AMENDMENT NUMBER THREE
to the
RESIDUAL FINANCING FACILITY AGREEMENT
dated as of the 23rd day of June 1999
by and between
GREENWICH CAPITAL FINANCIAL PRODUCTS, INC.,
and
NC CAPITAL CORPORATION
This AMENDMENT NUMBER THREE is made this 31st day of October, 2000, by and
between NC CAPITAL CORPORATION, having an address at 00000 Xxx Xxxxxx, Xxxxx
0000, Xxxxxx, Xxxxxxxxxx 00000 (the "Borrower") and GREENWICH CAPITAL
FINANCIAL PRODUCTS, INC., having an address at 000 Xxxxxxxxx Xxxx, Xxxxxxxxx,
Xxxxxxxxxxx 00000 (the "Lender"), to the Residual Financing Facility
Agreement, dated as of the 23rd day of June 1999, by and between the Borrower
and the Lender, as amended (the "Agreement").
RECITALS
WHEREAS, the Lender and the Borrower desire to amend the Agreement,
subject to the terms hereof, to extend the term thereof to November 21, 2000;
NOW THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, and of the mutual covenants
herein contained, the parties hereto hereby agree as follows:
SECTION 1. AMENDMENT. Effective as of October 31, 2000, Section 1 of
the Agreement is hereby amended by deleting the definition of Termination
Date and replacing it with the following:
"TERMINATION DATE" shall mean November 21, 2000 or such
earlier date on which this Agreement shall terminate in accordance
with the provisions hereof or by operation of law, as same may be
extended by Lender in its sole discretion.
SECTION 2. DEFINED TERMS. Any terms capitalized but not otherwise
defined herein shall have the respective meanings set forth in the Agreement.
SECTION 3. LIMITED EFFECT. Except as amended hereby, the Agreement shall
continue in full force and effect in accordance with its terms. Reference to
this Amendment need not be made in the Agreement or any other instrument or
document executed in connection therewith, or in any certificate, letter or
communication issued or made pursuant to, or with respect to, the Agreement,
any reference in any of such items to the Agreement being sufficient to refer
to the Agreement as amended hereby.
SECTION 4. REPRESENTATIONS. In order to induce the Lender to execute
and deliver this Amendment, the Borrower hereby represents to the Lender that
as of the date hereof, after giving effect to this Amendment, the Borrower is
in full compliance with all of the terms and conditions
of the Agreement and no Default or Event of Default has occurred and is
continuing under the Agreement.
SECTION 5. GOVERNING LAW. This amendment shall be construed in
accordance with the laws of the State of New York and the obligations,
rights, and remedies of the parties hereunder shall be determined in
accordance with such laws without regard to conflict of laws doctrine applied
in such state.
SECTION 6. COUNTERPARTS. This amendment may be executed in any number
of counterparts, each of which shall constitute an original and all of which,
taken together, shall constitute one instrument.
2
IN WITNESS WHEREOF, the Borrower and the Lender have caused this
amendment to be executed and delivered by their duly authorized officers as
of the day and year first above written.
NC CAPITAL CORPORATION
(Borrower)
By: /s/ Xxxxxxx X. Xxxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxxx
-------------------------------
Title: President
------------------------------
GREENWICH CAPITAL FINANCIAL PRODUCTS,
INC.
(Lender)
By: /s/ Xxxxxxx Xxxxxxxxx
---------------------------------
Name: Xxxxxxx Xxxxxxxxx
-------------------------------
Title: Vice President
------------------------------
ACKNOWLEDGED AND AGREED BY:
NEW CENTURY MORTGAGE CORPORATION
By: /s/ Xxxxxxx X. Xxxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxxx
-------------------------------
Title: EVP
------------------------------
NEW CENTURY FINANCIAL CORPORATION
By: /s/ Xxxxxxx X. Xxxxxxxx
---------------------------------
Name: Xxxxxxx X. Xxxxxxxx
-------------------------------
Title: EVP
------------------------------
