AMENDMENT NO. 1 TO THE SERIES 1995-1 SUPPLEMENT
AMENDMENT
NO. 1 TO
THE
SERIES
1995-1
SUPPLEMENT
THIS
AMENDMENT NO. 1 (this "Amendment") is made as of March 27, 1996, by
and among Navistar Financial Securities Corporation, a Delaware corporation
("NFSC"), Navistar Financial Corporation, a Delaware corporation ("NFC"),
and
The Bank of New York, a New York banking corporation, as Master Trust Trustee
(the "Master Trust Trustee").
NFSC,
as
Seller, NFC, as Servicer, and the Master Trust Trustee are parties to a Series
1995-1 Supplement (the "Series Supplement") dated as of June 8, 1995 to the
Pooling and Servicing Agreement dated as of June 8, 1995 among NFSC, as Seller,
NFC, as Servicer, the Master Trust Trustee and Chemical Bank, as 1990 Trust
Trustee. In order to ensure that the Master Trust Trustee has
sufficient funds to pay Monthly Interest to the Series 1995-1
Certificateholders, the Seller, the Servicer and the Master Trust Trustee
have
agreed to amend the Series Supplement in the manner set forth
herein. Capitalized terms used herein but not otherwise defined have
the meanings set forth in the Series Supplement.
1. Amendment
to Section
2.01. Section 2.01 of the Series Supplement is hereby amended
by adding the following definitions immediately after the definition of "Monthly
Interest":
'"Monthly
Interest Reserve Amount" shall mean, with respect to each Distribution Date
related to a Due Period commencing prior to the 1990 Trust Termination Date,
$300,000.
'"Monthly
Interest Reserve Deposit Amount" shall mean, with respect to each Distribution
Date related to a Due Period commencing prior to the 1990 Trust Termination
Date, the excess, if any, of (a) the Monthly Interest Reserve Amount for
such
Distribution Date over (b) the amount of funds on deposit in the Spread Account
on such Distribution Date.
2. Amendment
to Section
4.02. Section 4.02(b)(i) of the Series Supplement is hereby
amended by adding the following sentence immediately prior to the last sentence
of such Section:
"Effective
as of March __, 1996, the Seller shall cause $300,000 of its funds to be
deposited in the Spread Account."
3. Amendment
to Section
4.03. Section
4.03 of the Series Supplement is hereby amended as follows:
3.1 The
paragraph heading to Section 4.03 is hereby deleted in its entirety and replaced
with the following:
"Applications
of Class A-4
Investor Collections and 1990 Trust Excess Servicing Amounts Prior to the
1990
Trust Termination Date"
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3.2 Clause
(a) of Section 4.03 is hereby amended in its entirety and replaced with the
following:
"(a) Class
A-4 Investor
Certificate Interest Collections. On each Distribution Date
related to a Due Period commencing prior to the 1990 Trust Termination Date,
the
Master Trust Trustee, acting in accordance with instructions from the Servicer,
shall apply Class A-4 Investor Certificate Interest Collections for such
Due
Period and Investment Income for the related Distribution Period in the
following amounts and in the following order of priority:
(i
) Monthly
Interest. An amount equal to Monthly Interest for the related
Distribution Period plus any Monthly Interest
due
with respect to any prior Distribution Period not previously distributed
to the
Series 1995-1 Certificateholders on a prior Distribution Date, plus to the extent
permitted
by law, interest at the Certificate Rate that has accrued on Monthly Interest
that was due pursuant to this clause (i) but was not previously distributed
to
the Series 1995-1 Certificateholders on a prior Distribution Date shall be
deposited in the Distribution Account.
(ii) Spread
Account. An amount equal to the Monthly Interest Reserve
Deposit Amount (as reduced by the amount of any deposit made pursuant to
Section
4.03(c)) shall be deposited in the Spread Account.
(iii) Negative
Carry Reserve Fund
Deposit Amount. For any Distribution Date related to a
Due Period occurring during an Investment Period or an Early Amortization
Period, an amount equal to the Negative Carry Reserve Fund Deposit Amount
shall
be deposited in the Negative Carry Reserve Fund.
(iv) Allocation
to
Seller. Any remaining Class A-4 Investor Certificate Interest
Collections for the related Due Period and Investment Income for the related
Distribution Period shall be allocated and paid to the
Seller.
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If
Class
A-4 Investor Certificate Interest Collections for the related Due Period
and
Investment Income for the related Distribution Period are not sufficient
to make
all distributions required by Section 4.03(a)(i), the Master Trust Trustee
shall
withdraw funds from the Spread Account to the extent of such insufficiency
and
apply such funds in the same manner as Class A-4 Investor Certificate Interest
Collections pursuant to Section 4.03(a)(i).
If
during
any Investment Period or Early Amortization Period, Class A-4 Investor
Certificate Interest Collections for the related Due Period, Investment Income
for the related Distribution Period and amounts on deposit
in the Spread Account (after giving effect to deposits made pursuant to clause
(ii) above and Section 4.03(c)) are not sufficient to make all distributions
required by Section 4.03(a)(i), the Master Trust Trustee shall withdraw funds
from the Negative Carry Reserve Fund to the extent of such insufficiency
and
apply such funds in the same manner as Class A-4 Investor Certificate Interest
Collections pursuant to Section 4.03(a)(i). The Negative Carry
Subordinated Amount shall be reduced by the product of (i) the amount so
applied
and (ii) 1.00 plus the
Subordinated Percentage."
3.3 The
following paragraph is added as a new paragraph (c) to Section
4.03:
(c) Deposit
in Spread
Account. On each Distribution Date related to a
Due Period commencing prior to the 1990 Trust Termination Date, the Master
Trust
Trustee, acting in accordance with instructions from the Servicer, shall,
out of
1990 Trust Excess Servicing Amounts otherwise payable to the Seller on the
immediately preceding Transfer Date pursuant to Section 4.07 of the Pooling
and
Servicing Agreement, deposit in the Spread Account an amount equal to the
Monthly Interest Reserve Deposit Amount (calculated before giving effect
to
deposits made pursuant to clause (ii) of paragraph (a) above).
5. Miscellaneous. This
Amendment shall be construed in accordance with the internal laws of the
State
of Illinois, without reference to its conflict of law provisions, except
that
the obligations, rights and remedies of the Master Trust Trustee shall be
determined in accordance with the internal laws of the State of New York,
without regard to conflict of law provisions. This Amendment may be
executed in two or more counterparts, each of which shall be an original,
but
all of which together constitute one and the same instrument. The
provisions of this Amendment shall be deemed to be incorporated in, and made
a
part of, the Series Supplement; and the Series Supplement, as amended by
this
Amendment, shall be read, taken and construed as one and the same
instrument. Promptly after the execution of this Amendment the Master
Trust Trustee shall furnish written notification of the substance of this
Amendment to each Series 1995-1 Certificateholder.
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IN
WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to the
Series 1995-1 Supplement to be duly executed by their respective officers
as of
the date first written above.
NAVISTAR
FINANCIAL SECURITIES CORPORATION
as
Seller
By: ______________________________________
Its: ______________________________________
NAVISTAR
FINANCIAL CORPORATION
as
Servicer
By: ______________________________________
Its: ______________________________________
THE
BANK
OF NEW YORK
as
Master
Trust Trustee
By: ______________________________________
Its: ______________________________________
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