SECOND AMENDMENT AGREEMENT TO BANK ACCOUNT AGREEMENT DATED 8 DECEMBER 2005 HOLMES FUNDING LIMITED as Funding and HOLMES TRUSTEES LIMITED as Mortgages Trustee and ABBEY NATIONAL PLC as Cash Manager and Account Bank and JPMORGAN CHASE BANK, N.A., LONDON...
CONFORMED COPY
SECOND AMENDMENT AGREEMENT TO BANK ACCOUNT
AGREEMENT
DATED 8 DECEMBER 2005
XXXXXX FUNDING LIMITED
as Funding
and
XXXXXX TRUSTEES LIMITED
as Mortgages Trustee
and
ABBEY NATIONAL PLC
as Cash Manager and Account Bank
and
JPMORGAN CHASE BANK, N.A., LONDON BRANCH
as Security Trustee
XXXXX & XXXXX LLP | ||
LONDON | ||
CONTENTS
Clause | Page | ||
1. | Definitions and Interpretation | 1 | |
2. | Amendments | 2 | |
3. | Miscellaneous | 4 | |
THIS AGREEMENT is made on 8th December, 2005 | |
BETWEEN: | |
(1) | XXXXXX FUNDING LIMITED (registered number 3982428), a private limited company incorporated under the laws of England and Wales, whose registered office is at Abbey National House, 0 Xxxxxx Xxxxxx, Xxxxxx'x Xxxxx, Xxxxxx XX0 0XX (Funding); |
(2) | XXXXXX TRUSTEES LIMITED (registered number 3982431), a private limited company incorporated under the laws of England and Wales, whose registered office is at Abbey National House, 0 Xxxxxx Xxxxxx, Xxxxxx'x Xxxxx, Xxxxxx XX0 0XX (the Mortgages Trustee); |
(3) | ABBEY NATIONAL PLC (registered number 2294747), a public limited company incorporated under the laws of England and Wales whose registered office is at Abbey National House, 2 Triton Square, Xxxxxx'x Xxxxx, Xxxxxx XX0 0XX, in its capacity as Cash Manager to Funding and the Mortgages Trustee pursuant to the Cash Management Agreement (the Cash Manager) and in its capacity as account bank acting from the branch located at (in the case of the Mortgages Trustee GIC Account, the Funding Transaction Account and the Funding GIC Account) 00 Xxxxxxx Xxxxxx, Xxxxxx X0 0XX (the Account Bank); and |
(4) | JPMORGAN CHASE BANK, N.A., LONDON BRANCH (formerly known as The Chase Manhattan Bank, London Branch) whose principal office is at Xxxxxxx Xxxxx, 0 Xxxxxx Xxxx Xxxxxx, Xxxxxx X0X 0XX (the Security Trustee, which expression shall include such person and all persons for the time being acting as trustee or trustees under the Funding Deed of Charge). |
1
2
2.3 | Clause 8.1(c) is hereby amended by replacing the words "the Banking Act 1987" with the words "FSMA". | |
2.4 | Clause 8.2 of the Bank Account Agreement is hereby amended by deleting the words "the First Issuer Bank Account Agreement,", "the Funding Liquidity Facility Agreement," and "the First Issuer Cash Management Agreement" in the first paragraph of such Clause 8.2. | |
2.5 | Clause 8.2(a) of the Bank Account Agreement is hereby amended by deleting the words, "F-1+ (in the case of Fitch Ratings)", and replacing them with the words, "F1 (in the case of Fitch)". | |
2.6 | Paragraph (i) of the proviso to Clause 8.6 of the Bank Account Agreement is hereby amended by deleting the words, "F-1+ (in the case of Fitch Ratings)", and replacing them with the words, "F1 (in the case of Fitch)". | |
2.7 | Clause 12.1 of the Bank Account Agreement is hereby deleted in its entirety and replaced with the following: | |
"12.1 Any notices to be given pursuant to this Agreement to any of the parties hereto shall be sufficiently served if sent by prepaid first class post, by hand or facsimile transmission and shall be deemed to be given (in the case of facsimile transmission) when despatched, (where delivered by hand) on the day of delivery if delivered before 17.00 hours on a Business Day or on the next Business Day if delivered after that time or on a day which is not a Business Day or (in the case of first class post) when it would be received in the ordinary course of the post and shall be sent: | ||
