EX-10.1






AMENDMENT NO. 2




TO MASTER REPURCHASE AGREEMENT




Amendment No. 2, dated as of August 15, 2005 (this “Amendment”), by and between CREDIT
SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (the “Buyer”), ENCORE CREDIT CORP., (“ECC”
and a “Seller”), ECC CAPITAL CORPORATION (“ECC Capital” and a “Seller”) and
BRAVO CREDIT CORPORATION (“Bravo” and a “Seller”).



RECITALS




The Buyer and the Sellers are parties to that certain Master Repurchase Agreement, dated as of
February 18, 2005, as amended by Amendment No. 1, dated as of July 21, 2005 (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 Sellers 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 Sellers hereby agree, in consideration of the mutual premises
and mutual obligations set forth herein, that the Existing Repurchase Agreement is hereby amended
as follows:



Section 1. Temporary Amendments. For purposes of this Amendment, this Section
1 will be effective only for the period from and including January 1, 2005 through but not
including September 30, 2005 (the “Waiver Period”).



1.1 Covenants. Section 14 of the Existing Repurchase Agreement is hereby
temporarily amended by deleting subsection (e) in its entirety and replacing it with the following
language:



“(e) Maintenance of Profitability. Sellers shall not permit (i) for any Test Period,
Net Income, on a consolidated basis, for such Test Period, before income taxes for such Test Period
and distributions made during such Test Period, to be a loss greater than $42 million; and (ii) for
any calendar quarter, a loss for such calendar quarter to be greater than or equal to 15% of
Sellers’ Adjusted Tangible Net Worth, on a consolidated basis, for such calendar quarter.”



Section 2. Conditions Precedent. This Amendment shall become effective on January 1,
2005, (the “Amendment Effective Date”), subject to the satisfaction of the following
conditions precedent:



(a) 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:




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




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



Section 3. Representations and Warranties. The Sellers hereby represent and warrant
to the Buyer that they are in compliance with all the terms and provisions set forth in the
Repurchase Agreement on its 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.



[SIGNATURE PAGE FOLLOWS]




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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: /s/ Randall Eron Shy





Name: Randall Eron Shy

Title: Vice President



Sellers:



ENCORE CREDIT CORP.




By: /s/ William E. Moffatt





Name: William E. Moffatt

Title: Treasurer



ECC CAPITAL CORPORATION




By: /s/ William E. Moffatt





Name: William E. Moffatt

Title: Treasurer



BRAVO CREDIT CORPORATION




By: /s/ William E. Moffatt





Name: William E. Moffatt

Title: Treasurer




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