EXHIBIT 1.2 EXECUTION COPY TRANS-WORLD INSURANCE COMPANY CLASSNOTES, INC. Auction Rate Asset Backed Notes TERMS AGREEMENT Dated: March 17, 1998 To: TRANS-WORLD INSURANCE COMPANY CLASSNOTES, INC. Re: Underwriting Agreement dated March 16, 1998 Issuer:...Terms Agreement • March 27th, 1998 • Classnotes Inc • Asset-backed securities
among CLASSNOTES TRUST 1997-I as Issuer,Sale and Servicing Agreement • January 6th, 1998 • Classnotes Inc • Asset-backed securities • New York
between BANKERS TRUST COMPANY, as Auction Agent and SMITH BARNEY INC., as Broker-Dealer Dated as of March 17, 1998 Relating to CLASSNOTES TRUST 1997-I ASSET BACKED NOTES SERIES 1998-1Broker-Dealer Agreement • March 27th, 1998 • Classnotes Inc • Asset-backed securities • New York
by and amongAuction Agent Agreement • March 27th, 1998 • Classnotes Inc • Asset-backed securities • New York
EXECUTION COPYClassnotes Inc • March 27th, 1998 • Asset-backed securities • Pennsylvania
TO THE INDENTUREClassnotes Inc • April 3rd, 1997 • Asset-backed securities • New York
115,000,000 AUCTION RATE ASSET BACKED NOTES SERIES 1997-2Terms Agreement • January 6th, 1998 • Classnotes Inc • Asset-backed securities • New York
281,000,000 ASSET BACKED NOTES SERIES 1997-1Underwriting Agreement • April 3rd, 1997 • Classnotes Inc • Asset-backed securities • New York
TRUST AGREEMENTTrust Agreement • April 3rd, 1997 • Classnotes Inc • Asset-backed securities • Pennsylvania
among CLASSNOTES TRUST 1997-I as Issuer,Second Supplemental Sale and Servicing Agreement • March 27th, 1998 • Classnotes Inc • Asset-backed securities • New York
410,000,000 AUCTION RATE ASSET BACKED NOTES SERIES 1998-1Terms Agreement • March 27th, 1998 • Classnotes Inc • Asset-backed securities • New York
150,000,00 LIBOR RATE ASSET BACKED NOTES SERIES 1997-2Terms Agreement • January 6th, 1998 • Classnotes Inc • Asset-backed securities • New York