(a) | in the case of the Cash Manager, to Abbey National plc at Abbey Xxxxxxxx Xxxxx, 0 Xxxxxx Xxxxxx, Xxxxxx’x Xxxxx, Xxxxxx XX0 0XX (facsimile number 020 7756 5627) for the attention of the Company Secretary with a copy to Abbey National plc, c/o Abbey House (AAM 126), 000 Xxxxxxx Xxxx Xxxx, Xxxxxx Xxxxxx XX0 0XX (facsimile number 01908 343 019) for the attention of Securitisation Team, Retail Credit Risk; | |
(b) | in the case of the Mortgages Trustee, to Xxxxxx Trustees Limited c/o Abbey House (AAM 126), 000 Xxxxxxx Xxxx Xxxx, Xxxxxx Xxxxxx XX0 0XX (facsimile number 01908 343 019) for the attention of Securitisation Team, Retail Credit Risk; | |
(c) | in the case of the Seller, to Abbey National plc at Abbey Xxxxxxxx Xxxxx, 0 Xxxxxx Xxxxxx, Xxxxxx’x Xxxxx, Xxxxxx XX0 0XX (facsimile number 020 7756 5627) for the attention of the Company Secretary with a copy to Abbey National plc, c/o Abbey House (AAM 126), 000 Xxxxxxx Xxxx Xxxx, Xxxxxx Xxxxxx XX0 0XX (facsimile number 01908 343 019) for the attention of Securitisation Team, Retail Credit Risk; | |
(d) | in the case of Funding, to Xxxxxx Funding Limited c/o Abbey House (AAM 126), 000 Xxxxxxx Xxxx Xxxx, Xxxxxx Xxxxxx XX0 0XX (facsimile number 01908 343 019) for the attention of Securitisation Team, Retail Credit Risk; | |
(e) | in the case of the Security Trustee, to JPMorgan Chase Bank, N.A., London Branch, Trinity Tower, 9 Xxxxxx Xxxx Xxxxxx, Xxxxxx X0X 0XX for the attention of the Manager, Trust Administration (facsimile number 020 7777 5410); and | |
(f) | in the case of the Account Bank, to Abbey National plc at Abbey Xxxxxxxx Xxxxx, 0 Xxxxxx Xxxxxx, Xxxxxx’x Xxxxx, Xxxxxx XX0 0XX (facsimile number 020 7756 5627) for the attention of the Company Secretary with a copy to Abbey National plc, c/o Abbey House (AAM 126), 000 Xxxxxxx Xxxx Xxxx, Xxxxxx Xxxxxx XX0 0XX (facsimile number 01908 343 019) for the attention of Securitisation Team, Retail Credit Risk; | |
3
or to such other address or facsimile number or for the attention of such other person or entity as may from time to time be notified by any party to the others by written notice in accordance with the provisions of this Clause 12." | |
3. | MISCELLANEOUS |
3.1 | Save as expressly amended by this Agreement, the Bank Account Agreement shall remain in full force and effort. This Agreement shall form part of the Bank Account Agreement and references therein to "this Agreement" shall be read as references to the Bank Account Agreement as amended by this Agreement. |
3.2 | This Agreement may be executed (manually or by facsimile) in any number of counterparts and all such counterparts taken together shall be deemed to constitute one and the same instrument. |
3.3 | This Agreement shall be governed by and construed in accordance with the laws of England. |
3.4 | A person who is not a party to this Agreement may not enforce any of its terms under the Contracts (Rights of Third Parties) Xxx 0000. |
AS WITNESS whereof the parties hereto have executed this Agreement for delivery on the day and year first before written. | |
4
SIGNATORIES
Signed by | ||
R Samson | ) | |
for and on behalf of | ) | /s/ R Xxxxxx |
XXXXXX FUNDING LIMITED | ) | |
as Funding | ) | |
Signed by | ||
R Samson | ) | |
for and on behalf of | ) | /s/ R Xxxxxx |
XXXXXX TRUSTEES LIMITED | ) | |
as Mortgages Trustee | ) | |
Signed by | ||
T.C.R Shepherd | ) | |
for and on behalf of | ) | /s/ T.C.R Xxxxxxxx |
XXXXX NATIONAL PLC | ) | |
as Cash Manager and Account Bank | ) | |
Signed by | ||
Xxxxx X Xxxxxx | ) | |
for and on behalf of | ) | /s/ Xxxxx X Xxxxxx |
JPMORGAN CHASE BANK, N.A., | ) | |
LONDON BRANCH | ) | |
as Security Trustee | ||
5