Unassociated Document



EXHIBIT
10.35

 

AMENDMENT
NO. 19
TO
MASTER REPURCHASE AGREEMENT

 

Amendment
No. 19, dated as of December 31, 2004 (this “Amendment”),
between CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (the “Buyer”) and
UNITED FINANCIAL MORTGAGE CORP. (the “Seller”).

 

RECITALS

 

The Buyer
and the Seller are parties to that certain Master Repurchase Agreement, dated as
of August 29, 2001, as amended by Amendment No. 1, dated as of August 28,
2002, Amendment No. 2, dated as of September 3, 2002, Amendment
No. 3, dated as of September 26, 2002, Amendment No. 4, dated as
of October 1, 2002, Amendment No. 5, dated as of December 2,
2002, Amendment No. 6 dated as of January 30, 2003, Amendment
No. 7, dated as of March 15, 2003, Amendment No. 8, dated as of
May 30, 2003, Amendment No. 9, dated as of July 16, 2003,
Amendment No. 10, dated as of July 23, 2003, Amendment No. 11,
dated as of August 27, 2003, Amendment No. 12, dated as of
December 16, 2003, Amendment No. 13, dated as of February 2,
2004, Amendment No. 14, dated as of March 31, 2004, Amendment
No. 15, dated as of April 22, 2004, Amendment No. 16, dated as of
May 11, 2004, Amendment No. 17, dated as of August 24, 2004 and Amendment
No. 18, dated as of October 26, 2004 (the “Existing
Repurchase Agreement”; as
amended
by this Amendment, the “Repurchase
Agreement”).
Capitalized terms used but not
otherwise defined herein shall have the meanings given to them in the Existing
Repurchase Agreement.

 

The Buyer
and the Seller have agreed, subject to the terms and conditions of this
Amendment, that the Existing Repurchase Agreement be amended to reflect certain
agreed upon revisions to the terms of the Existing Repurchase
Agreement.

 

Accordingly,
the Buyer and the Seller hereby agree, in consideration of the mutual premises
and mutual obligations set forth herein, that the Existing Repurchase Agreement
is hereby amended as follows:

 

1.1  Definitions.

 

(a)  Section 2
of the Existing Repurchase Agreement is hereby amended by deleting the
definition of “Maximum Aggregate Purchase Price” in its entirety and replacing
it with the following language:

 

““Maximum
Aggregate Purchase Price” means
TWO HUNDRED MILLION DOLLARS ($200,000,000).”

 

Section
2.  Conditions
Precedent. This
Amendment shall become effective on December 31, 2004 (the “Amendment
Effective Date”),
subject to the satisfaction of the following conditions precedent:

 







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2.1  Delivered
Documents. On the
Amendment Effective Date, the Buyer shall have received the following documents,
each of which shall be satisfactory to the Buyer in form and
substance:

 

(a)  this
Amendment, executed and delivered by a duly authorized officer of the Buyer and
Seller;

 

(b)  such
other documents as the Buyer or counsel to the Buyer may reasonably
request.

 

2.2  Payment
of Attorneys’ Fees.
On the
Amendment Effective Date, the Seller shall have paid attorneys’ fees to Buyer or
its counsel either by payment or by authorized debit in connection with this
Amendment in an amount equal to $750.

 

Section
3.  Representations
and Warranties. The
Seller hereby represents and warrants to the Buyer that they are in compliance
with all the terms and provisions set forth in the Repurchase Agreement on their
part to be observed or performed, and that no Event of Default has occurred or
is continuing, and hereby confirm and reaffirm the representations and
warranties contained in Section 13 of the Repurchase Agreement.

 

Section
4.  Limited
Effect. Except
as expressly amended and modified by this Amendment, the Existing Repurchase
Agreement shall continue to be, and shall remain, in full force and effect in
accordance with its terms. 

 

Section
5.  Counterparts. This
Amendment 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
6.  GOVERNING
LAW.
THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS
OF THE STATE OF NEW YORK WITHOUT REFERENCE TO THE CHOICE OF LAW PROVISIONS
THEREOF.

 

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IN
WITNESS WHEREOF, the parties have caused their names to be signed hereto by
their respective officers thereunto duly authorized as of the day and year first
above written.

 


	Buyer:		CREDIT
      SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC,
as
      Buyer



 

By:___________________________________   
Name:
Gary Timmerman
Title:

 


	Seller:		UNITED
      FINANCIAL MORTGAGE CORP.,
as Seller



 

 

 

By:___________________________________
Name:
Steve Khoshabe
Title:
President and CEO


 







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