TENTH AMENDMENT TO
WAREHOUSING CREDIT AND SECURITY AGREEMENT
THIS TENTH AMENDMENT TO WAREHOUSING CREDIT AND SECURITY AGREEMENT
(this
"Amendment") is entered into as of this 15th day of April, 1998 by and
between
MONUMENT MORTGAGE, INC., a California corporation (the "Company")
and
RESIDENTIAL FUNDING CORPORATION, a Delaware corporation (the "Lender").
WHEREAS, the Company and the Lender have entered into a single
family
revolving warehouse facility with a present Warehousing Commitment Amount
of Ten
Million Dollars ($10,000,000), temporarily increased to Fifty-Five
Million
Dollars ($55,000,000), to finance the origination and acquisition of
Mortgage
Loans as evidenced by a Second Amended and Restated Warehousing Promissory
Note
in the principal sum of Fifty-Five Million Dollars ($55,000,000), dated
February
23, 1998, (the "Warehousing Promissory Note"), and by a Warehousing
Credit and
Security Agreement dated March 22, 1995, as the same may have been
amended or
supplemented (the "Warehousing Agreement");
WHEREAS, the Company and the Lender have entered into a term loan
facility,
as evidenced by a Term Loan Promissory Note in the principal amount
of One
Million Dollars ($1,000,000), dated as of March 22, 1995 (the "Term Loan
Note"),
and the Warehousing Agreement;
WHEREAS, the Company and the Lender have also entered into a
working
capital facility with a present Working Capital Commitment Amount of One
Million
Dollars ($1,000,000), as evidenced by a First Amended and Restated
Working
Capital Promissory Note in the principal sum of One Million
Dollars
($1,000,000), dated as of February 29, 1996 (the "Working Capital Note"),
and
the Warehousing Agreement; and
WHEREAS, the Company has requested the Lender to amend the
Agreement to
allow for a special servicing acquisition facility, and the Lender has
agreed to
such amendment of the Agreement subject to the terms and conditions of
this
Amendment;
NOW, THEREFORE, for and in consideration of the foregoing and of the
mutual
covenants, agreements and conditions hereinafter set forth and for other
good
and valuable consideration, the receipt and sufficiency of which are
hereby
acknowledged, the parties hereto hereby agree as follows:
1. All capitalized terms used herein and not otherwise defined shall
have
their respective meanings set forth in the Agreement.
2. The effective date ("Effective Date") of this Amendment shall be
April
22, 1998.
3. Section 1.1 of the Agreement shall be amended by adding the
following
definitions in the appropriate alphabetical order:
"Acquisition Cost" means, with respect to any
Special
Servicing Contract on any date of determination, the percentage
of the
outstanding principal balance of the Mortgage Loans serviced
thereunder
used in calculating the purchase price in the Special
Servicing
Acquisition in which such Special Servicing Contract was
purchased
multiplied by the outstanding principal balance of such Mortgage
Loans
as of the date of determination.
"Check Disbursement Account" means a demand deposit
account
maintained at the Funding Bank in the name of the Company and
under the
control of the Lender for the clearing of checks written by the
Company
to fund Advances.
"Servicing Acquisition Advance" means a disbursement
by the
Lender under the Servicing Acquisition Commitment pursuant to
Article 2
of this Agreement.
"Servicing Acquisition Advance Request" has the meaning
set
forth in Section 2.15(a) hereof.
"Servicing Acquisition Collateral Value" means, as of the
date
of determination, with respect to all of the Special
Servicing
Contracts included in the Servicing Collateral or the Special
Servicing
Contracts being acquired in any Special Servicing
Acquisition, as
applicable, the lesser of (a) fifty percent (50%) of the
Acquisition
Cost of such Special Servicing Contracts or (b) one percent (1%)
of the
outstanding principal balance of the Mortgage Loans serviced
pursuant
to such Special Servicing Contracts; provided, that for
purposes of
calculating the Servicing Acquisition Collateral Value, the
following
Mortgage Loans shall be excluded: (i) Mortgage Loans
excluded in
calculating the Adjusted Servicing Portfolio, (ii) Mortgage
Loans in
respect of which the Company has commenced foreclosure
proceedings, and
(iii) Mortgage Loans in respect of which any obligor is the
subject of
a bankruptcy proceeding.
"Servicing Acquisition Commitment" has the meaning set
forth
in Section 2.14 hereof.
