Letter Agreement Amending Note Purchase Agreement and Fee Letter for Asset Backed Notes, Series 2001-A (BXG Receivables Note Trust 2001-A, ING Capital LLC, Bluegreen)

Summary

This agreement, dated April 1, 2003, is between BXG Receivables Note Trust 2001-A, ING Capital LLC, Bluegreen Corporation, and Bluegreen Receivables Finance Corporation V. It extends the commitment expiration date for the Asset Backed Notes, Series 2001-A, from April 16, 2003, to July 23, 2003, and revises the calculation of the utilization fee. All other terms of the original Note Purchase Agreement and Fee Letter remain unchanged. The agreement is effective upon execution by all parties.

EX-10.115 3 d55694_ex10-115.txt LETTER AGREEMENT Exhibit 10.115 as of April 1, 2003 BXG Receivables Note Trust 2001-A c/o Wilmington Trust Company Rodney Square North 1100 N. Market Street Wilmington, DE 19890 Re: Asset Backed Notes, Series 2001-A Ladies and Gentlemen: Reference is made to (i) that certain Amended and Restated Note Purchase Agreement (the "Note Purchase Agreement"), dated as of the date hereof, by and among BXG Receivables Note Trust 2001-A, as Issuer (the "Issuer"), Bluegreen Receivables Finance Corporation V, as Depositor (the "Depositor"), Bluegreen Corporation, as Seller and Servicer ("Bluegreen"), the Purchasers party thereto and the undersigned ING Capital LLC ("ING"), as Agent, relating to your Asset Backed Notes, Series 2001-A, and (ii) that certain Fee Letter (the "Fee Letter"), dated as of April 17, 2002 by ING to the Issuer and Bluegreen. Capitalized terms used herein and not defined shall have the meanings ascribed to them in the Note Purchase Agreement, the Fee Letter or the Amended and Restated Sale and Servicing Agreement (the "Sale and Servicing Agreement"), dated as of April 17, 2002, by and among the Depositor, the Issuer, the Depositor, Bluegreen, Concord Servicing Corporation, as Backup Servicer and U.S. Bank National Association (formerly known as U.S. Bank Trust National Association), as Indenture Trustee and Custodian. 1. Pursuant to Section 2.2(d) of the Note Purchase Agreement, you are hereby notified that each Purchaser has agreed and by execution hereof, confirms such agreement, to extend the Commitment Expiration Date from April 16, 2003 to July 23, 2003. 2. The "Utilization Fee" in the Fee Letter is hereby amended and restated to read as follows: "Utilization Fee. A utilization fee (the "Utilization Fee") shall be payable on each Payment Date, in an amount equal to the product of (i) the product of (A) a fraction, the numerator of which is 1.25% and the denominator of which is 360 and (B) the number of days elapsed in the Collection Period immediately preceding such Payment Date and (ii) the average daily Note Principal Balance for the immediately preceding Collection Period. The Utilization Fee shall be paid pursuant to Section 3.2 of the Sale and Servicing Agreement." 3. Other than as specified in paragraphs 1 and 2 above, all other terms of the Note Purchase Agreement and Fee Letter shall continue in full force and effect. Please signify your agreement to and acceptance of the foregoing by executing this letter agreement in the space provided below. Very truly yours, ING CAPITAL LLC, as Agent and Purchaser By: /S/ANDREW YUDER ----------------------- Name: Andrew Yuder Title: Managing Director Agreed to and accepted as of the date first above written: BXG RECEIVABLES NOTE TRUST 2001-A By: Wilmington Trust Company, not in its individual capacity, but solely as Owner Trustee By: /S/ JEANNE M. OLLER -------------------------------------------- Name: Jeanne M. Oller Title: Financial Services Officer BLUEGREEN CORPORATION, as Seller and Servicer By: /S/ JOHN F. CHISTE ------------------ Name: John F. Chiste Title: Senior Vice President, Treasurer and Chief Financial Officer Bluegreen Receivables Finance Corporation V, as Depositor By: /S/ JOHN F. CHISTE ------------------ Name: John F. Chiste Title: Vice President cc: U.S. Bank Trust National Association 2