Exhibit 10.100









 


Franklin Credit Management Corporation 10-12G


Exhibit 10.17




March 28, 2011




Franklin Credit Management Corporation

Franklin Credit Holding Corporation

101 Hudson St., 25th Floor

Jersey City, NJ 07302

Attention: Thomas J. Axon, President

Attention: Paul Colasono, Chief Financial Officer





			
	         Re:	 	Limited Waiver of Identified Default






Dear Tom and Paul:



Reference is hereby made to a certain Amended and Restated Credit Agreement (Licensing) dated
as of March 31, 2009 (as amended, supplemented, restated or otherwise modified from time to time
prior to the date hereof, the “Licensing Credit Agreement”) by and among Franklin Credit
Management Corporation and Franklin Credit Holding Corporation (each, a “Borrower” and
collectively, “Borrowers”), and The Huntington National Bank, a national banking
association (“Huntington”), as administrative agent for the Lenders (in such capacity,
together with its successors and assigns in such capacity, the “Administrative Agent”).
All capitalized terms not otherwise defined herein shall have the meanings ascribed to such terms
in the Licensing Credit Agreement.



The Borrowers have advised the Administrative Agent that they are in default of subsection (a)
“Net Income Before Taxes,” of Section 7.07, “Financial Covenants,” of the Licensing
Credit Agreement (the “Identified Default”) for failure to maintain the minimum Net Income
Before Taxes set forth therein. The Borrowers have further requested that Huntington waive the
Identified Default for the period through and including September 30, 2011, and subject to the
terms and conditions set forth herein, the Administrative Agent, for itself and on behalf of the
Lenders hereby waives the Identified Default for the period through and including September 30,
2011.



Nothing in this limited waiver letter shall (i) cause a modification of the Licensing Credit
Agreement or related documentation, except as precisely set forth above; (ii) establish any custom
or in any manner waive or modify any future default or Event of Default; (iii) entitle any Borrower
to any other or further notice or demand whatsoever; or (iv) in any way modify, change, impair,
effect, diminish, or release any Borrower’s liability under or pursuant to the Licensing Credit
Agreement.



Please acknowledge your receipt of this letter and agreement to all terms hereof by signing in
the space provided below and returning a copy to the undersigned. If you have any questions
regarding this letter, please contact me.



	 	 	 	 	 
	 	THE HUNTINGTON NATIONAL BANK,

     ADMINISTRATIVE AGENT

 	 
	 	By:  	/s/ David L. Abshier
 	 
	 	 	David L. Abshier, Senior Vice President 	 
	 	 	 	 




			
	cc:	 	Mark T. Bahlmann

Timothy E. Grady, Esq.

Kevin P. Gildea, Esq.





 


 









 







Kevin Gildea

March 28, 2011

Page 2





Accepted and agreed:



FRANKLIN CREDIT MANAGEMENT CORPORATION




	 	 	 	 	 
	By: 



	 	/s/ Paul D. Colasono
 

Name: Paul D. Colasono
	 	 
	

	 	Title: Chief Financial Officer	 	 






FRANKLIN CREDIT HOLDING CORPORATION




	 	 	 	 	 
	By: 



	 	/s/ Paul D. Colasono
 

Name: Paul D. Colasono
	 	 
	

	 	Title: Chief Financial Officer