EXHIBIT 10.97
AMENDMENT NUMBER 1 TO SERVICING AGREEMENT
AMENDMENT NUMBER 1 TO SERVICING AGREEMENT (this "Amendment") dated as of
November 29, 2000, among First Investors Auto Receivables Corporation, a
Delaware corporation, as debtor (the "Debtor"), Xxxxx Fargo Bank Minnesota,
National Association, a national banking association, as back-up servicer (the
"Back-up Servicer") and as collateral agent (the "Collateral Agent"), and First
Investors Servicing Corporation (successor in name to Auto Lenders Acceptance
Corporation), a Delaware corporation, as servicer (the "Servicer"), amending
that certain Servicing Agreement among the Debtor, the Back-up Servicer, the
Collateral Agent and the Servicer dated as of March 31, 1999 (the "Servicing
Agreement").
WHEREAS, the parties have agreed to amend the Servicing Agreement in the
respects set forth herein.
NOW THEREFORE, the parties hereby agree as follows:
SECTION 1. DEFINED TERMS. As used in this Amendment, capitalized terms not
otherwise defined herein shall have the meanings assigned to them in the
Servicing Agreement.
SECTION 2. REFERENCES. All references in the Servicing Agreement to "Auto
Lenders Acceptance Corporation" are hereby amended to refer to First Investors
Servicing Corporation, and all references to "Norwest Bank Minnesota, National
Association" are hereby amended to refer to Xxxxx Fargo Bank Minnesota, National
Association.
SECTION 3. AMENDMENT TO SECTION 2.02. (a) Subsection (c) of Section 2.02
of the Servicing Agreement is hereby amended by deleting "and" before (vi) and
adding the following at the end of the second to last sentence of such
subsection:
"(vii) the number of extensions and aggregate outstanding Principal
Balance of extended Receivables at the time of such extensions; (viii) the
number of Financed Vehicles in repossession inventory and the related
aggregate outstanding principal balance thereof at the end of each
calendar month; and (ix) the number and related aggregate outstanding
principal balance of Financed Vehicles liquidated during the related
calendar month.
(b) Subsection (f) of Section 2.02 of the Servicing Agreement is hereby
amended to change the second word thereof from "ten" to "fifteen".
AMENDMENT NUMBER 1 TO SERVICING
AGREEMENT
SECTION 4. AMENDMENT TO SECTION 2.13. The first paragraph of Subsection
(b) of Section 2.13 of the Servicing Agreement is hereby amended to read as
follows:
(b)(i) the original certificate of title, or (ii) if
application has been made for the issuance of the original
certificate of title and such original certificate of title has not
yet been issued at the time of the delivery of the original
counterpart of the retail installment contract or promissory note
and security agreement as provided above, there shall be delivered
copies of all correspondence with the appropriate State title
registration agency, and all enclosures thereto, relating to the
issuance of the original certificate of title for the related
Financed Vehicle, and the original certificate of title shall be
delivered to the Collateral Agent upon receipt thereof (the items in
(a) - (b) are collectively referred to as the "Custodian Files").
SECTION 5. LIMITED SCOPE. This Amendment is specific to the circumstances
described above and does not imply any future amendment of, or waiver of rights
under, the Servicing Agreement.
SECTION 6. GOVERNING LAW. THIS AMENDMENT SHALL BE GOVERNED BY AND
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.
SECTION 7. SEVERABILITY; COUNTERPARTS. This Amendment may be executed in
any number of counterparts and by different parties hereto in separate
counterparts, each of which when so executed shall be deemed to be an original
and all of which when taken together shall constitute one and the same
instrument. Any provisions of this Amendment which are prohibited or
unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective
to the extent of such prohibition or unenforceability without invalidating the
remaining provisions hereof, and any such prohibition or unenforceability in any
jurisdiction shall not invalidate or render unenforceable such provision in any
other jurisdiction.
SECTION 8. RATIFICATION. Except as expressly affected by the provisions
hereof, the Servicing Agreement as amended shall remain in full force and effect
in accordance with its terms and is hereby ratified and confirmed by the parties
hereto. On and after the date hereof, each reference in the Servicing Agreement
to "this Agreement", "hereunder", "herein" or words of like import shall mean
and be a reference to the Servicing Agreement as amended by this Amendment.
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AMENDMENT NUMBER 1 TO SERVICING
AGREEMENT
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Amendment Number 1 as of the date first written above.
First Investors Auto Receivables Corporation,
as Debtor
By: ________________________________
Xxxxxx X. Duck, Vice President
Xxxxx Fargo BankMinnesota, National
Association, as Back-up Servicer
By:___________________________________
Printed Name:_________________________
Title:________________________________
Xxxxx Fargo Bank Minnesota, National
Association, as Collateral Agent
By:___________________________________
Printed Name:_________________________
Title:________________________________
First Investors Servicing Corporation, as
Servicer
By: ________________________________
Xxxxxx X. Duck, Vice President
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AMENDMENT NUMBER 1 TO SERVICING
AGREEMENT
CONSENT OF SURETY BOND PROVIDER:
MBIA Insurance Corporation, in its capacity as Surety Bond Provider under
that certain Security Agreement dated as of October 22, 1996, as amended,
hereby consents to the foregoing Amendment Number 3 to Purchase Agreement.
MBIA Insurance Corporation
By:___________________________________
Printed Name:_________________________
Title:________________________________
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AMENDMENT NUMBER 1 TO SERVICING
AGREEMENT