"Servicing Acquisition Commitment Amount" means an amount
up
to One Million Eight Hundred Seventy Thousand Dollars
($1,870,000).
"Servicing Acquisition Commitment Fee" means a fee
payable by
the Company in consideration of the Lenders issuance of the
Servicing
Acquisition Commitment and making of the Servicing
Acquisition
Advances. The amount of the Servicing Acquisition Commitment
Fee, if
any, is set forth in Section 2.17 hereof.
"Servicing Acquisition Maturity Date" means the
earlier of:
(a) the close of business on August 31, 1998, and (b) the
date the
Servicing Acquisition Advances become due and payable
pursuant to
Section 8.2 below.
"Servicing Acquisition Promissory Note" means the
promissory
note evidencing the Company's Obligations with respect to
Servicing
Acquisition Advances in the form of Exhibit A-5 attached hereto.
"Servicing Acquisition Rate" means a floating rate of
interest
equal to five-eighths percent (5/8%) per annum over the Base
Rate. The
Servicing Acquisition Rate shall be adjusted on and as of the
effective
date of each weekly change in the Base Rate. The Lender's
determination
of the Servicing Acquisition Rate as of any date of determination
shall
be conclusive and binding, absent manifest error.
"Special Servicing Acquisition" means a transaction in
which
the Company acquires Special Servicing Contracts in bulk from
one or
more Persons.
"Special Servicing Contracts" means FNMA and FHLMC
Servicing
Contracts covering Single Family Mortgage Loans with a balloon
feature
acquired in a Special Servicing Acquisition.
"Special Servicing Purchase Agreement" means any
agreement
pursuant to which the Company makes any Special Servicing
Acquisition.
"Wire Disbursement Account" means a demand deposit
account
maintained at the Funding Bank in the name of the Lender
for the
clearing of wire transfers requested by the Company to fund
Advances.
4. Section 1.1 of the Agreement is amended to delete the
definitions of
"Advance," "Operating Account," "Term Loan Collateral Value" and
"Working
Capital Collateral Value" in their entirety, replacing them with the
following
definitions:
"Advance" means a disbursement by the Lender under
the
Commitment pursuant to Article 2 of this Agreement, including,
without
limitation, Ordinary Warehousing Advances, Wet Settlement
Advances,
Home Equity Advances, Nonconforming Advances, Second Mortgage
Advances,
Repurchase Advances, Term Loan Advances, Service Acquisition
Advances,
Working Capital Advances, and readvances of funds previously
advanced
to the Company and repaid to the Lender.
"Operating Account" means a demand deposit account
maintained
at the Funding Bank in the name of the Company and designated
for
funding that portion of each Mortgage Loan not funded by an
Advance
made against such Mortgage Loan and for returning any excess
payment
from an Investor for a Pledged Mortgage or Pledged Security.
"Term Loan Collateral Value" means as of the
date of
determination, the lesser of: (a) seventy percent (70%) of the
most
recent Appraised Value of the FNMA Servicing Contracts that
are not
Special Servicing Contracts included in the Servicing
Collateral, or
(b) one percent (1%) of the outstanding principal balance
of the
Mortgage Loans serviced pursuant to FNMA Servicing Contracts
that are
not Special Servicing Contracts included in the Servicing
Collateral;
Provided, that for purposes of calculating the Term Loan
Collateral
Value, the following Mortgage Loans shall be excluded: (i)
Mortgage
Loans excluded in calculating the Adjusted Servicing Portfolio,
(ii)
Mortgage Loans in respect of which the Company has
commenced
foreclosure proceedings, and (iii) Mortgage Loans in respect of
which
any obligor is the subject of a bankruptcy proceeding.
"Working Capital Collateral Value" means as of the
date of
determination, the lesser of: (a) seventy percent (70%) of the
most
recent Appraised Value of the FHLMC Servicing Contracts that
are not
Special Servicing Contracts included in the Servicing
Collateral, or
(b) one percent (1%) of the outstanding principal balance
of the
Mortgage Loans serviced pursuant to FHLMC Servicing Contracts
that are
not Special Servicing Contracts included in the Servicing
Collateral;
provided, that for purposes of calculating the Working
Capital
Collateral Value, the following Mortgage Loans shall be excluded:
(i)
Mortgage Loans excluded in calculating the Adjusted
Servicing
Portfolio, (ii) Mortgage Loans in respect of which the Company
has
commenced foreclosure proceedings, and (iii) Mortgage Loans in
respect
of which any obliger is the subject of a bankruptcy proceeding.
