0000950129-05-008927 Sample Contracts

REVOLVING CREDIT AGREEMENT among FH PARTNERS, L.P. as Borrower and THE FINANCIAL INSTITUTIONS LISTED ON THE SIGNATURE PAGES HEREOF, as Lenders, with BANK OF SCOTLAND, as Lead Arranger and as Agent Dated as of August 26, 2005
Revolving Credit Agreement • September 1st, 2005 • Firstcity Financial Corp • Short-term business credit institutions • New York

Exhibit A — Promissory Note Exhibit B — Form of Asset Pool Acquisition Certificate Exhibit C — Eligible Asset Pool Exhibit D — Net Present Value Exhibit E — Borrowing Base Certificate Exhibit F — Notice of Borrowing Exhibit G — Form of Assignment

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GUARANTY AGREEMENT
Guaranty Agreement • September 1st, 2005 • Firstcity Financial Corp • Short-term business credit institutions • New York

This GUARANTY AGREEMENT (this “Agreement”) made as of August 26, 2005 by each of FIRSTCITY FINANCIAL CORPORATION, a Delaware corporation, FIRSTCITY COMMERCIAL CORPORATION, a Texas corporation, FIRSTCITY EUROPE CORPORATION, a Texas corporation, FIRSTCITY HOLDINGS CORPORATION, a Texas corporation, FIRSTCITY INTERNATIONAL CORPORATION, a Texas corporation, FIRSTCITY MEXICO, INC., a Texas corporation, and FIRSTCITY SERVICING CORPORATION, a Texas corporation (each such entity, and any other Person which becomes a Guarantor pursuant to Section 25 hereof, a “Guarantor”, and collectively, the “Guarantors”), in favor of BANK OF SCOTLAND, a federal branch under applicable United States banking law of a Scottish banking institution, as agent (in such capacity, and including its successors and assigns in such capacity, the “Agent”) for the lenders (the “Lenders”) from time to time party to the Revolving Credit Agreement referred to below.

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