exv10w18



 







Exhibit 10.18




AMENDMENT NO. 4

TO MASTER REPURCHASE AGREEMENT




          AMENDMENT NO. 4, dated as of July 6, 2006 (this “Amendment”), to that certain Master
Repurchase Agreement, dated as of December 12, 2005 (as previously amended, restated, supplemented
or otherwise modified, the “Existing Repurchase Agreement”; as modified hereby and as
further amended, restated, supplemented or otherwise modified and in effect from time to time, the
“Repurchase Agreement”), by and among NC CAPITAL CORPORATION, NEW CENTURY MORTGAGE
CORPORATION, NC ASSET HOLDING, L.P. (successor by conversion to NC Residual II Corporation),
HOME123 CORPORATION and NEW CENTURY CREDIT CORPORATION (collectively, the “Sellers”, each,
a “Seller”), MORGAN STANLEY BANK (“MSB”) and MORGAN STANLEY MORTGAGE CAPITAL INC.
(“MSMCI”, together with MSB, collectively, the “Buyers”, each, a “Buyer”,
and as the agent for the Buyers, in such capacity, the “Agent”). Capitalized terms used
but not otherwise defined herein shall have the meanings given to them in the Existing Repurchase
Agreement. Unless otherwise stated, all article and section references used herein refer to the
corresponding parts of the Existing Repurchase Agreement.




RECITALS




          The Sellers, the Buyers and the Agent are parties to the Existing Repurchase Agreement.




          The Sellers, the Buyers and the Agent have agreed, subject to the terms and conditions hereof,
that the Existing Repurchase Agreement shall be modified as set forth in this Amendment.




          NOW, THEREFORE, in consideration of the premises and for other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged, the Sellers, the Buyers
and the Agent hereby agree as follows:




          SECTION 1. Amendments.




          1.1 Any and all references in the Repurchase Documents to “30/40 Mortgage Loan” or “30/40
Mortgage Loans” are hereby deleted and replaced with equivalent references to “40/30 Mortgage Loan”
or “40/30 Mortgage Loans.”




          1.2 Section 1.01 is hereby modified by inserting in proper alphabetical order the following
new defined term:





     “‘50/30 Mortgage Loan’ means an Eligible Mortgage Loan which has an original
term to maturity of not more than thirty years from commencement of amortization, based upon
a fifty year amortization schedule with a balloon payment in year thirty.”



 









 





          1.3 Schedule 1 is hereby modified by deleting the last two sentences of subpart (s) in their
entirety and inserting the following in lieu thereof:





   “The Mortgage Note is payable on the first day of each month in equal monthly
installments of principal and interest (except that (i) if the related Purchased Loan is an
interest-only loan, no installments of principal shall be payable during the interest-only
period and (ii) if the related Purchased Loan is a ‘balloon’ mortgage loan, a ‘balloon’
payment shall be due on the stated maturity date), which installments of interest, with
respect to adjustable rate Purchased Loans, are subject to change due to the adjustments to
the Mortgage Interest Rate on each Interest Rate Adjustment Date, with interest calculated
and payable in arrears, sufficient to amortize the Purchased Loan fully by the stated
maturity date, over an original term of not more than thirty (30) years from the
commencement of amortization (except with respect to any 40/30 Mortgage Loans and 50/30
Mortgage Loans). No 40/30 Mortgage Loan or 50/30 Mortgage Loan has a balloon payment due
prior to the date which is 30 years following the origination date.”



          1.4 Schedule 1 is hereby modified by deleting the parenthetical in the last sentence of
subpart (bb) in its entirety and inserting the following parenthetical in lieu thereof:




          “(except with respect to 40/30 Mortgage Loans or 50/30 Mortgage Loans)”




          SECTION 2. Conditions Precedent. This Amendment shall become effective on the first
date (the “Amendment Effective Date”) on which all of the following conditions precedent
shall have been satisfied:




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




          (a) Amendment. This Amendment, executed and delivered by a duly authorized officer of
each of the Sellers, the Buyers and the Agent;




          (b) Other Documents. Such other documents as the Agent or counsel to the Agent may
reasonably request.




          2.2 No Default. On the Amendment Effective Date, (i) each Seller shall be in
compliance with all of the terms and provisions set forth in the Existing Repurchase Agreement on
its part to be observed or performed, (ii) all of the representations and warranties made and
restated by each Seller pursuant to Section 3 of this Amendment shall be true and complete on and
as of such date with the same force and effect as if made on and as of such date and (iii) no
Default or Event of Default shall have occurred and be continuing on such date.




          SECTION 3. Representations and Warranties. Each Seller hereby represents and warrants
to the Agent and the Buyers that it is in compliance with all of the terms and provisions set forth
in the Repurchase Documents on its part to be observed or performed and that no Default or Event of
Default has occurred or is continuing. Each Seller hereby confirms




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and reaffirms the representations and warranties contained in Section 6 of the Repurchase
Agreement.




          SECTION 4. Limited Effect. Except as expressly 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; provided, however, that upon the Amendment Effective
Date, all references therein and herein to the “Repurchase Documents” shall be deemed to include,
in any event, this Amendment and each reference to the Repurchase Agreement in any of the
Repurchase Documents shall be deemed to be a reference to the Existing Repurchase Agreement as
modified hereby.




          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. Delivery of an executed signature page of
this Amendment in Portable Document Format (PDF) or by facsimile transmission shall be effective as
delivery of an executed original counterpart of this Amendment.




          SECTION 6. GOVERNING LAW. THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED AND
INTERPRETED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.




[SIGNATURES FOLLOW]




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          IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed and
delivered as of the day and year first above written.




	 	 	 	 	 
	 	

SELLERS 



NC CAPITAL CORPORATION

 	 
	 	By:  	/s/ Kevin Cloyd
 	 
	 	 	Name:  	Kevin Cloyd 	 
	 	 	Title:  	President 	 
	 



	 	 	 	 	 
	 	

NEW CENTURY MORTGAGE CORPORATION

 	 
	 	By:  	/s/ Kevin Cloyd
 	 
	 	 	Name:  	Kevin Cloyd 	 
	 	 	Title:  	Executive Vice President 	 
	 



	 	 	 	 	 
	 	

NC ASSET HOLDING, L.P.

 	 
	 	By:  	NC DELTEX, LLC, its general partner
 	 
	 	 	 
	 	By:  	NC Capital Corporation, its sole member
and manager
 	 
	 	 	          	 	 
	 	By:  	                                             /s/ Kevin Cloyd
 	 
	 	 	Name:  	Kevin Cloyd 	 
	 	 	Title:  	President 	 
	 



	 	 	 	 	 
	 	

HOME123 CORPORATION

 	 
	 	By:  	/s/ Kevin Cloyd
 	 
	 	 	Name:  	Kevin Cloyd 	 
	 	 	Title:  	Executive Vice President 	 




[Amendment
No. 4 to New Century Repurchase Agreemennt].




 









 






	 	 	 	 	 



	 	 	 	 	 
	 	

NEW CENTURY 
CREDIT CORPORATION

 	 
	 	By:  	/s/ Kevin Cloyd
 	 
	 	 	Name:  	Kevin Cloyd 	 
	 	 	Title:  	President 	 




[Amendment
No. 4 to New Century Repurchase Agreemennt].




 









 






	 	 	 	 	 



	 	 	 	 	 
	 	

MORGAN STANLEY BANK,
as a Buyer

 	 
	 	By:  	/s/ Deborah P. Goodman
 	 
	 	 	Name:  	Deborah P. Goodman 	 
	 	 	Title:  	VP 	 
	 



	 	 	 	 	 
	 	

MORGAN STANLEY MORTGAGE CAPITAL INC.,
 as a Buyer and as the Agent

 	 
	 	By:  	/s/ Deborah P. Goodman
 	 
	 	 	Name:  	Deborah P. Goodman 	 
	 	 	Title:  	VP 	 
	 



[Amendment
No. 4 to New Century Repurchase Agreemennt].