5. Section 2.2(d) of the Agreement is deleted in its entirety
and the
following is substituted in lieu thereof:
2.2(d) The Company shall hold in trust for the Lender,
and the
Company shall deliver to the Lender promptly upon request, or
if the
recorded Collateral Documents have not yet been returned
from the
recording office, immediately upon receipt by the Company of
such
recorded Collateral Documents, and the Pledged Mortgage is not
being
held by an Investor for purchase or has not been redeemed from
pledge,
the following: (1) the originals of the Collateral Documents for
which
copies are required to be delivered to the Lender pursuant to
Exhibit
D-SF or Exhibit D-REP, (2) the original lender's ALTA Policy of
Title
Insurance or an equivalent thereto, and (3) any other
documents
relating to a Pledged Mortgage which the Lender may request,
including,
without limitation, documentation evidencing the FHA
Commitment to
Insure or the VA Guaranty of any Pledged Mortgage which is
either FHA
insured or VA guaranteed, the appraisal, Private Mortgage
Insurance
Certificate, if applicable, the Regulation Z Statement,
certificates of
casualty or hazard insurance, credit information on the maker of
each
such Mortgage Note, a copy of a HUD-1 or corresponding purchase
advice
and other documents of all kinds which are customarily
desired for
inspection or transfer incidental to the purchase of any Mortgage
Note
by an Investor and any additional documents which are
customarily
executed by the seller of a Mortgage Note to an Investor.
6. Section 2.6(c) of the Agreement is deleted in its entirety
and the
following is substituted in lieu thereof:
2.6(c) To make a Working Capital Advance, the Lender
shall
cause the Funding Bank to credit the Company's Operating Account
with
the Funding Bank upon compliance by the Company with the terms of
this
Agreement.
7. Section 2.7 of the Agreement is deleted in its entirety and
the
following is substituted in lieu thereof:
2.7 Notes. The Company's Obligations in respect of
Ordinary
Warehousing Advances, Nonconforming Advances, Home Equity
Advances,
Second Mortgage Advances and Repurchase Advances shall be
evidenced by
a Warehousing Promissory Note of the Company substantially in the
form
of Exhibit A-1 attached to the Ninth Amendment to this Agreement.
The
Company's Obligations in respect of Working Capital Advances
shall be
evidenced by a Working Capital Promissory Note of the
Company
substantially in the form of Exhibit A-3 attached to the
Third
Amendment to this Agreement. The Company's Obligations in
respect of
Term Loan Advances shall be evidenced by a Term Loan Promissory
Note of
the Company substantially in the form of Exhibit A-4 attached
to the
Agreement. The Company's Obligations in respect of
Servicing
Acquisition Advances shall be evidenced by a Servicing
Acquisition
Promissory Note of the Company substantially in the form of
Exhibit A-5
attached to the Tenth Amendment to this Agreement. The
Warehousing
Promissory Note, the Working Capital Promissory Note, the Term
Loan
Promissory Note and the Servicing Acquisition Promissory
Note are
collectively referred to as the "Notes". The terms
"Warehousing
Promissory Note," "Working Capital Promissory Note," "Term
Loan
Promissory Note," "Servicing Acquisition Note," "Note" or "Notes"
shall
include all extensions, renewals and modifications of the Notes
and all
substitutions therefor. All terms and provisions of the
Notes are
hereby incorporated herein.
8. Sections 2.8(e), (f), (g) and (h) of the Agreement are
renumbered as
Sections 2.8(f), (g), (h) and (i) and the following is added as Section
2.8(e):
2.8(e) Prior to the occurrence of an Event of Default,
the
unpaid amount of each Servicing Acquisition Advance shall
bear
interest, from the date of such Advance, until paid in full,
at the
Servicing Acquisition Rate.
9. Section 2.8(i) of the Agreement shall be deleted in its entirety
and the
following shall be substituted in lieu thereof:
2.8(i) Upon Notice to the Company, after the occurrence
and
during the continuation of an Event of Default, the unpaid
amount of
each Advance shall bear interest until paid in full at a per annum
rate
of interest (the "Default Rate") equal to four percent (4%) in
excess
of the rate of interest otherwise applicable to such Advance
pursuant
to any other subsection of this Section 2.8 or, if no
rate is
applicable, the highest rate then applicable to any
outstanding
Advances.
