EXHIBIT 10.1
AMENDMENT NO. 1
AMENDMENT NO. 1, dated as of May 12,
2005 (“ Amendment ”), to the Amended and
Restated Master Repurchase Agreement, dated as of February 18, 2005
(the “ Repurchase Agreement ”), each among IXIS
REAL ESTATE CAPITAL INC. (“ Buyer ”), ENCORE
CREDIT CORP. (“ Encore ”), ECC CAPITAL
CORPORATION (“ ECC ”) and BRAVO CREDIT
CORPORATION (“ Bravo ” and together with Encore
and ECC, the “ Seller ”).
RECITALS
WHEREAS, the parties hereto have
entered into the Repurchase Agreement;
WHEREAS, the parties hereto desire
to modify the Repurchase Agreement as set forth in this
Amendment;
NOW, THEREFORE, in consideration of
the premises and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the
parties hereto agree as follows:
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1.
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Defined
Terms . Unless otherwise
defined herein, terms defined in the Repurchase Agreement are used
herein as therein defined.
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a. Section 2 of the Repurchase
Agreement is hereby amended by (i) deleting the word
“and” at the end of clause (7) in the definition of
“Asset Value”, (ii) renumbering clause (8) as clause
(9), and (iii) adding the following as clause (8):
“(8) after giving effect to
any requested Transaction, the aggregate Asset Value of all Jumbo
Mortgage Loans owned hereunder by Buyer as of such date of
determination may not exceed the Jumbo Sub-Limit;
and”
b. Section 2 of the Repurchase
Agreement is hereby amended by inserting Jumbo Mortgage Loan”
in the definition of “Class” following
“Interest-Only Mortgage Loan”.
c. Section 2 of the Repurchase
Agreement is hereby amended by deleting the definition of
“FICO Sub-Limit” in its entirety and replacing it with
the following:
““ FICO Sub-Limit
” shall mean, with respect to Mortgage Loans with FICO scores
less than 550 and greater than or equal to 500, an amount not to
exceed $80,000,000; provided Buyer shall have the right, upon
written notice to Seller, from time to time, to reduce the FICO
Sub-Limit to an amount not less than 16% of the then outstanding
Purchase Price of the Transactions.”
d. Section 2 of the Repurchase
Agreement is hereby amended by deleting the definition of
“Interest-Only Sub-Limit” in its entirety and replacing
it with the following:
““ Interest-Only
Sub-Limit ” shall mean an amount not to exceed
$150,000,000; provided Buyer shall have the right, upon written
notice to Seller, from time to time, to reduce the Interest-Only
Sub-Limit to an amount not less than 30% of the then aggregate
outstanding Purchase Price of the Transactions.”
e. Section 2 of the Repurchase
Agreement is hereby amended by inserting the following definitions
in such section in the appropriate alphabetical order:
““ Acceptable
Correspondent ” shall mean a correspondent not rejected
by Buyer in its sole discretion. Seller shall inform Buyer of any
new proposed Acceptable Correspondent at least 5 Business Days
prior to requesting a purchase of any related Correspondent
Loan.”
““ Correspondent
Loan ” shall mean an Eligible Asset, which in no event
may be a Wet-Ink Mortgage Loan, originated by an Acceptable
Correspondent. Correspondent Loans shall require a separate
Transaction Request from that in connection with any other Eligible
Asset.”
““ Jumbo Mortgage
Loan ” shall mean an Eligible Asset which is secured by a
First Lien Loan with an outstanding principal balance greater than
$750,000 but less than or equal to $1,200,000.”
““ Jumbo
Sub-Limit ” shall mean, as of any date of determination,
an amount not to exceed $20,000,000; provided Buyer shall have the
right, upon written notice to Seller, from time to time, to reduce
the Jumbo Sub-Limit to an amount not less than 4% of the then
aggregate outstanding Purchase Price of the
Transactions.”
f. Section 2 of the Repurchase
Agreement is hereby amended by deleting the definition of
“Maximum Amount” in its entirety and replacing it with
the following:
““ Maximum Amount
” shall mean $500,000,000.”
g. Section 2 of the Repurchase
Agreement
