EXHIBIT 1
MODIFICATION OF ADDENDUM TO
MASTER SERVICING AGREEMENT
THIS MODIFICATION is entered into as of this 20th
day of March, 1997, by and among AMERICAN LENDERS
FACILITIES, INC., a California corporation ( Servicer ), AEGIS
CONSUMER FINANCE, INC., a Delaware corporation (the
Company ), AEGIS AUTO FINANCE, INC., a Delaware corporation
( Seller ), and ENTERPRISE NATIONAL BANK OF PALM
BEACH, a national banking association ( Purchaser ).
Statement of Facts
Servicer, Company, Seller and Purchaser are parties to an
Addendum to Master Servicing Agreement, dated as of December 9,
1996 (the Addendum ; all capitalized terms used herein and not
otherwise expressly defined herein shall have the respective meanings
given such terms in the Addendum). The parties desire to modify the
Addendum in certain respects and are entering into this Modification for
such purpose.
NOW, THEREFORE, for and in consideration of the
premises and the mutual covenants herein set forth, as well as other
good and valuable consideration, the receipt and adequacy of which are
hereby acknowledged, the parties do hereby agree as follows:
Statement of Terms
1. The Addendum shall be amended by deleting
Section 7 thereof in its entirety and by substituting the following new
Section 7 in lieu thereof:
7. The Purchaser shall establish in its name a
Depository Account for the Receivables, which account shall be
maintained with the Purchaser for the sole benefit of itself. All
monies constituting the Available Distribution Amount for each
Payment Period shall be deposited by the Servicer into the
Depository Account; provided, however, that before making such
deposit the Servicer may retain for its own account the Servicing
Fee and expense reimbursements due to it for the current or any
prior Payment Period. No other funds shall be allowed to be
deposited into the Depository Account. On each Payment Date,
the Purchaser shall withdraw from the Depository Account
monies, to the extent available therein, equal to the Available
Distribution Amount for the related Payment Period and shall
transfer such amount to the Purchaser.
2. Except as expressly modified by the Modification,
the Purchase Agreement shall remain in full force and effect.
IN WITNESS WHEREOF, each of the Servicer, the
Company, the Seller and the Purchaser has caused its respective duly
authorized officer or representative to execute and deliver this
Modification on its behalf, all as of the day and year first above set
forth.
AMERICAN LENDERS
FACILITIES, INC.
By:_____________________________________
Name:___________________________________
Title:____________________________________
AEGIS CONSUMER FINANCE,
INC.
By:_____________________________________
Name:___________________________________
Title:____________________________________
AEGIS AUTO FINANCE, INC.
By:_____________________________________
Name:___________________________________
Title:____________________________________
ENTERPRISE NATIONAL BANK
OF
PALM BEACH
By:_____________________________________
Name:___________________________________
Title:____________________________________