10. Sections 2.s(d), (e), (I), (g), (h), (i), (j), (k) and (1)
of the
Agreement are renumbered as Sections 2.9(e), (f), (g), (h), (i), (j),
(k), (1)
and (m) and the following is added as Section 2.9(d):
2.9(d) The outstanding principal amount of all
Servicing
Acquisition Advances shall be payable in full on the
Servicing
Acquisition Maturity Date.
11. Section 2.9(h) of the Agreement is deleted in its entirety
and the
following is substituted in lieu thereof:
2.9(h) Upon Notice to the Company by the Lender, the
Company
shall pay to the Lender, and the Company authorizes the Lender to
cause
the Funding Bank to charge the Company's Operating Account
for, the
amount of any outstanding Advance against a specific Pledged
Mortgage
upon the earliest occurrence of any of the following events:
12. Sections 2.9(j) and 2.9(j)(1) of the Agreement are deleted in
their
entirety and the following are substituted in lieu thereof:
2.9(j) In addition to the payments required
pursuant to
Sections 2.9(g) and 2.9(h), the Company shall be obligated to
pay to
the Lender, without the necessity of prior demand or notice
from the
Lender, and the Company authorizes the Lender to cause the Funding
Bank
to charge the Company's Operating Account for, the following
amounts in
respect of outstanding Advances in the following circumstances:
(1) If at any time (1) the aggregate
outstanding
principal balance of all Term Loan Advances is greater
than
the Term Loan Collateral Value plus the Excess Working
Capital
Value, (2) the aggregate outstanding principal balance
of all
Working Capital Advances is greater than the Working
Capital
Collateral Value, or (3) the aggregate outstanding
principal
balance of all Servicing Acquisition Advances is greater
than
the Servicing Acquisition Collateral Value, the Company
shall
prepay the outstanding Term Loan Advances, the
outstanding
Working Capital Advances or the outstanding
Servicing
Acquisition Advances, as required to eliminate such
excess.
13. Section 2.9(m) of the Agreement is deleted in its entirety
and the
following is substituted in lieu thereof: 2.9(m) The Company shall give
Notice
to the Lender (telephonically, to be followed by written notice) of the
Pledged
Mortgages or Pledged Securities for which proceeds have been received.
Upon
receipt of such Notice the Advances against such Pledged Mortgages or
Pledged
Securities shall be repaid and such Pledged Mortgages or Pledged
Securities
shall be considered to have been redeemed from pledge. The Lender is
entitled to
rely upon the Company's affirmation that deposits in the Cash Collateral
Account
represent payment from Investors for the purchase of Pledged
Mortgages or
Pledged Securities as specified by the Company. In the event that the
payment
from an Investor for the purchase of Pledged Mortgages or Pledged
Securities is
less than the outstanding Advances against such Pledged Mortgages
or the
Mortgage Loans backing Pledged Securities, the Lender is authorized to
cause the
Funding Bank to charge the Company's Operating Account for an amount
equal to
such deficiency. Provided no Default or Event of Default exists, the
Lender
shall return any excess payment from an Investor for Pledged
Mortgages or
Pledged Securities to the Company.
14. Section 2.10 of the Agreement is deleted in its entirety
and the
following is substituted in lieu thereof:
2.10 Expiration of Commitments. Unless extended or
terminated
earlier as permitted hereunder, the Warehousing Commitment shall
expire
of its own term, and without the necessity of action by the
Lender, at
the close of business on the Warehousing Maturity Date, the Term
Loan
Commitment shall expire of its own term, and without the
necessity of
action by the Lender, at the close of business on the Term
Loan
Commitment Termination Date, the Working Capital Commitment
shall
expire of its own term, and without the necessity of action
by the
Lender, at the close of business on the Working Capital Maturity
Date,
and the Servicing Acquisition Commitment shall expire of its own
term,
and without the necessity of action by the Lender, at the
close of
business on the Servicing Acquisition Maturity Date.
