Exhibit 10.1(2)
FIELDSTONE INVESTMENT FUNDING, LLC
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July 27, 2005
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Credit Suisse, New York Branch,
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as Facility Agent
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Eleven Madison Avenue
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New York, New York 10010
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Re:
Fieldstone Investment Funding,
LLC/Fee Letter
Ladies and Gentlemen:
Reference is hereby made to that
certain Funding Agreement, dated as of July 27, 2005 (as
amended, supplemented or otherwise modified and in effect from time
to time, the “Funding Agreement”), by and among
(i) Fieldstone Investment Funding, LLC, a Delaware limited
liability company, as borrower (in such capacity, the
“Borrower”), (ii) Fieldstone Investment
Corporation, a Maryland corporation, individually and as servicer
(in such capacity, the “Servicer”), (iii) Credit
Suisse, New York Branch (“CSFB”), as facility agent for
the benefit of the several group agents and lenders party thereto
from time to time (together with its permitted successors and
assigns in such capacity, the “Facility Agent”) and as
group agent for the lenders having CSFB as a group agent (together
with its permitted successors and assigns in such capacity, the
“CSFB Group Agent”) and (iv) the several lenders
and group agents party thereto from time to time.
Capitalized terms used herein and
not otherwise defined herein shall have the meanings assigned to
such terms in, or incorporated by reference into, the Funding
Agreement and the other Transaction Documents.
In connection with the transaction
contemplated by the Funding Agreement and the other Transaction
Documents, the parties hereto hereby agree as follows from the
Effective Date until the first day on which all Aggregate Unpaids
are paid in full:
1.
Applicable Margin
. As used in the Funding
Agreement, the “Applicable Margin” applicable to each
Loan or portion thereof at any time shall be a rate equal to 0.23%;
provided that, to the extent any Loan or portion thereof
relates to Mortgage Loans that are Wet-Ink Mortgage Loans, the
ratable principal balance of such Loan or portion thereof relating
to the aggregate Outstanding Balance of