EXHIBIT 99.39 SERVICING AGREEMENT NINTH AMENDMENT
This NINTH AMENDMENT TO SERVICING AGREEMENT (this "Amendment") is made
and entered into as of the 1ST day of January 2001, by and between RELIANCE
ACCEPTANCE GROUP, INC., a Delaware corporation ("RAG") and AUTOFUND SERVICING,
INC., a Texas corporation ("AFSI"). Capitalized terms not otherwise defined
herein have the meaning set forth in the Servicing Agreement (as defined below).
RECITALS
RAG has heretofore entered into a Servicing Agreement dated as of
January 27,1999 (as the same may be further amended, modified or restated from
time to time, the "Servicing Agreement"), with AFSI.
RAG and AFSI desire to amend the original Servicing Agreement and all
subsequent amendments to reflect changes in the Servicing Fee.
AGREEMENTS
NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained, and for other good, fair and valuable consideration, the
receipt and sufficiency of which is hereby acknowledged, the parties hereto
agree as follows:
35. Schedule 9 attached to the Servicing Agreement is hereby
amended to read in its entirety as set forth in Schedule 9
attached hereto.
36. This Amendment shall be deemed entered into with and shall be
governed by and interpreted in accordance with the laws
(except for the conflict of law principles) of the State of
Texas and the laws of the United States of America.
37. This Amendment may be executed in any number of counterparts
and by different parties hereto on separate counterparts, each
of which when so executed shall be deemed to be an original
and all of which when taken together shall constitute but one
and the same instrument.
38. Except as modified hereby, all of the provisions of the
Servicing Agreement are hereby ratified and confirmed and
shall continue in full force and effect. This Amendment shall
be binding upon, and shall inure to the benefit of, RAG and
AFSI and each of their respective successors and permitted
assigns.
39. To induce RAG to enter into this Amendment, AFSI confirms that
the representations and warranties of AFSI contained in the
Servicing Agreement are true and correct on the date hereof.
(Signatures on following page)
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed by their respective authorized signatories as of the day and year
first above written.
AUTOFUND SERVICING, INC.,
A Texas corporation
By:___________________________________
Name: ________________________________
Title: _______________________________
"AFSI"
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RELIANCE ACCEPTANCE GROUP, INC.,
A Delaware corporation
By: __________________________________
Xxxxx X. Xxxxx, President
"RAG"
SCHEDULE 9
Each month during the term of this Servicing Agreement, RAG shall pay AFSI
fifty-five percent (55%) of the gross proceeds collected on RAG's portfolio with
the remaining forty-five percent (45%) going to Reliance Acceptance Corporation.
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