15. Article 2 of the Agreement is amended by renumbering Sections
2.16,
2.17 and 2.18 as Sections 2.19, 2,20 and 2.21 and adding the following
Sections
2.16, 2.17 and 2.18 immediately after Section 2.15:
2.16 Servicing Acquisition Loan Commitment.
2.16(a) Subject to the terms and conditions of this
Agreement
and provided no Default or Event of Default has occurred
and is
continuing, the Lender agrees, from time to time during the period
from
April 15, 1998, to and including the Servicing Acquisition
Maturity
Date to make Servicing Acquisition Advances to the Company,
provided
the aggregate principal amount of all such Servicing
Acquisition
Advances shall not exceed the Servicing Acquisition Commitment
Amount.
The obligation of the Lender to make Servicing Acquisition
Advances
hereunder up to such limit is hereinafter referred to as the
"Servicing
Acquisition Loan Commitment." All Servicing Acquisition Advances
under
this Agreement shall constitute a single indebtedness, and
the
Collateral shall be security for the Servicing Acquisition
Promissory
Note and for the payment and performance of all other Obligations.
2.16(b) Servicing Acquisition Advances shall be used
by the
Company solely for the purposes of financing Special
Servicing
Acquisitions. Servicing Acquisition Advances shall be made
at the
request of the Company, in the manner hereinafter provided in
Section
2.17 hereof.
2.16(c) No Servicing Acquisition Advance shall
exceed the
lesser of Servicing Acquisition Collateral Value of the
Special
Servicing Contracts being acquired in such Special
Servicing
Acquisition.
2.17 Procedures for Obtaining Servicing Acquisition Advances.
2.17(a) The Company may obtain a Servicing Acquisition
Advance
hereunder, subject to the satisfaction of the conditions set
forth in
Section 4.2 hereof, upon compliance with the procedures set
forth in
this Section. Requests for Servicing Acquisition Advances
shall be
initiated by the Company delivering to the Lender, no later than
five
(5) Business Days prior to the Business Day on which the
Company
desires to borrow a Servicing Acquisition Advance
hereunder, a
completed and signed request for a Servicing Acquisition
Advance (a
"Servicing Acquisition Advance Request") on the then-current
form
approved by Lender. The current form in use by Lender is Exhibit
C-SA
attached hereto and made a part hereof. The Lender shall
have the
right, on not less than three (3) Business Days' prior Notice
to the
Company, to modify such Exhibit to conform to current
legal
requirements or Lender practices and, as so modified, said
Exhibit
shall be deemed a part hereof.
2.17(b) The Company shall deliver the following to the
Lender
five (5) Business Days prior to the date of each Servicing
Acquisition
Advance:
(1) Such information with respect to
Servicing
Contracts being acquired in the Servicing Acquisition
to be
financed and the Mortgage Loans serviced pursuant
thereto as
the Lender may reasonably request;
(2) A certificate of the president or chief
financial
officer of the Company, certifying that all
representations
and warranties set forth in Section 5 hereof,
including,
without limitation, Section 5.4 hereof, are true and
correct
as though made on and as of the date of each
Servicing
Acquisition Advance; and
(3) A search of the Uniform Commercial Code
financing
statements in the appropriate public records for the
seller in
such Special Servicing Acquisition which shall not
have
disclosed the existence of any Lien on the Special
Servicing
Contracts being acquired.
(4) A letter of direction from the Company
directing
the Lender to disburse the proceed" of such
Servicing
Acquisition Advance directly to the seller(s) in the
Special
Servicing Acquisition to be financed and evidence
satisfactory
to the Lender that such Servicing Acquisition
Advance,
together with any other funds disbursed with such
Advance to
such seller(s), will be sufficient to effect the
transfer to
the Company of the Special Servicing Contracts to be
acquired
in such Special Servicing Acquisition, free and clear
of all
Liens (other than the Lender's security interest).
(5) Such further documents, instruments,
opinions,
certificates and evidence as the Lender may request.
2.17(c) Before funding the Servicing Acquisition
Advance, the
Lender shall have five (5) Business Days to examine the
documents
delivered to it hereunder in connection with the sale of the
Servicing
Collateral, and may reject such of them as are not
satisfactory to
Lender in its sole discretion.
2.17(d) To make a Servicing Acquisition Advance, the
Lender
shall disburse the amount thereof in accordance with the
letter of
direction delivered pursuant to Section 2.17(b)(4) upon
compliance by
the Company with the terms of this Agreement.
