GUARANTYGuaranty • December 24th, 2008 • Franklin Credit Management Corp/De/ • Finance services • Ohio
This GUARANTY (this “Guaranty”), dated as of December 19, 2008 (the “Effective Date”), is made by FRANKLIN CREDIT HOLDING CORPORATION, a Delaware corporation (“Holding” or the “Guarantor”), in favor of THE HUNTINGTON NATIONAL BANK, a national banking association (the “Lender”).
SECURITY AGREEMENTSecurity Agreement • December 24th, 2008 • Franklin Credit Management Corp/De/ • Finance services • Ohio
THIS SECURITY AGREEMENT, dated as of December 19, 2008 (this “Agreement”), is entered into by TRIBECA LENDING TRUST SERIES I, a Delaware statutory trust (the “Grantor”), and is in favor of THE HUNTINGTON NATIONAL BANK (“Lender”).
PLEDGE AMENDMENT (Franklin)Franklin Credit Management Corp/De/ • December 24th, 2008 • Finance services
This Pledge Amendment, dated as of December 19, 2008, is delivered pursuant to Section 4.4(a) (Pledged Collateral) of the Security Agreement, dated as of November 15, 2007 (as amended, supplemented, restated or otherwise modified from time to time, the “Security Agreement”) by Franklin Credit Management Corporation (the “Borrower”) and each of the entities listed on the signature pages thereof in favor of The Huntington National Bank (the “Lender”). The undersigned hereby agree that this Pledge Amendment may be attached to the Security Agreement and that the Pledged Collateral listed on this Pledge Amendment shall be and become part of the Collateral referred to in the Security Agreement and shall secure all Secured Obligations of the undersigned. As to Holding only, this Pledge Amendment shall be effective immediately after the filing of the Certificate of Merger. Capitalized terms used herein but not defined herein are used herein with the meanings given them in the Security Agreemen
GUARANTYGuaranty • December 24th, 2008 • Franklin Credit Management Corp/De/ • Finance services • Ohio
This GUARANTY (this “Guaranty”), dated as of December 19, 2008 (the “Effective Date”), is made by TRIBECA LENDING CORP., a New York corporation (“the “Guarantor”), in favor of THE HUNTINGTON NATIONAL BANK, a national banking association (the “Lender”).
PLEDGE AMENDMENT (Franklin Trust Certificate)Pledge Amendment • December 24th, 2008 • Franklin Credit Management Corp/De/ • Finance services
This Pledge Amendment, dated as of December 19, 2008, is delivered pursuant to Section 4.4(a) (Pledged Collateral) of the Security Agreement, dated as of November 15, 2007 (as amended, supplemented, restated or otherwise modified from time to time, the “Security Agreement”) by Franklin Credit Management Corporation (the “Borrower”) and each of the entities listed on the signature pages thereof in favor of The Huntington National Bank (the “Lender”). The undersigned hereby agree that this Pledge Amendment may be attached to the Security Agreement and that the Pledged Collateral listed on this Pledge Amendment shall be and become part of the Collateral referred to in the Security Agreement and shall secure all Secured Obligations of the undersigned. Capitalized terms used herein but not defined herein are used herein with the meanings given them in the Security Agreement.
FIRST AMENDED AND RESTATED TRIBECA FORBEARANCE AGREEMENT AND AMENDMENT TO CREDIT AGREEMENTSTribeca Forbearance Agreement • December 24th, 2008 • Franklin Credit Management Corp/De/ • Finance services • Ohio
THIS FIRST AMENDED AND RESTATED TRIBECA FORBEARANCE AGREEMENT AND AMENDMENT TO CREDIT AGREEMENTS (this “Agreement”) is entered into as of the 19th day of December 2008, (the “Forbearance Effective Date”) by and among THE BORROWERS listed on Schedule 1 hereto (each, a “Borrower” and collectively, the “Borrowers”), including without limitation, TRIBECA LENDING CORP., a New York corporation, in its individual capacity (“Tribeca”), and FRANKLIN CREDIT MANAGEMENT CORPORATION, a Delaware corporation, in its capacity as a Guarantor and as servicer (“FCMC”), FRANKLIN CREDIT HOLDING CORPORATION (“Holding”), a Delaware corporation, in its capacity as a Guarantor, and THE HUNTINGTON NATIONAL BANK (“Huntington” or “Lender”).
ASSIGNMENT AGREEMENT THIS ASSIGNMENT AGREEMENT made as of December 19, 2008 AMONG: Franklin Credit Management Corporation (hereinafter referred to as the “Assignor”) and Franklin Credit Holding Corporation (hereinafter referred to as the “Assignee”)...Assignment Agreement • December 24th, 2008 • Franklin Credit Management Corp/De/ • Finance services • New York
PLEDGE AMENDMENT (Tribeca)Franklin Credit Management Corp/De/ • December 24th, 2008 • Finance services
This Pledge Amendment, dated as of December 19, 2008, is delivered pursuant to Section 4.4(a) (Pledged Collateral) of the Security Agreement, dated as of December 28, 2007 (as amended, supplemented, restated or otherwise modified from time to time, the “Security Agreement”) by Tribeca Lending Corp. (the “Borrower”) and each of the entities listed on the signature pages thereof in favor of The Huntington National Bank (the “Lender”). The undersigned hereby agree that this Pledge Amendment may be attached to the Security Agreement and that the Pledged Collateral listed on this Pledge Amendment shall be and become part of the Collateral referred to in the Security Agreement and shall secure all Secured Obligations of the undersigned. Capitalized terms used herein but not defined herein are used herein with the meanings given them in the Security Agreement.
