EXHIBIT 10.1
THIRD AMENDMENT TO
THE
MARKETING AND SERVICING
AGREEMENT
THIS THIRD AMENDMENT TO THE
MARKETING AND SERVICING AGREEMENT dated as of July 26, 2005
(this “Amendment”) is an Amendment to the MARKETING AND
SERVICING AGREEMENT effectively dated October 21, 2002, as
amended, by and between Republic Bank & Trust Company, a
bank organized under the laws of the state of Kentucky
(“BANK”), and ACE Cash Express, Inc., a Texas
corporation (“COMPANY”).
WHEREAS, BANK and COMPANY have
previously entered into that certain MARKETING AND SERVICING
AGREEMENT dated as of October 21, 2002, as amended, (the
“Marketing Agreement”); and
WHEREAS, BANK and COMPANY desire to
amend the Marketing Agreement.
NOW, THEREFORE, the parties hereby
agree as follows:
1.
The Marketing Agreement is hereby
amended by deleting, in its entirety, the fourth recital which
reads as follows:
“WHEREAS, COMPANY agrees that
BANK shall have the first and exclusive right to all
TRANSACTIONS
originated in the MARKET by COMPANY
stores up to a maximum of $14 million, exclusive of TRANSACTIONS
rejected by the BANK, at such time when COMPANY, using commercially
reasonable efforts, is able to terminate COMPANY’S
arrangements existing on the date hereof to offer and provide
TRANSACTIONS or any product that is the same or substantially
similar to the TRANSACTIONS within the MARKET;”
2.
Section 3(a) of the
Marketing Agreement is hereby amended by adding a sentence at the
end thereof which shall read in its entirety as follows:
“BANK may also reject any
TRANSACTION if, after giving effect to such TRANSACTION, the
aggregate principal amount then outstanding of all TRANSACTIONS
entered into in connection with this AGREEMENT would exceed $20
million.”
3.
Section 3(b) of the
Marketing Agreement is hereby amended to read in its entirety as
follows:
“(b) COMPANY acknowledges
that all rights of ownership in the TRANSACTIONS and the
TRANSACTION DOCUMENTS are and remain the sole property of BANK, and
COMPANY shall have no ownership rights to such TRANSACTIONS or
TRANSACTION DOCUMENTS during the term of this AGREEMENT, except
that COMPANY shall have a right of first refusal to purchase any
TRANSACTION and the associated TRANSACTION DOCUMENTS with regard to
any TRANSACTION in default by the CUSTOMER and
