0001193125-04-096423 Sample Contracts

AMENDED AND RESTATED GUARANTY AND PLEDGE AGREEMENT
Guaranty and Pledge Agreement • June 1st, 2004 • New Century Financial Corp • Mortgage bankers & loan correspondents • New York

THIS AMENDED AND RESTATED GUARANTY AND PLEDGE AGREEMENT, dated as of May 21, 2004, (this “Guaranty”), is made by and among New Century Financial Corporation (“NCFC”) and New Century Mortgage Corporation (“NCMC”; and jointly and severally with NCFC, the “Guarantors”) and Bank of America, N.A. (the “Buyer”, which term shall include any buyer for whom Buyer acts as Agent as defined and provided for in the Master Repurchase Agreement referred to below).

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AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT Dated as of May 13, 2002, amended and restated to and including May 21, 2004
Master Repurchase Agreement • June 1st, 2004 • New Century Financial Corp • Mortgage bankers & loan correspondents • New York

Bank of America, N.A., as buyer (“Buyer”, which term shall include any “Principal” as defined and provided for in Annex I), or as agent pursuant hereto (“Agent”), and

AMENDMENT NO. 1 AND JOINDER
Custodial Agreement • June 1st, 2004 • New Century Financial Corp • Mortgage bankers & loan correspondents • New York

AMENDMENT NO. 1 AND JOINDER, dated as of May 21, 2004 (this “Amendment”), to the Second Amended and Restated Master Loan and Security Agreement, dated as of January 30, 2004 (as amended, supplemented or otherwise modified prior to the date hereof, 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”), by and among NC CAPITAL CORPORATION (“NC Capital”), NEW CENTURY MORTGAGE CORPORATION (“New Century”, together with NC Capital, collectively, the “Existing Borrowers”; the Existing Borrowers together with the Additional Borrower referred to below, collectively, the “Borrowers”, each, a “Borrower”), MORGAN STANLEY BANK (“MSB”) and MORGAN STANLEY MORTGAGE CAPITAL INC. (“MSMCI”) (MSMCI, in its capacity as a lender, together with MSB, collectively, the “Lenders”, and in its capacity as agent for the Lenders, together with any successors and assigns, the “Agent”). Capitalized t

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