EX 10.4 BRFC Terms Letter


		
			EXHIBIT 10.4
		

		
			﻿
		

		
			QUORUM FEDERAL CREDIT UNION
		

		
			2500 Westchester Avenue
		

		
			Suite 411
		

		
			Purchase, NY 10577
		

		
			﻿
		

		
			﻿
		

		
			Dated as of April 6, 2018
		

		
			﻿
		

		
			﻿
		

		
			Allan J. Herz
		

		
			President and Assistant Treasurer
		

		
			BRFC-Q 2010 LLC
		

		
			4950 Communication Avenue, Suite 900
		

		
			Boca Raton, Florida 33431
		

		
			﻿
		

		
			Re: Commitment Purchase Period Terms Letter; Terms Governing Sale of Timeshare Loans by BRFC-Q 2010 LLC (the "Seller") to Quorum Federal Credit Union (the "Buyer") 
		

		
			﻿
		

		
			Dear Mr. Herz:
		

		
			﻿
		

		
			The Buyer agrees to purchase Eligible Timeshare Loans from the Seller during the Commitment Purchase Period on the terms and conditions set forth in the Loan Sale and Servicing Agreement dated as of December 22, 2010, by and among the Seller, the Buyer, Bluegreen Corporation, as the Servicer, Concord Servicing Corporation, as the Back-Up Servicer and the other parties thereto, as amended (the "Agreement") as supplemented below: 
		

		
			﻿
		

			
	
			
				 A.
			

			
	
			
			Buyer Purchase Price Percentage: No less than 85% during the Commitment Period, subject to adjustment as provided herein.




		
			﻿
		

			
	
			
				 B.
			

			
	
			
			Program Fee Rate: 4.95% per annum for purchases during the period from January 1, 2018, through September 30, 2018.




		
			﻿
		

			
	
			
				 C.
			

			
	
			
			Loan Purchase Fee: the product of (i) 0.25% and (ii) the outstanding principal loan balance of the related Sale Date Loan Pool.




		
			﻿
		

			
	
			
				 D.
			

			
	
			
			Timeshare Portfolio Performance Event triggers:




		
			﻿
		

			
	
			
				 a.
			

			
	
			
			Delinquency Level: 4.00% during the Commitment Purchase Period, subject to adjustment at any time by the Buyer.




		
			﻿
		

			
	
			
				 b.
			

			
	
			
			Default Level: 2.75% during the Commitment Purchase Period, subject to adjustment at any time by the Buyer.




		
			﻿
		

		 


		

			1

		


		

			 

		




 

			
	
			
				 c.
			

			
	
			
			Cumulative Default Level: Table 1 attached hereto during the Commitment Purchase Period, subject to adjustment at any time by the Buyer. 




		
			﻿
		

		
			The Buyer reserves the right to modify the Buyer Purchase Price Percentage and/or the Timeshare Portfolio Performance Event triggers, at any time during or after the Commitment Period for new fundings. Written notice of any change(s) in the Buyer Purchase Price Percentage and/or the Timeshare Portfolio Performance Event triggers will be provided by the Buyer to the Seller at least thirty (30) days in advance of the effective date thereof. Any change in the Delinquency Level, Default Level and/or Cumulative Default Level will be noted in the Buyer Commitment Purchase Confirmation or the Buyer Purchase Confirmation, as applicable. 
		

		
			﻿
		

		
			This letter is provided pursuant to the provisions of Section 2.1(b) of the Agreement. Capitalized terms not otherwise defined herein shall have the meaning ascribed thereto in the Agreement.
		

		
			﻿
		

		
			﻿
		

		
			[Signatures on Next Page]
		

		

		

		 


		

			2

		


		

			 

		




 

		
		

			
					
						﻿

					
					
						 

					
					
						 

				
	
					
						QUORUM FEDERAL CREDIT UNION, as Buyer

				
	
					
						By: /s/ Bruno Sementilli

				
	
					
						﻿

					
					
						Name: Bruno Sementilli

				
	
					
						﻿

					
					
						Title: President & CEO

				
	
					
						﻿

					
					
						Address:

					
					
						2500 Westchester Avenue

				
	
					
						﻿

					
					
						 

					
					
						Suite 411

				
	
					
						﻿

					
					
						 

					
					
						Purchase, NY 10577

				
	
					
						﻿

					
					
						Attention:

					
					
						President/CEO 

				
	
					
						﻿

					
					
						Telephone:

					
					
						914-641-3739

				
	
					
						﻿

					
					
						Facsimile:

					
					
						914-641-3777

				
	
					
						﻿

					
					
						 

					
					
						 

				



		
			﻿
		

			
					
						﻿

					
					
						 

					
					
						 

					
					
						 

				
	
					
						﻿

					
					
						 

					
					
						 

				
	
					
						ACKNOWLEDGED AND AGREED TO:

				
	
					
						﻿

					
					
						 

					
					
						 

				
	
					
						BRFC-Q 2010 LLC, as Seller

				
	
					
						By: /s/ Allan J. Herz

				
	
					
						﻿

					
					
						Name: Allan J. Herz

				
	
					
						﻿

					
					
						Title: President & Assistant Treasurer

				
	
					
						﻿

					
					
						 

					
					
						 

				
	
					
						﻿

					
					
						Address:

					
					
						4950 Communication Avenue

				
	
					
						﻿

					
					
						 

					
					
						Suite 900

				
	
					
						﻿

					
					
						 

					
					
						Boca Raton, Florida 33431

				
	
					
						﻿

					
					
						Attention:

					
					
						Allan J. Herz

				
	
					
						﻿

					
					
						Telephone:

					
					
						561-912-8210

				
	
					
						﻿

					
					
						Facsimile:

					
					
						561-912-8123

				



