EXHIBIT 10.1



                            SERVICING TERM AGREEMENT

                       (UACSC 1998-A - 1999-A AUTO TRUSTS)

     SERVICING   TERM   AGREEMENT  (as  the  same  may  be  amended,   restated,
supplemented or modified from time to time, the "Servicing Term  Agreement",  or
this  "Agreement"),  dated as of September 6, 2002 by and among UNION ACCEPTANCE
CORPORATION,  as servicer  (the  "Servicer"),  BNY  MIDWEST  TRUST  COMPANY,  as
successor to Harris Trust and Savings Bank, as trustee (the "Trustee"), and MBIA
INSURANCE CORPORATION, as financial guaranty insurer (the "Insurer").

     WHEREAS, UAC Securitization  Corporation,  the Servicer and the Trustee are
parties to (a) the Pooling  and  Servicing  Agreement  dated as of March 1, 1998
(the "1998-A  Servicing  Agreement");  (b) the Pooling and  Servicing  Agreement
dated as of June 1, 1998 (the "1998-B Servicing Agreement"); (c) the Pooling and
Servicing  Agreement  dated as of  September  1,  1998  (the  "1998-C  Servicing
Agreement");  (d) the Pooling and  Servicing  Agreement  dated as of November 1,
1998 (the  "1998-D  Servicing  Agreement");  and (e) the Pooling  and  Servicing
Agreement  dated as of February 1, 1999 (the "1999-A  Servicing  Agreement") (as
the same may be amended, restated,  supplemented or otherwise modified from time
to time, the 1998-A Servicing  Agreement,  the 1998-B Servicing  Agreement,  the
1998-C  Servicing  Agreement,  the 1998-D  Servicing  Agreement,  and the 1999-A
Servicing  Agreement,   each  a  "Servicing   Agreement"  and  collectively  the
"Servicing Agreements");

     WHEREAS,  in  consideration  of  good  and  valuable   consideration,   the
sufficiency of which is hereby acknowledged,  the parties hereto mutually desire
to enter into the Servicing Term Agreement as hereinafter set forth.

     NOW, THEREFORE, the parties hereby agree as follows:

     SECTION  1.  Defined  Terms.  As used  in this  Agreement,  and  except  as
otherwise  provided  in this  Section 1,  capitalized  terms shall have the same
meanings assigned thereto in the Servicing Agreements.

          (a) As used  herein,  "Back-up  Servicing  Agreement"  shall  have the
     following definition:

               "Back-up  Servicing   Agreement"  shall  mean  the  agreement  or
          agreements  pursuant  to which an  entity  acceptable  to the  Insurer
          agrees to perform back-up servicing  functions as provided therein and
          to act as successor  Servicer  under the  Servicing  Agreements  if so
          required.

     SECTION 2.  Servicing  Term.  Pursuant  to Section  13.05 of the  Servicing
Agreements, the parties hereby consent and agree that the initial term of UAC as
Servicer shall terminate at 11:59 p.m. on September 6, 2002; provided,  however,
UAC shall act as successor  Servicer for a second term  commencing at 12:00 a.m.
on  September  7, 2002 and  terminating  at 11:59 a.m.  on October 31, 2002 (the
"Servicing  Term"),  unless such term is extended for an additional  60-day term
(such term,  an "Extended  Servicing  Term") in writing  executed by the Insurer
prior to the expiration of such Servicing Term. Any Extended  Servicing Term may
be similarly extended prior to its expiration. The Insurer will give the Trustee
ten (10) days  prior  written  notice  of its  determination  not to extend  the
Servicing Term or an Extended  Servicing  Term, in the event that the Trustee is
to become the successor  Servicer.  Upon the expiration of the Servicing Term or
any subsequent Extended Serving Term without renewal, all rights and obligations
of UAC as successor Servicer under the Servicing  Agreements shall terminate and
all authority and power of UAC as successor Servicer shall pass to and be vested
in the back-up servicer  designated  pursuant to the Back-up Servicing Agreement
or such other entity as shall be  designated  by the Insurer.  UAC shall,  on or
before  September  11, 2002 and on the date that is three (3) Business Days from
the end of each Collection Period,  deliver to the Insurer a tape containing the
master record of the Receivables as of the end of the previous Collection Period
in such form as the  Insurer  shall  reasonably  require.  UAC hereby  agrees to
cooperate with the Insurer and the back-up servicer  designated  pursuant to the
Back-up  Servicing  Agreement or other successor  Servicer in  effectuating  the
complete transfer of the servicing, administration and collection functions from
UAC to the back-up servicer or such other successor  Servicer in accordance with
the Servicing Agreements and this Agreement.

     SECTION 3.  Effectiveness.  This Agreement shall become effective as of the
date first written above when  counterparts  of this  Agreement  shall have been
accepted and agreed to by each of the parties hereto.

     SECTION 4. Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED
IN  ACCORDANCE  WITH  THE LAWS OF THE  STATE  OF NEW  YORK,  WITHOUT  REGARD  TO
CONFLICTS OF LAW PRINCIPLES WHICH MAY REQUIRE THE APPLICATION OF THE LAWS OF ANY
OTHER JURISDICTION.

     SECTION 5.  Severability;  Counterparts.  This Agreement may be executed in
any  number  of  counterparts  and  by  different  parties  hereto  in  separate
counterparts,  each of which when so executed  shall be deemed to be an original
and all of  which  when  taken  together  shall  constitute  one  and  the  same
instrument.   Any  provisions  of  this   Agreement   which  are  prohibited  or
unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective
to the extent of such prohibition or unenforceability  without  invalidating the
remaining provisions hereof, and any such prohibition or unenforceability in any
jurisdiction shall not invalidate or render  unenforceable such provision in any
other jurisdiction.

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     IN WITNESS  WHEREOF,  the parties  hereto have executed and delivered  this
Agreement as of the date first written above.


                                       UNION ACCEPTANCE CORPORATION

                                       By: _______________________________
                                           Name:
                                           Title:


                                       BNY MIDWEST TRUST COMPANY,
                                       not in its individual capacity but solely
                                       as Trustee

                                       By: _______________________________
                                           Name:
                                           Title:


                                       MBIA INSURANCE CORPORATION

                                       By: _______________________________
                                           Name:
                                           Title: