0001193125-04-109913 Sample Contracts

AMENDMENT OF AGREEMENT AND ASSIGNMENT OF REGISTRATION RIGHTS
Amendment of Agreement and Assignment of Registration Rights • June 28th, 2004 • United Pan Am Financial Corp • Mortgage bankers & loan correspondents • California

This Amendment of Agreement and Assignment of Registration Rights (this “Amendment”) is entered into and effective as of March 9, 2004 by and between United PanAm Financial Corp., a California corporation (the “Company”), BVG West Corp., a California corporation (the “General Partner”), Pan American Financial, L.P., a Delaware limited partnership (the “Partnership”), and Guillermo Bron, as trustee (the “Trustee”) of the PAFLP Liquidating Trust, a trust created under Delaware law (the “Liquidating Trust”), with respect to the facts and circumstances recited below.

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • June 28th, 2004 • United Pan Am Financial Corp • Mortgage bankers & loan correspondents • California

This Registration Rights Agreement (this “Agreement”) is entered into and effective as of November 11, 2003 by and between United PanAm Financial Corp., a California corporation (the “Company”), and Guillermo Bron, as trustee (the “Trustee”) of the PAFLP Liquidating Trust, a trust created under Delaware law (the “Liquidating Trust”), with respect to the facts and circumstances recited below.

AGREEMENT AND PLAN OF MERGER BY AND AMONG UNITED PAN AM FINANCIAL CORP., BVG WEST CORP. AND THE OTHER PARTIES SIGNATORY HERETO NOVEMBER 11, 2003
Merger Agreement • June 28th, 2004 • United Pan Am Financial Corp • Mortgage bankers & loan correspondents • California
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