2.18 Servicing Acquisition Commitment Fees. The Company
agrees
to pay to the Lender a Servicing Acquisition Commitment Fee
in an
amount equal to one-fifth percent (0.20~) per annum of the
Servicing
Acquisition Commitment Amount. On the Effective Date of the
Tenth
Amendment hereto, the Company shall pay the prorated portion
of the
quarterly Servicing Acquisition Commitment Fee due from such
Effective
Date to June 30, 1998. Thereafter, the Servicing Acquisition
Commitment
Fee shall be payable quarterly in advance, beginning on July 1,
1998,
and on the first day of each Calendar Quarter thereafter. The
Company
shall not be entitled to a reduction in the amount of the
Servicing
Acquisition Commitment Fee in the event the Servicing
Acquisition
Commitment Amount is reduced or in the event that the
Servicing
Acquisition Commitment is terminated at the request of the
Company or
the Servicing Acquisition Advances are prepaid by the Company or
become
due and payable pursuant to Section 8.2 below. If the
Servicing
Acquisition Commitment terminates at the request of the Company
or the
Servicing Acquisition Advances are prepaid by the Company or
become due
and payable pursuant to Section 8.2 below, the unpaid balance
of the
Servicing Acquisition Commitment Fee shall be due and payable in
full
on the date of such termination.
16. Section 2.19 of the Agreement shall be deleted in its entirety
and the
following shall be substituted in lieu thereof:
2.19 Miscellaneous Charges. The Company agrees to
reimburse
the Lender for miscellaneous charges and expenses
(collectively,
"Miscellaneous Charges") incurred by or on behalf of the
Lender in
connection with the handling and administration of Advances,
and to
reimburse the Lender for Miscellaneous Charges incurred by or on
behalf
of the Lender in connection with the handling and administration
of the
Collateral. For the purposes hereof, Miscellaneous Charges
shall
include, but not be limited to, charges for wire transfers,
check
processing charges, charges for security delivery fees,
charges for
overnight delivery of Collateral to Investors, Funding Bank's
service
charges and Designated Bank Charges. Miscellaneous Charges are due
when
incurred, but shall not be delinquent if paid within fifteen (15)
days
after receipt of an invoice or an account analysis statement
from the
Lender.
17. Section 3.2(d) of the Agreement shall be deleted in its
entirety and
the following shall be substituted in lieu thereof:
3.2(d) The Lender shall have the exclusive right
to the
possession of the Pledged Securities or, if the Pledged
Securities are
issued in book-entry form or issued in certificated form and
delivered
to a clearing corporation (as such term is defined in the
Uniform
Commercial Code of Minnesota) or its nominee, the Lender shall
have the
right to have the Pledged Securities registered in the name
of a
securities intermediary (as such term is defined in the
Uniform
Commercial Code of Minnesota) in an account containing only
customer
securities and credited to an account of the Lender. The Lender
shall
have the right to cause delivery of the Pledged Securities to be
made
to the Investor or the Pledged Securities credited to the
account of
the Investor or the Investor's designee only against payment
therefor.
The Company acknowledges that the Lender may enter into one or
more
standing arrangements with other financial institutions with
respect to
Pledged Securities issued in book entry form or issued in
certificated
form and delivered to a clearing corporation, pursuant to which
such
Pledged Securities are registered in the name of such
financial
institution, as agent or securities intermediary for the Lender,
and
the Company agrees upon request of the Lender to execute and
deliver to
such other financial institutions the Company's written
concurrence in
any such standing arrangements.
18. Section 9 of the Agreement shall be amended to delete the
telecopier
number of the Lender set forth therein and substitute telecopier number
"(925)
935-6424" in lieu thereof and all references in the Agreement to the
telecopier
number of the Lender shall be deemed to refer to the new telecopier number.
19. Upon execution of this Amendment, the Company agrees to pay
to the
Lender the pro rata Servicing Acquisition Commitment Fee for the time
period
from the Effective Date to and including June 30, 1998.
20. The Servicing Acquisition Promissory Note is hereby added
to the
Agreement, in the form of Exhibit A-5 attached to thin Amendment.
21. Exhibit C-SA attached to this Amendment is hereby added
to the
Agreement.
22. The Company shall deliver to the Lender (a) an executed
original of
this Amendment; (b) an executed original of the Servicing Acquisition
Promissory
Note; (c) an executed Certificate of Secretary with corporate resolutions;
(d)
the Servicing Acquisition Commitment Fee for the period from the Effective
Date
hereof through June 30, 1998, and (e) a Seven Hundred Fifty Dollar
($750)
document production fee.