FRANKLIN CREDIT MANAGEMENT CORPORATION LETTERHEAD] December ___, 2008Franklin Credit Management Corp/De/ • December 24th, 2008 • Finance services
As we’ve discussed, Franklin Credit Management Corporation (“FCMC”) has proposed to engage in a series of transactions in which FCMC will, among other things, adopt a holding company structure (the “Reorganization”). In the Reorganization, FCMC will become a wholly-owned subsidiary of Franklin Credit Holding Corporation (“Franklin Holding”).
FIRST AMENDED AND RESTATED FORBEARANCE AGREEMENT AND AMENDMENT TO CREDIT AGREEMENTSForbearance Agreement • December 24th, 2008 • Franklin Credit Management Corp/De/ • Finance services • Ohio
THIS FIRST AMENDED AND RESTATED FORBEARANCE AGREEMENT AND AMENDMENT TO CREDIT AGREEMENTS (this “Agreement”) is entered into as of the 19th day of December, 2008 (the “Forbearance Effective Date”) by and among THE BORROWERS listed on Schedule 1 hereto (each, a “Borrower” and collectively, the “Borrowers”), FRANKLIN CREDIT MANAGEMENT CORPORATION, a Delaware corporation (“FCMC”), in its capacity as account party for certain Letters of Credit (as defined below), as a Guarantor and as servicer, FRANKLIN CREDIT ASSET CORPORATION, a Delaware corporation (“Franklin Asset”), as a Borrower, FRANKLIN CREDIT HOLDING CORPORATION, a Delaware corporation (“Holding”), as a Guarantor, and THE HUNTINGTON NATIONAL BANK (“Huntington” or “Lender”).
GUARANTYGuaranty • December 24th, 2008 • Franklin Credit Management Corp/De/ • Finance services • Ohio
This GUARANTY (this “Guaranty”), dated as of December 19, 2008 (the “Effective Date”), is made by TRIBECA LENDING TRUST SERIES I, a Delaware statutory trust (the “Guarantor”), in favor of THE HUNTINGTON NATIONAL BANK, a national banking association (the “Lender”).
Joinder Agreement No. 3 (Tribeca)Joinder Agreement • December 24th, 2008 • Franklin Credit Management Corp/De/ • Finance services
This Joinder Agreement No. 3, dated as of December 19, 2008, is delivered pursuant to Section 7.10 (Additional Loan Parties) of the Security Agreement, dated as of December 28, 2007 (as amended, supplemented, restated or otherwise modified from time to time, the “Security Agreement”) by Tribeca Lending Corp. (the “Borrower”) and each of the entities listed on the signature pages thereof in favor of The Huntington National Bank (the “Lender”). Capitalized terms used herein but not defined herein are used with the meanings given them in the Security Agreement.
Joinder Agreement No. 3 (Franklin)Joinder Agreement • December 24th, 2008 • Franklin Credit Management Corp/De/ • Finance services
This Joinder Agreement No. 3, dated as of December 19, 2008, is delivered pursuant to Section 7.10 (Additional Loan Parties) of the Security Agreement, dated as of November 15, 2007 (as amended, supplemented, restated or otherwise modified from time to time, the “Security Agreement”) by Franklin Credit Management Corporation (the “Borrower”) and each of the entities listed on the signature pages thereof in favor of The Huntington National Bank (the “Lender”). Capitalized terms used herein but not defined herein are used with the meanings given them in the Security Agreement.
MASTER TRUST AGREEMENT for the Franklin Credit Trusts among FRANKLIN CREDIT MANAGEMENT CORPORATION as a Depositor and TRIBECA LENDING CORP. as a Depositor and DEUTSCHE BANK NATIONAL TRUST COMPANY, as Certificate Trustee and DEUTSCHE BANK TRUST COMPANY...Master Trust Agreement • December 24th, 2008 • Franklin Credit Management Corp/De/ • Finance services • Delaware
THIS MASTER TRUST AGREEMENT (the “Master Trust Agreement”), dated as of December 15, 2008, among, Franklin Credit Management Corporation (“Franklin”), a Delaware corporation, as a depositor, Tribeca Lending Corp. (“Tribeca”), a New York corporation, as a depositor (each of Franklin and Tribeca, a “Depositor” and collectively the “Depositors”), Deutsche Bank National Trust Company, a national banking association, as Certificate Trustee (not in its individual capacity but solely as Certificate Trustee, in such capacity, the “Certificate Trustee”) and Deutsche Bank Trust Company Delaware, a Delaware banking corporation, as Delaware Trustee (not in its individual capacity but solely as Delaware Trustee, in such capacity, the “Delaware Trustee” and, collectively with the Certificate Trustee, the “Trustees”).
