0001143996-04-000098 Sample Contracts

AMENDMENT NUMBER ELEVEN to the Warehouse Loan and Security Agreement Dated as of February 10, 2000 as Amended and Restated to and including March 21, 2002 among AAMES CAPITAL CORPORATION AAMES FUNDING CORPORATION and GREENWICH CAPITAL FINANCIAL...
Warehouse Loan and Security Agreement • May 21st, 2004 • Aames Financial Corp/De • Mortgage bankers & loan correspondents • New York

This AMENDMENT NUMBER ELEVEN is made this 24th day of March, 2004, among AAMES CAPITAL CORPORATION, AAMES FUNDING CORPORATION and AAMES INVESTMENT CORPORATION, each having an address at 350 South Grand Avenue, Los Angeles, California 90071 (each, a “Borrower” and collectively, “the Borrowers”) and GREENWICH CAPITAL FINANCIAL PRODUCTS, INC., having an address at 600 Steamboat Road, Greenwich, Connecticut 06830 (the “Lender”), to the Warehouse Loan and Security Agreement, dated as of February 10, 2000 as amended and restated to and including March 21, 2002, by and between the Borrowers and the Lender, as amended (the “Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Agreement.

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AMENDMENT NO. 1 TO THE SECOND AMENDED AND RESTATED MASTER LOAN AND SECURITY AGREEMENT
Master Loan and Security Agreement • May 21st, 2004 • Aames Financial Corp/De • Mortgage bankers & loan correspondents • New York

AMENDMENT NO. 1, dated as of December 24, 2003 (this “Amendment”), to the Second Amended and Restated Master Loan and Security Agreement, dated as of August 29, 2003 (as previously amended, supplemented or otherwise modified, the “Existing Loan Agreement”; as amended hereby and as further amended, restated, supplemented or otherwise modified and in effect from time to time, the “Loan Agreement”), among AAMES CAPITAL CORPORATION (“Aames Capital”), AAMES FUNDING CORPORATION (“Aames Funding”, together with Aames Capital, each a “Borrower”, collectively, the “Borrowers”) and MORGAN STANLEY MORTGAGE CAPITAL INC., formerly known as Morgan Stanley Dean Witter Mortgage Capital Inc. (the “Lender”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Existing Loan Agreement.

SECOND AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT GOVERNING PURCHASES AND SALES OF MORTGAGE LOANS
Master Repurchase Agreement • May 21st, 2004 • Aames Financial Corp/De • Mortgage bankers & loan correspondents • New York

This Amendment, dated as of March 16, 2004 (the “Amendment”), to the Amended and Restated Master Repurchase Agreement Governing Purchases and Sales of Mortgage Loans, dated as of July 30, 2003, as amended by the First Amendment to Amended and Restated Master Repurchase Agreement Governing Purchases and Sales of Mortgage Loans, dated as of November 19, 2003 (together, the “Agreement”), is made by and between LEHMAN BROTHERS BANK, FSB (“Buyer”) and AAMES CAPITAL CORPORATION (“Seller” and, together with the Buyer, the “Parties”).

AMENDMENT NO. 1 TO CORPORATE GUARANTY
Corporate Guaranty • May 21st, 2004 • Aames Financial Corp/De • Mortgage bankers & loan correspondents

This Amendment No. 1 to Corporate Guaranty (the “Amendment”) is made and entered into as of December 1, 2003 by Aames Financial Corporation (the “Guarantor”). This Amendment amends that certain Corporate Guaranty dated as of July 1, 2003 (the “Guaranty”) by Guarantor for the benefit of Countrywide Warehouse Lending (“Lender”).

AMENDMENT NUMBER ONE to the GUARANTY dated as of June 30, 2003, made by AAMES FINANCIAL CORPORATION in favor of GREENWICH CAPITAL FINANCIAL PRODUCTS, INC., as party to the Loan and Security Agreement, dated as of May 29, 2003, between AAMES CAPITAL...
Guaranty • May 21st, 2004 • Aames Financial Corp/De • Mortgage bankers & loan correspondents • New York

This AMENDMENT NUMBER ONE is made this 15th day of November, 2002, by AAMES FINANCIAL CORPORATION, having an address at 350 South Grand Avenue, Los Angeles, California 90071 (the “Guarantor”), to the GUARANTY, dated as of June 30, 2003 (the “Guaranty”) in favor of GREENWICH CAPITAL FINANCIAL PRODUCTS, INC., having an address at 600 Steamboat Road, Greenwich, Connecticut 06830 (the “Lender”), as party to the LOAN AND SECURITY AGREEMENT, dated as of May 29, 2003, between AAMES CAPITAL CORPORATION (the “Borrower”) and LENDER.

TO THE SECOND AMENDED AND RESTATED MASTER LOAN AND SECURITY AGREEMENT
Master Loan and Security Agreement • May 21st, 2004 • Aames Financial Corp/De • Mortgage bankers & loan correspondents • New York

AMENDMENT NO. 2, dated as of January 22, 2004 (this “Amendment”), to the Second Amended and Restated Master Loan and Security Agreement, dated as of August 29, 2003 (as previously amended, supplemented or otherwise modified, the “Existing Loan Agreement”; as amended hereby and as further amended, restated, supplemented or otherwise modified and in effect from time to time, the “Loan Agreement”), among AAMES CAPITAL CORPORATION (“Aames Capital”), AAMES FUNDING CORPORATION (“Aames Funding”, together with Aames Capital, each a “Borrower”, collectively, the “Borrowers”) and MORGAN STANLEY MORTGAGE CAPITAL INC., formerly known as Morgan Stanley Dean Witter Mortgage Capital Inc. (the “Lender”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Existing Loan Agreement.

AMENDMENT NUMBER TEN to the Warehouse Loan and Security Agreement Dated as of February 10, 2000 as Amended and Restated to and including March 21, 2002 among AAMES CAPITAL CORPORATION AAMES FUNDING CORPORATION and GREENWICH CAPITAL FINANCIAL PRODUCTS,...
Warehouse Loan and Security Agreement • May 21st, 2004 • Aames Financial Corp/De • Mortgage bankers & loan correspondents • New York

This AMENDMENT NUMBER TEN is made this 4th day of March, 2004, among AAMES CAPITAL CORPORATION and AAMES FUNDING CORPORATION, each having an address at 350 South Grand Avenue, Los Angeles, California 90071 (each, a “Borrower” and collectively, “the Borrowers”) and GREENWICH CAPITAL FINANCIAL PRODUCTS, INC., having an address at 600 Steamboat Road, Greenwich, Connecticut 06830 (the “Lender”), to the Warehouse Loan and Security Agreement, dated as of February 10, 2000 as amended and restated to and including March 21, 2002, by and between the Borrowers and the Lender, as amended (the “Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Agreement.

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