23. The Company represents, warrants and agrees that (a) there
exists no
Default or Event of Default under the Loan Documents, (b) the Loan
Documents
continue to be the legal, valid and binding agreements and obligations
of the
Company enforceable in accordance with their terms, as modified herein,
(c) the
Lender is not in default under any of the Loan Documents and the Company
has no
offset or defense to its performance or obligations under any of the
Loan
Documents, (d) the representations contained in the Loan Documents remain
true
and accurate in all respects, and (e) there has been no material adverse
change
in the financial condition of the Company from the date of the Agreement
to the
date of this Amendment.
24. Except as hereby expressly modified, the Agreement shall
otherwise be
unchanged and shall remain in full force and effect, and the Company
ratifies
and reaffirms all of its obligations thereunder.
25. This Amendment may be executed in any number of counterparts and
by the
different parties hereto on separate counterparts, each of which
when so
executed and delivered shall be an original, but all of which
together
constitute one and the same instrument.
IN WITNESS WHEREOF, the Company and the Lender have caused this
Amendment
to be duly executed on their behalf by their duly authorized officers as of
the
day and year above written.
MONUMENT MORTGAGE, INC.,
a California corporation
By:______________________________
Its: President
RESIDENTIAL FUNDING CORPORATION,
a Delaware corporation
By:______________________________
D. XXXXXX XXXXXXX
Its: Director
STATE OF California )
) ss
COUNTY OF Contra Costa )
On April 22, 1995, before me, a Notary Public, personally
appeared
Xxxxx X. Xxxxx, the President of MONUMENT MORTGAGE, INC., a
California
corporation, personally known to me (or proved to me on the
basis of
satisfactory evidence) to be the person whose name is subscribed to the
within
instrument and acknowledged to me that he/she executed the same in
his/her
authorized capacity, and that by his/her signature on the instrument the
person,
or the entity upon behalf of which the person acted, executed the
instrument.
WITNESS my hand and official seal.
Notary Public
My Commission Expires:
(SEAL)
STATE OF California )
) ss
COUNTY OF Contra Costa )
On April 23, 1995, before me, a Notary Public, personally
appeared D.
Xxxxxx Xxxxxxx, the Director of RESIDENTIAL FUNDING CORPORATION, a
California
corporation, personally known to me (or proved to me on the
basis of
satisfactory evidence) to be the person whose name is subscribed to the
within
instrument and acknowledged to me that he/she executed the same in
his/her
authorized capacity, and that by his/her signature on the instrument the
person,
or the entity upon behalf of which the person acted, executed the
instrument.
WITNESS my hand and official seal.
Notary Public
My Commission Expires:
(SEAL)
CONSENT OF GUARANTOR
The undersigned, being the Guarantor under the Guaranty dated as of
July
23, 1997, hereby consents to the foregoing Amendment and the
transactions
contemplated thereby and hereby modifies and reaffirms his obligations
under his
Guaranty so as to include within the term "Guaranteed Debt" the
indebtedness,
obligations and liabilities of the Company under this Amendment. The
Guarantor
hereby reaffirms that his obligations under his Guaranty are
separate and
distinct from the Company's obligations to Lender, and that his
obligations
under the Guaranty are in full force and effect, and hereby waives and
agrees
not to assert any anti-deficiency protections or other rights as a
defense to
his obligations under the Guaranty, all as more fully set forth in the
Guaranty,
the terms of which are incorporated herein as if fully met forth herein.
The Guarantor further agrees, upon Lender's request, to execute
for the
benefit of Lender an additional guaranty in form and content
acceptable to
Lender and conforming to the Guaranty in connection with the
foregoing
Amendment.
FINET HOLDINGS CORPORATION
a Delaware corporation
GUARANTOR:
By:______________________________
Its: President
STATE OF California )
) ss
COUNTY OF Contra Costa )
On April 22, 1998, before me, a Notary Public, personally
appeared Xxx
Xxxxxxx, the President of FINET HOLDINGS CORPORATION, a Delaware
corporation,
personally known to me (or proved to me on the basis of satisfactory
evidence)
to be the person whose name is subscribed to the within instrument
and
acknowledged to me that he/she executed the same in his/her authorized
capacity,
and that by his/her signature on the instrument the person, or the entity
upon
behalf of which the person acted, executed the instrument.
WITNESS my hand and official seal.
Notary Public
My Commission Expires:
(SEAL)
