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AMENDMENT TO
NONEXCLUSIVE LIMITED ASSIGNMENT
This Amendment is to the Nonexclusive Limited Assignment, dated
September 20, 1996, between Trendwest Resorts, Inc., and Eagle Crest, Inc. who
entered into the Nonexclusive Limited Assignment as Eagle Crest Partners, Ltd.
This Amendment is made pursuant to Section 5.2 of the Nonexclusive
Limited Assignment, which provides that "no supplement, modification or
amendment of this Assignment shall be binding unless in a writing executed by
each of the parties."
Capitalized terms used, but not otherwise defined herein, shall have the
same meanings assigned to such terms in the Nonexclusive Limited Assignment.
Section 3.5 ("Trendwest Fee") of the Nonexclusive Limited Assignment is hereby
deleted in its entirety, and replaced with the following:
3.5 Trendwest Fee. As its sole compensation for servicing
promissory notes resulting from Developer's sale of WorldMark Vacation
Credits, Trendwest shall be entitled to retain all interest collected by
Trendwest on said promissory notes. Developer agrees to repurchase all
such promissory notes that are in default immediately upon demand by
Trendwest for the then current principal balance due.
All other terms of the Nonexclusive Limited Assignment shall remain unchanged.
In the event this Amendment conflicts with the Nonexclusive Limited Assignment,
this Amendment shall prevail.
The individuals signing this Amendment are signing in a representative capacity
for the entity whose name is set forth immediately above their signature, and
said individuals hereby warrant that they have been expressly authorized to sign
this Amendment on behalf of such entity.
TRENDWEST: DEVELOPER:
TRENDWEST RESORTS, INC. EAGLE CREST, INC.
By: ______________________________ By: ______________________________
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇, President ▇▇▇▇▇ ▇▇▇▇▇▇, President
Date: ____________________________ Date: ____________________________