Assignment of Receivables and Related Rights from Franklin Capital Corporation to Franklin Receivables LLC (December 1, 2001)

Summary

Franklin Capital Corporation has transferred all its rights, title, and interest in certain receivables and related assets to Franklin Receivables LLC, as outlined in a Purchase Agreement dated December 1, 2001. This includes payments, security interests in financed vehicles, insurance proceeds, and related files. The purchaser does not assume any obligations of Franklin Capital Corporation to third parties. The agreement allows for further assignment of these rights to Franklin Auto Trust 2001-2 and The Bank of New York, as trustee for noteholders and the security insurer.

EX-10.2 8 dex102.txt ASSIGNMENT OF SERVICES DATED DECEMBER 1, 2001 Exhibit 10.2 Execution Copy ASSIGNMENT For value received, in accordance with the Purchase Agreement (the "Purchase Agreement") dated as of December 1, 2001, between the undersigned and Franklin Receivables LLC (the "Purchaser"), the undersigned does hereby sell, assign, transfer and otherwise convey unto the Purchaser, without recourse, all right, title and interest of the undersigned in and to (i) the Receivables, and all monies representing interest and principal payments received thereon on and after the Cutoff Date; (ii) the security interest of the Seller in the Financed Vehicles granted by the Obligors pursuant thereto and any other interest of the Seller in such Financed Vehicles; (iii) the interest of the Seller in any proceeds with respect to the Receivables from claims on any physical damage, credit life or disability insurance policies relating to the Financed Vehicles or Obligors and any proceeds from the liquidation of the Receivables; (iv) the interest of the Seller in any proceeds from any Receivables repurchased by a Dealer pursuant to a Dealer Agreement as a result of a breach of a representation or warranty in the related Dealer Agreement; (v) all rights under any extended warranty service contracts on the related Financed Vehicles; (vi) the related Receivables Files; and (vii) the proceeds of any and all of the foregoing. The foregoing sale does not constitute and is not intended to result in any assumption by the Purchaser of any obligation of the undersigned to the Obligors, insurers or any other person in connection with the Receivables, Receivable Files, any insurance policies or any agreement or instrument relating to any of them. This Assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Purchase Agreement and is to be governed by the Purchase Agreement. The undersigned acknowledges and agrees that the Purchaser may further assign the items enumerated in clauses (i) through (vii) above to Franklin Auto Trust 2001-2 which may in turn assign its interests in the items in (i) through (vii) to The Bank of New York, as trustee (the "Trustee") for the benefit of the Noteholders and the Security Insurer and that the Trustee will have the right to enforce any of the rights of the Purchaser under the Purchase Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Purchase Agreement. IN WITNESS WHEREOF, the undersigned has caused this Assignment to be duly executed as of December 1, 2001. FRANKLIN CAPITAL CORPORATION By: /s/ Harold Miller ------------------------------------ Name: Harold E. Miller, Jr. Title: President and CEO