exv10w13



 





Exhibit 10.13




AMENDMENT NUMBER THREE

to the

Master Repurchase Agreement

dated as of September 2, 2005,

among

BANK OF AMERICA, N.A., as Buyer

and

NEW CENTURY MORTGAGE CORPORATION, HOME123 CORPORATION, NEW

CENTURY CREDIT CORPORATION and NC CAPITAL CORPORATION, as Sellers

and

NEW CENTURY FINANCIAL CORPORATION, as Guarantor




     This AMENDMENT NUMBER THREE TO THE MASTER REPURCHASE AGREEMENT (this “Amendment”),
dated as of August 31, 2006 (the “Effective Date”) is entered into among NEW CENTURY
MORTGAGE CORPORATION, HOME123 CORPORATION, NEW CENTURY CREDIT CORPORATION and NC CAPITAL
CORPORATION (the “Sellers”), NEW CENTURY FINANCIAL CORPORATION (the “Guarantor”)
and BANK OF AMERICA, N.A. (the “Buyer”).



R E C I T A L S




     A. The Sellers, the Guarantor and the Buyer entered into that certain Master Repurchase
Agreement dated as of September 2, 2005 (the “Repurchase Agreement”).



     B. The Buyer, the Guarantor and the Sellers each desire to modify the terms of the Repurchase
Agreement as set forth in this Amendment.



     C. The Sellers, the Guarantor and the Buyer each have agreed to execute and deliver this
Amendment on the terms and conditions set forth herein.



     NOW, THEREFORE, in consideration of the premises and the mutual covenants contained herein and
in the Repurchase Agreement, the receipt and sufficiency of which are hereby acknowledged, the
parties hereto agree to the following:


1. Miscellaneous. For all purposes of this Amendment, except as otherwise expressly
provided or unless the context otherwise requires, (a) unless otherwise defined herein, all
capitalized terms used herein shall have the meanings attributed to them by the Repurchase
Agreement, (b) the capitalized terms expressly defined in this Amendment have the meanings assigned
to them in this Amendment and include (i) all genders and (ii) the plural as well as the singular,
(c) all references to words such as “herein”, “hereof” and the like shall refer to this Amendment
as a whole and not to any particular article or section within this Amendment, (d) the term
“include” and all variations thereon shall mean “include without limitation”, and (e) the term “or”
shall include “and/or”.




 









 







2. Amendments to the Repurchase Agreement. The first sentence of Section 27 shall be
deleted and shall be replaced in its entirety with the following:




          “This Agreement shall remain in effect until the earlier of (i) September 29, 2006 or (ii) at
the Buyer’s option upon the occurrence of an Event of Default (such date, the “Termination Date”).”



4. No Other Changes. Except as expressly modified or amended in this Amendment, all of the
terms, covenants, provisions, agreements and conditions of the Repurchase Agreement are hereby
ratified and confirmed in every respect and shall remain unmodified and unchanged and shall
continue in full force and effect.



5. Representations. In order to induce the Buyer to execute and deliver this Amendment, the
Sellers hereby represent to the Buyer that as of the date hereof, after giving effect to this
Amendment, the Sellers are in full compliance with all of the terms and conditions of the
Repurchase Agreement and no Default or Event of Default has occurred and is continuing under the
Repurchase Agreement.



6. Counterparts. This Amendment may be executed in any number of counterparts and by the
parties hereto in separate counterparts, each of which when so executed and delivered shall be
deemed to be an original and all of which when taken together shall constitute one and the same
instrument.



7. Governing Law; Waiver of Jury Trial. This Amendment shall be governed by, and construed
in accordance with, the laws of the State of New York, and the obligations, rights and remedies of
the parties hereunder shall be determined in accordance with such laws without regard to conflicts
of laws principles. The parties hereto each hereby waive the right of trial by jury in any
litigation arising hereunder.




[Signature page follows]




-2-









 








     IN WITNESS WHEREOF, the parties hereto have caused their duly authorized officers to execute
this Amendment Number Three to the Master Repurchase Agreement as of the date first above written.



	 	 	 	 	 
	 	 	BANK OF AMERICA, N.A., as Buyer
	 
	 	 	 	 
	 

	 	By:
	 	/s/ Sean A. Tobias
	 

	 	 	 	 
	 

	 	Name:
	 	Sean A. Tobias
	 

	 	Title:
	 	Principal
	 
	 	 	 	 
	 	 	NEW CENTURY MORTGAGE CORPORATION, as Seller, jointly
and severally
	 
	 	 	 	 
	 

	 	By:
	 	/s/ Warren Licata
	 

	 	 	 	 
	 

	 	Name:
	 	Warren Licata
	 

	 	Title:
	 	Senior Vice President
	 
	 	 	 	 
	 	 	HOME123 CORPORATION, as Seller, jointly and severally
	 
	 	 	 	 
	 

	 	By:
	 	/s/ Warren Licata
	 

	 	 	 	 
	 

	 	Name:
	 	Warren Licata
	 

	 	Title:
	 	Senior Vice President
	 
	 	 	 	 
	 	 	NEW CENTURY CREDIT CORPORATION, as Seller, jointly
and severally
	 
	 	 	 	 
	 

	 	By:
	 	/s/ Warren Licata
	 

	 	 	 	 
	 

	 	Name:
	 	Warren Licata
	 

	 	Title:
	 	Senior Vice President
	 
	 	 	 	 
	 	 	NC CAPITAL CORPORATION, as Seller, jointly and
severally
	 
	 	 	 	 
	 

	 	By:
	 	/s/ Warren Licata
	 

	 	 	 	 
	 

	 	Name:
	 	Warren Licata
	 

	 	Title:
	 	Senior Vice President






 









 






Acknowledged and Agreed:




NEW CENTURY FINANCIAL CORPORATION,

as Guarantor




	 	 	 	 	 
	By:

	 	/s/ Robert K. Cole	 	 
	Name:

	 	 

Robert K. Cole
	 	 
	Title:

	 	Chairman of the Board	 	 
	 
	 	 	 	 
	NEW CENTURY FINANCIAL CORPORATION, as Guarantor
	 
	 	 	 	 
	By:

	 	/s/ Stergios Theologides	 	 
	Name:

	 	 

Stergios Theologides
	 	 
	Title:

	 	Executive Vice President