Xxxxx
Title: Executive Vice President
PUERTO RICO CONSERVATION TRUST FUND
By: /s/ Francisco Xxxxxx Xxxxxx
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Name: Francisco Xxxxxx Xxxxxx
Title: Executive Director
POPULAR SECURITIES, INC.
By: /s/ Xxxxxx X. Xxxxx
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Name: Xxxxxx X. Xxxxx
Title: Executive Vice President
