EXHIBIT 10 (d)
FIRST MODIFICATION AGREEMENT
This MODIFICATION AGREEMENT ("Modification") is entered into this 27th
day of June, 2001 by and among Hallmark Finance Corporation as seller (the
"Seller"), and FPF, Inc., ("FPF").
WITNESSETH;
WHEREAS, pursuant to that certain Sale and Assignment Agreement dated
as of November 18, 1999 by and among the FPF and the Seller (the
"Agreement"), FPF agrees to purchase, and Seller agrees to sell Eligible
Premium; and
WHEREAS, Seller has delivered to FPF the Cut-Through Agreement dated
June 27, 2001; and.
WHEREAS, all capitalized terms used herein and not otherwise defined in
the Agreement shall have the meaning set forth herein; and
WHEREAS, Seller and FPF desire to modify and amend the Agreement as
hereinafter set forth.
NOW, THEREFORE, in consideration of the covenants, conditions and
agreements contained in the Agreement, the parties hereto intending to be
legally bound, hereby agree as follows:
1. Maximum Purchase Commitment. The term "Maximum Purchase
Commitment" as defined in the Agreement is hereby amended in its
entirety to read as follows:
"Maximum Purchase Commitment" means $12,500,000.00.
2. Agreement Ratification. All terms, conditions and covenants of
the Agreement, not otherwise modified hereby, are hereby ratified and
confirmed and this Modification, when executed by the parties hereto,
shall become a part of the Agreement and shall have the same force and
effect as if the terms and conditions hereof were originally
incorporated in the Agreement prior to the execution thereof.
IN WITNESS WHEREOF, this Modification Agreement is executed by the
undersigned parties as of the day and year first set forth above.
FPF, INC.
By:_______________________________
Xxxxx X. Xxxxx
President
SELLER:
HALLMARK FINANCIAL CORPORATION
By:_________________________________
Printed Name: Xxxxx X. Xxxxxxx
Title: President & Chief Executive Officer
