FIRST SUPPLEMENTAL SERVICING AGREEMENT
-- between --
NATIONAL BANK OF CANADA
-- and --
NB CAPITAL CORPORATION
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December 4, 1998
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FIRST SUPPLEMENTAL SERVICING AGREEMENT
First Supplemental Servicing Agreement (the " First Supplemental Servicing
Agreement ") entered into as of December 4, 1998.
BETWEEN: NATIONAL BANK OF CANADA, a Canadian
chartered bank;
(the " Servicer ")
AND: NB CAPITAL CORPORATION, a Maryland
corporation;
(the " Company ")
WHEREAS NB Finance, Ltd., a Bermuda Corporation, (the " Purchaser ") and
National Bank of Canada, acting as seller (the " Seller "), entered into a deed
of sale of mortgage loans dated as of September 3, 1997 (the " Purchase
Agreement ") pursuant to which the Purchaser agreed to purchase from the Seller
certain Canada Mortgage and Housing Corporation insured residential first
mortgage loans as set forth on Exhibit A (the " Mortgage Loans ");
WHEREAS the Purchaser and the Company entered into assignment agreements dated
as of September 3, 1997 (the "Mortgage Loan Assignment Agreements") pursuant to
which the Purchaser assigned all of its right, title and interest in, to and
under the Mortgage Loans to the Company;
WHEREAS the Company intends to remain qualified as a "real estate investment
trust" (" REIT ") under the Internal Revenue Code of 1986, as amended;
WHEREAS the Company and the Servicer have entered into a servicing agreement
dated as of September 3, 1997 (the " Servicing Agreement ") establishing the
terms and conditions on which the Servicer services and administers the Mortgage
Loans;
WHEREAS the Purchaser and the Seller entered into a further deed of sale of
mortgage loans dated as of December 4, 1998, pursuant to which the Purchaser
agreed to purchase
from the Seller certain additional Canada Mortgage and
Housing Corporation insured residential first mortgage loans as set forth on
Exhibit B (the " 1998 Mortgage Loans ");
WHEREAS the Purchaser and the Company entered into assignment agreements dated
as of December 4, 1998, pursuant to which the Purchaser assigned all of its
right, title and interest in, to and under the 1998 Mortgage Loans to the
Company;
WHEREAS the Company also desires to have the Servicer service and administer the
1998 Mortgage Loans, the Servicer also desires to service and administer the
1998 Mortgage Loans on behalf of the Company, and the parties desire to set
forth the terms and conditions on which the Servicer will service and administer
the 1998 Mortgage Loans.
NOW, THEREFORE, in consideration of the mutual agreements set forth herein and
for other good and valuable, the receipt and the sufficiency are hereby
acknowledged, the parties hereto agree as follows:
1. The preamble forms an integral part of this Agreement.
2. From the date hereof, the Servicer, as provider of services, shall service
and administer the 1998 Mortgage Loans in accordance with the Servicing
Agreement and all terms and conditions thereof shall apply mutatis mutandis
to the 1998 Mortgage Loans, except as expressly herein modified or amended.
3. The " Closing Date " with respect to the 1998 Mortgage Loans shall mean
December 4, 1998.
4. The " Cut-off Date " with respect to the 1998 Mortgage Loans shall mean
December 4, 1998.
5. The first Remittance Date with respect to the 1998 Mortgage Loans shall be
January 15, 1999.
6. The parties hereto confirm that the present agreement has been drawn in the
English language at their request. Les parties aux presentes confirment que
la presente convention a ete redigee en langue anglaise a leur demande.
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
first written above
NATIONAL BANK OF CANADA
By /s/ Xxxxxx Xxxxxxxx
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Xxxxxx Xxxxxxxx, Manager, Treasury,
Cash Management
(Department Manager)
By /s/ Xxxxxxx Xxxx
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Xxxxxxx Xxxx, Manager, Treasury,
Matching
(Department Manager)
NB CAPITAL CORPORATION
By /s/ Xxxxxx Xxxxxxx
-----------------------------------
Xxxxxx Xxxxxxx, Vice-President
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EXHIBIT A
MORTGAGE LOANS
Originals of the listings of the Mortgage Loans remain annexed to the Deed of
Sale of Mortgage Loans executed before Mtre. Xxxxxxxx Xxxxxxxx, notary, on
September 3, 1997, under his minute number 9014.
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EXHIBIT B
1998 MORTGAGE LOANS
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