EXHIBIT 10.23a
FIRST AMENDMENT TO
SECOND AMENDED AND RESTATED
WAREHOUSING CREDIT AND SECURITY AGREEMENT
(SYNDICATED AGREEMENT)
THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED WAREHOUSING CREDIT
AND SECURITY AGREEMENT (SYNDICATED AGREEMENT) (this "Amendment") is entered into
as of this 17th day of December, 1999, by and among XXXXXXXX.XXX, INC., a
Florida corporation, f/k/a First Mortgage Network, Inc. (the "Company"),
RESIDENTIAL FUNDING CORPORATION, a Delaware corporation ("RFC"), and BANK
UNITED, a federal savings bank ("Bank United") (RFC, Bank United and any
Additional Lender as may from time to time become parties hereto are referred to
as the "Lenders"), and RFC as credit agent for the Lenders (in such capacity,
the "Credit Agent").
WHEREAS, the Company, the Lenders and the Credit Agent have entered
into a revolving warehouse facility with a present Credit Limit of $90,000,000
(the "Commitment"), as evidenced by a Second Amended and Restated Warehousing
Credit and Security Agreement (Syndicated Agreement) dated November 12, 1999, as
the same may have been amended or supplemented (the "Agreement");
WHEREAS, the Company has requested the Lenders to increase the wet
settlement sublimit, and the Lenders have agreed to such increase in the wet
settlement sublimit subject to the terms and conditions of this Amendment;
NOW, THEREFORE, for and in consideration of the foregoing and of the
mutual covenants, agreements and conditions hereinafter set forth and for other
good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto hereby agree as follows:
1. All capitalized terms used herein and not otherwise defined shall
have their respective meanings set forth in the Agreement.
2. The effective date "Effective Date") of this Amendment shall be
December 21, 1999, the date on which the Company has complied with all the terms
and conditions of this Amendment.
3. The EXHIBIT M attached to the Agreement is hereby deleted in its
entirety and replaced with the new EXHIBIT M attached to this Amendment. All
references in the Agreement to EXHIBIT M shall be deemed to refer to the new
EXHIBIT M.
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4. The Company shall deliver to the Credit Agent (a) an original of
this Amendment, executed by the Company, the Lenders and the Credit Agent, (b)
an executed Certificate of Secretary with corporate resolutions, (c) a
modification fee in the amount of $500 each payable to Bank United and RFC; and
(d) a documentation fee in the amount of $125 payable to the Credit Agent.
5. The Company represents, warrants and agrees that (a) the Loan
Documents continue to be the legal, valid and binding agreements and obligations
of the Company enforceable in accordance with their terms, as modified herein,
(b) the Lenders are not in default under any of the Loan Documents and the
Company has no offset or defense to their performance or obligations under any
of the Loan Documents, (c) the representations contained in the Loan Documents
remain true and accurate in all respects, and (d) there have been no material
adverse change in the financial condition of the Company, from the date of the
Agreement to the date of this Amendment.
6. Except as hereby expressly modified, the Agreement shall otherwise
be unchanged and shall remain in full force and effect, and the Company ratifies
and reaffirms all of its obligations thereunder.
7. This Amendment may be executed in any number of counterparts and by
the different parties hereto on separate counterparts, each of which when so
executed and delivered shall be an original, but all of which shall together
constitute one and the same instrument.
IN WITNESS WHEREOF, the Company and the Lenders have caused this
Amendment to be duly executed on their behalf by their duly authorized officers
as of the day and year above written.
COMPANY:
XXXXXXXX.XXX, INC.,
a Florida corporation,
f/k/a First Mortgage Network, Inc.
By: /S/ XXXXX XXXXXXX
-------------------------------
Its: CFO
-----------------------------
Notice Address:
Xxxxxxxx.Xxx, Inc.
0000 Xxxxxxx Xxxxxxxxx
Xxxxxxxxxx, XX 00000
Attention: Xxxxx Xxxxxxx
Telecopier No.: 0-000-000-0000
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STATE OF FLORIDA )
) ss
COUNTY OF BROWARD )
On December 22, 1999 before me, a Notary Public, personally appeared
Xxxxx Xxxxxxx, the CFO of XXXXXXXX.XXX, INC., a Florida corporation, f/k/a First
Mortgage Network, Inc., personally known to me (or proved to me on the basis of
satisfactory evidence) to be the person whose name is subscribed to the within
instrument and acknowledged to me that he/she executed the same in his/her
authorized capacity, and that by his/her signature on the instrument the person,
or the entity upon behalf of which the person acted, executed the instrument.
WITNESS my hand and official seal.
/s/ XXXX X. XXXXXXXXXX
-----------------------------
Notary Public
(SEAL) My Commission Expires: 12/18/01
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CREDIT AGENT:
RESIDENTIAL FUNDING CORPORATION,
a Delaware corporation
By: /s/ XXX XXXXX
-------------------------------
Its: Director
Notice Address:
0000 Xxxxxxxxxx Xxxx
Xxxxx 000
Xxxxxxxx, Xxxxxxxx 00000
Attention: Xxx Xxxxx
Director
Telecopier No.: (000) 000-0000
LENDERS:
RESIDENTIAL FUNDING CORPORATION,
a Delaware corporation
By: /s/ XXX XXXXX
-------------------------------
Its: Director
Notice Address:
0000 Xxxxxxxxxx Xxxx
Xxxxx 000
Xxxxxxxx, Xxxxxxxx 00000
Attention: Xxx Xxxxx
Director
Telecopier No.: (000) 000-0000
STATE OF MARYLAND )
) ss
COUNTY OF XXXXXXXXXX )
On December 21, 1999 before me, a Notary Public, personally appeared
Xxx Xxxxx, the Director of RESIDENTIAL FUNDING CORPORATION, a Delaware
corporation, personally known to me (or proved to me on the basis of
satisfactory evidence) to be the person whose name is subscribed to the within
instrument and acknowledged to me that he/she executed the same in his/her
authorized capacity, and that by his/her signature on the instrument the person,
or the entity upon behalf of which the person acted, executed the instrument.
WITNESS my hand and official seal.
/s/ XXXXXXXXX VON DEM XXXXX
--------------------------------------
Notary Public
My Commission Expires:
(SEAL) ----------------
XXXXXXXXX von dem XXXXX
NOTARY PUBLIC STATE OF MARYLAND
My Commission Expires October 15, 2001
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BANK UNITED,
a federal savings bank
By: [ILLEGIBLE]
-----------------------------------
Its: Regional Director
----------------------------------
Notice Address:
0000 Xxxxxx Xxxxx Xxxxx
--------------------------------------
Xxxxx, Xxxxxxx 00000
--------------------------------------
Attention:
----------------------------
Telecopier No. (000) 000-0000
------------------------
STATE OF FLORIDA )
) ss
COUNTY OF BREVARD )
On December 22, 1999 before me, a Notary Public, personally appeared
Xxxxxxx Xxxxxxxxx, the Regional Director of BANK UNITED, a federal savings bank,
personally known to me (or PROVED TO ME ON THE BASIS OF SATISFACTORY EVIDENCE)
to be the person whose name is subscribed to the within instrument and
acknowledged to me that he/SHE executed the same in his/her authorized capacity,
and that by his/HER signature on the instrument the person, or the entity upon
behalf of which the person acted, executed the instrument.
WITNESS my hand and official seal.
/s/ XXXXX XXXXXXXX XXXXXX
-----------------------------------------
Notary Public
My Commission Expires: December 1, 2001
(SEAL) -------------------
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