		
			﻿
		

		
			﻿
		

		
			﻿
		

		
			﻿
		

		
			﻿
		

		
			﻿
		

		

		

		 


		

			3

		


		

			 

		




 

		
		

		
			Table I
		

		
			Cumulative Default
		

		
			Levels
		

		
			﻿
		

			
					
						Month

					
					
						Cumulative Defaults

					
					
						Month

					
					
						Cumulative Defaults

					
					
						Month

					
					
						Cumulative Defaults

				
	
					
						1

					
					
						N/A

					
					
						41

					
					
						23.53%

					
					
						81

					
					
						33.69%

				
	
					
						2

					
					
						N/A

					
					
						42

					
					
						24.18%

					
					
						82

					
					
						33.78%

				
	
					
						3

					
					
						N/A

					
					
						43

					
					
						24.51%

					
					
						83

					
					
						33.86%

				
	
					
						4

					
					
						N/A

					
					
						44

					
					
						24.84%

					
					
						84

					
					
						33.94%

				
	
					
						5

					
					
						N/A

					
					
						45

					
					
						25.17%

					
					
						85

					
					
						34.01%

				
	
					
						6

					
					
						N/A

					
					
						46

					
					
						25.67%

					
					
						86

					
					
						34.08%

				
	
					
						7

					
					
						N/A

					
					
						47

					
					
						26.17%

					
					
						87

					
					
						34.15%

				
	
					
						8

					
					
						N/A

					
					
						48

					
					
						26.67%

					
					
						88

					
					
						34.22%

				
	
					
						9

					
					
						N/A

					
					
						49

					
					
						27.02%

					
					
						89

					
					
						34.28%

				
	
					
						10

					
					
						N/A

					
					
						50

					
					
						27.37%

					
					
						90

					
					
						34.34%

				
	
					
						11

					
					
						N/A

					
					
						51

					
					
						27.71%

					
					
						91

					
					
						34.40%

				
	
					
						12

					
					
						N/A

					
					
						52

					
					
						28.01%

					
					
						92

					
					
						34.45%

				
	
					
						13

					
					
						6.07%

					
					
						53

					
					
						28.30%

					
					
						93

					
					
						34.50%

				
	
					
						14

					
					
						6.86%

					
					
						54

					
					
						28.60%

					
					
						94

					
					
						34.55%

				
	
					
						15

					
					
						7.65%

					
					
						55

					
					
						29.22%

					
					
						95

					
					
						34.60%

				
	
					
						16

					
					
						8.55%

					
					
						56

					
					
						29.84%

					
					
						96

					
					
						34.65%

				
	
					
						17

					
					
						9.46%

					
					
						57

					
					
						30.46%

					
					
						97

					
					
						34.69%

				
	
					
						18

					
					
						10.36%

					
					
						58

					
					
						30.55%

					
					
						98

					
					
						34.74%

				
	
					
						19

					
					
						11.18%

					
					
						59

					
					
						30.65%

					
					
						99

					
					
						34.78%

				
	
					
						20

					
					
						12.01%

					
					
						60

					
					
						30.74%

					
					
						100

					
					
						34.82%

				
	
					
						21

					
					
						12.83%

					
					
						61

					
					
						30.89%

					
					
						101

					
					
						34.86%

				
	
					
						22

					
					
						13.43%

					
					
						62

					
					
						31.04%

					
					
						102

					
					
						34.89%

				
	
					
						23

					
					
						14.03%

					
					
						63

					
					
						31.19%

					
					
						103

					
					
						34.93%

				
	
					
						24

					
					
						14.64%

					
					
						64

					
					
						31.45%

					
					
						104

					
					
						34.96%

				
	
					
						25

					
					
						15.29%

					
					
						65

					
					
						31.72%

					
					
						105

					
					
						34.99%

				
	
					
						26

					
					
						15.94%

					
					
						66

					
					
						31.98%

					
					
						106

					
					
						35.02%

				
	
					
						27

					
					
						16.59%

					
					
						67

					
					
						32.11%

					
					
						107

					
					
						35.05%

				
	
					
						28

					
					
						17.26%

					
					
						68

					
					
						32.24%

					
					
						108

					
					
						35.08%

				
	
					
						29

					
					
						17.93%

					
					
						69

					
					
						32.37%

					
					
						109

					
					
						35.10%

				
	
					
						30

					
					
						18.60%

					
					
						70

					
					
						32.49%

					
					
						110

					
					
						35.13%

				
	
					
						31

					
					
						18.60%

					
					
						71

					
					
						32.61%

					
					
						111

					
					
						35.15%

				
	
					
						32

					
					
						18.98%

					
					
						72

					
					
						32.73%

					
					
						112

					
					
						35.18%

				
	
					
						33

					
					
						19.55%

					
					
						73

					
					
						32.86%

					
					
						113

					
					
						35.20%

				
	
					
						34

					
					
						19.98%

					
					
						74

					
					
						32.98%

					
					
						114

					
					
						35.22%

				
	
					
						35

					
					
						20.40%

					
					
						75

					
					
						33.10%

					
					
						115

					
					
						35.24%

				
	
					
						36

					
					
						20.82%

					
					
						76

					
					
						33.22%

					
					
						116

					
					
						35.26%

				
	
					
						37

					
					
						21.29%

					
					
						77

					
					
						33.33%

					
					
						117

					
					
						35.28%

				
	
					
						38

					
					
						21.75%

					
					
						78

					
					
						33.43%

					
					
						118

					
					
						35.30%

				
	
					
						39

					
					
						22.22%

					
					
						79

					
					
						33.52%

					
					
						119

					
					
						35.32%

				
	
					
						40

					
					
						22.87%

					
					
						80

					
					
						33.61%

					
					
						120

					
					
						35.33%

				



		
			﻿
		

		 


		

			4