ASSIGNMENT AND ASSUMPTION AGREEMENT RELATING TO PERFORMANCE GUARANTY (Apple Ridge)Assignment and Assumption • February 3rd, 2005 • Cendant Corp • Real estate agents & managers (for others)
This Assignment and Assumption Agreement (this “Assignment”) is entered into with respect to that Performance Guaranty (the “Guaranty”) dated as of April 25, 2000, given by PHH Corporation, a Maryland corporation (“PHH”), in favor of Cendant Mobility Financial Corporation, a Delaware corporation (“CMF”) and Apple Ridge Funding LLC, a Delaware limited liability company, as Issuer (the “Issuer”) under the Master Indenture dated as of April 25, 2000 (as amended, restated, supplemented or otherwise modified from time to time, the “Indenture”) between the Issuer, JPMorgan Chase Bank, National Association, a national banking association (formerly Bank One, National Association), as indenture trustee under the Indenture (the “Indenture Trustee”) and The Bank of New York, as paying agent, authentication agent and transfer agent and registrar.
PURCHASE AGREEMENT Dated as of April 25, 2000 by and between CENDANT MOBILITY SERVICES CORPORATION as Originator and CENDANT MOBILITY FINANCIAL CORPORATION as BuyerPurchase Agreement • February 3rd, 2005 • Cendant Corp • Real estate agents & managers (for others) • New York
THIS PURCHASE AGREEMENT (this “Agreement”) dated as of April 25, 2000 made by and between CENDANT MOBILITY SERVICES CORPORATION, a Delaware corporation, as originator (the “Originator”) and Cendant Mobility Financial Corporation, a Delaware corporation, as buyer (the “Buyer”).
RECEIVABLES PURCHASE AGREEMENT Dated as of April 25, 2000 by and between CENDANT MOBILITY FINANCIAL CORPORATION as originator and seller, and APPLE RIDGE SERVICES CORPORATION as buyerReceivables Purchase Agreement • February 3rd, 2005 • Cendant Corp • Real estate agents & managers (for others) • New York
THIS RECEIVABLES PURCHASE AGREEMENT (this “Agreement”) dated as of April 25, 2000 made by and between CENDANT MOBILITY FINANCIAL CORPORATION, a Delaware corporation, as originator and seller (the “Seller”) and APPLE RIDGE SERVICES CORPORATION, a Delaware Corporation, as buyer (“ARSC”).
TRANSFER AND SERVICING AGREEMENT Dated as of April 25, 2000 by and between APPLE RIDGE SERVICES CORPORATION as transferor, CENDANT MOBILITY SERVICES CORPORATION as originator and servicer, CENDANT MOBILITY FINANCIAL CORPORATION as originator, APPLE...Transfer and Servicing Agreement • February 3rd, 2005 • Cendant Corp • Real estate agents & managers (for others) • New York
THIS TRANSFER AND SERVICING AGREEMENT (this “Agreement”) dated as of April 25, 2000 is made by and between APPLE RIDGE SERVICES CORPORATION, a Delaware corporation, as transferor, CENDANT MOBILITY SERVICES CORPORATION, a Delaware corporation, as originator and servicer (“CMSC” or the “Servicer”), CENDANT MOBILITY FINANCIAL CORPORATION, a Delaware corporation, as originator (“CMF”), APPLE RIDGE FUNDING LLC, a Delaware limited liability company (the “Issuer”), as transferee, and BANK ONE, NATIONAL ASSOCIATION, as Indenture Trustee.
PERFORMANCE GUARANTYPerformance Guaranty • February 3rd, 2005 • Cendant Corp • Real estate agents & managers (for others) • New York
This Performance Guaranty (this “Guaranty”), dated as of April 25, 2000, is executed by PHH Corporation, a Maryland corporation (the “Performance Guarantor”) in favor of Cendant Mobility Financial Corporation, a Delaware corporation (“CMF”), and Apple Ridge Funding LLC, a Delaware limited liability company, as Issuer (the “Issuer”) under the Master Indenture dated as of April 25, 2000 (as amended, restated, supplemented or otherwise modified from time to time, the “Indenture”) between the Issuer, Bank One, N.A., a national banking association, as indenture trustee and The Bank of New York, as paying agent. Unless otherwise defined herein, all capitalized terms used herein shall have the respective meanings ascribed to them in the Indenture or that certain Purchase Agreement dated as of April 25, 2000 (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”) between CMF and Cendant Mobility Services Corporation, a Delaware corporation (“CMSC”
TERM LOAN AGREEMENT Dated as of January 31, 2005 among CENDANT CORPORATION, as Borrower THE LENDERS REFERRED TO HEREIN, JPMORGAN CHASE BANK, N.A., as Administrative Agent, and CITICORP NORTH AMERICA, INC. as Syndication Agent J.P. MORGAN SECURITIES...Term Loan Agreement • February 3rd, 2005 • Cendant Corp • Real estate agents & managers (for others) • London
TERM LOAN AGREEMENT (the “Agreement”) dated as of January 31, 2005, among CENDANT CORPORATION, a Delaware corporation (the “Borrower”), the lenders referred to herein (the “Lenders”), CITICORP NORTH AMERICA, INC., as syndication agent (the “Syndication Agent”), and JPMORGAN CHASE BANK, N.A., as administrative agent (the “Administrative Agent”; together with the Syndication Agent, the “Agents”) for the Lenders.
OMNIBUS AMENDMENT, AGREEMENT AND CONSENT (Apple Ridge)Agreement and Consent • February 3rd, 2005 • Cendant Corp • Real estate agents & managers (for others) • New York
THIS OMNIBUS Amendment, Agreement and Consent (this “Agreement”) is entered into this 20th day of December 2004 for the purpose of recognizing and agreeing to the assignment by PHH Corporation (“PHH”) of its rights and obligations under the Performance Guaranty described herein to Cendant Corporation (“Cendant”) and Cendant’s assumption of such rights and obligations and for the purpose of making amendments to the documents described in this Agreement related to such assignment.
SECOND OMNIBUS AMENDMENT, AGREEMENT AND CONSENT (Apple Ridge)Transfer and Servicing Agreement • February 3rd, 2005 • Cendant Corp • Real estate agents & managers (for others) • New York
THIS SECOND OMNIBUS Amendment, Agreement and Consent (this “Agreement”) is entered into this 31st day of January 2005 for the purpose of issuing a series of Secured Variable Funding Notes, Series 2005-1, and for the purpose of making amendments to the documents described in this Agreement related to such issuance.
