AMENDMENT NUMBER TWO to the AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT dated as of March 16, 2005 among ECC CAPITAL CORPORATION, BRAVO CREDIT CORPORATION, ENCORE CREDIT CORP. and WACHOVIA BANK, NATIONAL ASSOCIATION
AMENDMENT NUMBER TWO
to the
AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT
dated as of March 16, 2005
among
ECC CAPITAL CORPORATION,
BRAVO CREDIT CORPORATION,
ENCORE CREDIT CORP.
and
WACHOVIA BANK, NATIONAL ASSOCIATION
This AMENDMENT NUMBER TWO (“Amendment Number Two”), is made this 21st day of September, 2005, among ECC Capital Corporation (“ECC”), Bravo Credit Corporation (“Bravo”), Encore Credit Corp. (“Encore”; each of Encore, ECC and Bravo, a “Seller”, and jointly and severally, the “Sellers”) and Wachovia Bank, National Association (the “Buyer”), to the Amended and Restated Master Repurchase Agreement, dated as of March 16, 2005, among the Buyer and the Sellers (the “Master Repurchase Agreement”).
RECITALS
WHEREAS, the Buyer and the Sellers have agreed to amend the Master Repurchase Agreement as more specifically set forth herein.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and of the mutual covenants herein contained, the parties hereto hereby agree as follows:
SECTION 1. Defined Terms. Any terms capitalized but not otherwise defined herein shall have the respective meanings set forth in the Master Repurchase Agreement.
SECTION 2. Amendment.
(a) Effective as of September 21, 2005, Section 14(g)(ii)(A) of the Master Repurchase Agreement is hereby amended by deleting such section in its entirety and replacing such section as follows:
“Sellers shall not permit the ratio of their aggregate consolidated Indebtedness to Sellers’ aggregate Adjusted Tangible Net Worth to exceed 25:1 at any time;”
SECTION 3. Conditions Precedent. This Amendment Number Two shall become effective on the date on which the Buyer shall have received the following:
(a) this Amendment Number Two, executed and delivered by duly authorized officers of each of the Sellers and the Buyer; and
(b) such other documents as the Buyer or counsel to the Buyer may reasonably request.
SECTION 4. Representations. In order to induce the Buyer to execute and deliver this Amendment Number Two, the Sellers hereby represent to the Buyer that (i) no Default or Event of Default has occurred prior to the date hereof and is continuing on the date hereof and (ii) as of the date hereof, after giving effect to this Amendment Number Two, the Sellers are in full compliance with all of the representations and warranties, covenants and any other terms and conditions of the Master Repurchase Agreement and the other Program Documents. In addition, each Seller hereby represents and warrants that no event has occurred that constitutes or should reasonably be expected to constitute a Material Adverse Change with respect to it.
SECTION 5. Governing Law. THIS AMENDMENT NUMBER TWO SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK AND THE OBLIGATIONS, RIGHTS, AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS WITHOUT REGARD TO CONFLICT OF LAWS DOCTRINE APPLIED IN SUCH STATE.
SECTION 6. Counterparts. This Amendment Number Two may be executed by each of the parties hereto on any number of separate counterparts, each of which shall be an original and all of which taken together shall constitute one and the same instrument.
SECTION 7. Limited Effect. Except as expressly amended and modified by this Amendment Number Two, the Master Repurchase Agreement shall continue in full force and effect in accordance with its terms. Reference to this Amendment Number Two need not be made in the Master Repurchase Agreement or any other instrument or document executed in connection therewith or herewith, or in any certificate, letter or communication issued or made pursuant to, or with respect to, the Master Repurchase Agreement, any reference in any of such items to the Master Repurchase Agreement being sufficient to refer to the Master Repurchase Agreement as amended hereby.
[SIGNATURE PAGE FOLLOWS]
IN WITNESS WHEREOF, the parties hereto have caused this Amendment Number Two to be executed and delivered by their duly authorized officers as of the day and year first above written.
ECC CAPITAL CORPORATION, as a Seller
By: William E. Moffatt
Name: William E. Moffatt
Title: Treasurer
ENCORE CREDIT CORP., as a Seller
By: William E. Moffatt
Name: William E. Moffatt
Title: Treasurer
BRAVO CREDIT CORPORATION, as a Seller
By: William E. Moffatt
Name: William E. Moffatt
Title: Treasurer
WACHOVIA BANK, NATIONAL ASSOCIATION,
as Buyer
By: Justin Zakocs
Name: Justin Zakocs
Title: Vice President
