AMENDMENT NUMBER 4 TO
SECURITY AGREEMENT
AMENDMENT NUMBER 4 TO SECURITY AGREEMENT (this "Amendment"), dated as
of March 8, 2001 by and among UNION ACCEPTANCE FUNDING CORPORATION, an Indiana
corporation, as Seller (in such capacity, the "Seller"), UAFC-1 CORPORATION, a
Delaware corporation, as debtor (in such capacity, the "Debtor"), UNION
ACCEPTANCE CORPORATION, an Indiana corporation ("UAC"), individually and in its
capacity as collection agent (in such capacity, the "Collection Agent"),
ENTERPRISE FUNDING CORPORATION, a Delaware corporation (the "Company") and BANK
OF AMERICA, N.A., a national banking association ("Bank of America"),
individually and as collateral agent for the Company and the Bank Investors (in
such capacity, the "Collateral Agent") amending that certain Security Agreement
dated as of May 25, 2000 (the "Security Agreement").
WHEREAS, the Seller, the Debtor, UAC, the Collection Agent, the
Company, Bank of America and the Collateral Agent are parties to the Security
Agreement dated as of May 25, 2000 (as same my be amended, supplemented or
otherwise modified from time to time, the "Security Agreement");
WHEREAS, the parties have agreed to amend the Security Agreement as
hereinafter provided;
NOW THEREFORE the parties hereto agree as follows:
Capitalized terms used and not otherwise defined herein shall have the
meanings assigned to them in the Security Agreement.
AMENDMENT. The definition of "Noteholder's Percentage" set forth in
Section 1.1 of the Security Agreement shall be amended, solely for the
Determination Date occurring on March 8, 2001, by deleting it in its entirety
and restating it as follows:
"The Noteholder's Percentage shall mean 98.25%."
FULL FORCE AND EFFECT. Except as specifically set forth herein, the
Security Agreement is and shall be, in full force and effect and are hereby in
all respects ratified and confirmed.
GOVERNING LAW. THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN
ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.
COUNTERPARTS. This Amendment may be executed in any number of
counterparts and by different parties hereto in separate counterparts, each of
which when so executed shall be deemed to be an original and all of which when
taken together shall constitute one and the same instrument.
EFFECTIVENESS. This amendment shall become effective as of the date
first written above when (i) counterparts of this Amendment shall have been
executed by each of the Seller, Debtor, UAC, the Collection Agent, the Company,
Bank of America and the Collateral Agent and (ii) the Collateral Agent shall
have received a fully executed copy of this Amendment.
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IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Amendment Number 4 as of the date first written above.
ENTERPRISE FUNDING CORPORATION,
as Company
By: /s/ Xxxx Xxxx
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Name: Xxxx Xxxx
Title: Vice President
UAFC-1 CORPORATION,
as Debtor
By: /s/ Xxxxxxx X. Xxxxxxxx
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Name: Xxxxxxx X. Xxxxxxxx
Title: President
UNION ACCEPTANCE FUNDING
CORPORATION, as Seller
By: /s/ Xxxx X. Xxxxx
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Name: Xxxx X. Xxxxx
Title: Vice President
UNION ACCEPTANCE CORPORATION,
individually and as Collection Agent
By: /s/ Xxxxxxx X. Xxxx
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Name: Xxxxxxx X. Xxxx
Title: Vice President
BANK OF AMERICA, N.A.,
individually and as Collateral Agent
and Bank Investor
By: /s/ Xxxxxxxxxxx Xxxxx
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Name: Xxxxxxxxxxx Xxxxx
Title:
