the Buyer in form and substance:
(A)
THIS AMENDMENT, EXECUTED AND DELIVERED BY A
DULY AUTHORIZED OFFICER OF THE BUYER AND SELLERS;
(B)
SUCH OTHER DOCUMENTS AS THE BUYER OR COUNSEL
TO THE BUYER MAY REASONABLY REQUEST.
SECTION 3.
REPRESENTATIONS AND WARRANTIES. EACH
OF THE SELLERS HEREBY REPRESENTS AND WARRANTS TO THE BUYER THAT THEY ARE IN
COMPLIANCE WITH ALL THE TERMS AND PROVISIONS SET FORTH IN THE REPURCHASE
AGREEMENT ON THEIR 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 EXISTING
REPURCHASE AGREEMENT.
SECTION 4.
LIMITED EFFECT. EXCEPT AS EXPRESSLY
AMENDED AND MODIFIED BY THIS AMENDMENT, THE 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]
8
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/ Bruce S. Kaiserman
Name: Bruce S. Kaiserman
Title: Vice President
Seller:
FIELDSTONE MORTGAGE COMPANY,
as Seller
By:
/s/ Mark C. Krebs
Name: Mark C. Krebs
Title: Sr. Vice President & Treasurer
Seller:
FIELDSTONE INVESTMENT
CORPORATION,
as Seller
By:
/s/ Mark C. Krebs
Name: Mark C. Krebs
Title: Sr. Vice President & Treasurer