WESTMARK MORTGAGE CORPORATION
FIRST AMENDMENT TO CREDIT AGREEMENT
AND FIRST AMENDMENT TO REVOLVING CREDIT NOTE
Household Financial Services, Inc.
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Gentlemen:
Reference is hereby made to that certain Credit Agreement dated as of
April 7, 1997 (the "Credit Agreement") between the undersigned, Westmark
Mortgage Corporation, a California Corporation (the "Borrower") and you (the
"Lender"). All capitalized terms used herein without definition shall have the
same meanings herein as such terms have in the Credit Agreement.
The Borrower has requested that the Lender increase the amount of the
Revolving Credit Commitment under the Credit Agreement from $5,000,000 to
$7,000,000 and the Lender is willing to do so under the terms and conditions set
forth in this Amendment.
1. AMENDMENTS.
Upon your acceptance hereof in the space provided for that purpose below.
the Credit Agreement and the Revolving Credit Note shall be and hereby are
amended as follows:
1 . Section 1.1 and Exhibit A of the Credit Agreement and the
Revolving Credit Note shall each be amended by deleting the amount "$5,000,000"
appearing therein and by substituting therefor the amount "$7,000,000".
2. Exhibit A to [he Credit Agreement and the Revolving Credit Note shall
each be amended by deleting the phrase "Five Million Dollars ($5,000,000)"
appearing therein and by substituting therefor the phrase "Seven Million Dollars
($7,000,000)" therefor.
2. CONDITIONS PRECEDENT.
The effectiveness of this Amendment is subject to the satisfaction of all
of the following conditions precedent:
(a) The Borrower and the Lender shall have executed and delivered this
Amendment.
(b) Legal matters incident to the execution and delivery of this
Amendment shall be satisfactory to the Lender and its counsel.
(c) The Lender shall have received copies (executed or certified, as may
be appropriate) of all legal documents or proceedings taken in connection
with the execution and delivery of this Amendment to the extent the Lender or
its counsel may reasonably request.
3. REPRESENTATIONS.
In order to induce the Lender to execute and deliver this Amendment, the
Borrower hereby represents to the Lender that as of the date hereof, the
representations and warranties set forth in Section 6 of the Credit Agreement
are and shall be and remain true and correct (except that the representations
contained in Section 5.5 shall be deemed to refer to the most recent financial
statements of the Borrower delivered to the Lender) and the Borrower is in full
compliance with all of the terms and conditions of the Credit Agreement and no
Default or Event of Default has occurred and is continuing under the Credit
Agreement or shall result after giving effect to this Amendment.
4. MISCELLANEOUS
(a) The Borrower has heretofore executed and delivered to the Lender that
certain Security and Collateral Agency Agreement dated as of April 7, 1997 (the
"Security Agreement") and the Borrower hereby acknowledges and agrees that,
notwithstanding the execution and delivery of this Amendment, the Security
Agreement remains in full force and effect and the rights and remedies of the
Lender thereunder, the obligations of the Borrower thereunder and the liens and
security interests created and provided for thereunder remain in full force and
effect and shall not be affected, impaired or discharged hereby. Nothing herein
contained shall in any manner affect or impair the priority of the liens and
security interests created and provided for by the Security Agreement as to the
indebtedness which would be secured thereby prior to giving effect to this
Amendment.
(b) Except as specifically amended herein, the Credit Agreement and
Revolving Credit Note shall continue in full force and effect in accordance with
their original terms. Reference to this specific Amendment need not be made in
the Credit Agreement, the Notes, or any other instrument or document executed in
connection therewith, or in any certificate, letter or communication issued or
made pursuant to or with respect to the Credit Agreement or the Revolving Credit
Note, any reference in any of such items to the Credit Agreement or the
Revolving Credit Note being sufficient to refer to the Credit Agreement or the
Revolving Credit Note as amended hereby. The Borrower hereby affirms its promise
to pay all principal of and interest on the Revolving Credit Note as amended
hereby.
(c) The Borrower agrees to pay on demand all costs and expenses of or
incurred by the Lender in connection with the negotiation, Preparation,
execution and delivery of this Amendment, including the fees and expenses of
counsel for the Lender.
(d) This amendment may be executed in any number of counterparts, and by
the different parties on different counterpart signature pages, all of which
taken together shall constitute one and the same agreement. any of the parties
hereto may execute this Amendment by signing any such counterpart and each of
such counterparts shall for all purposes be deemed to be an original. this
Amendment shall be governed by the internal laws of the State of Illinois.
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Dated as of September 20, 1997.
WESTMARK MORTGAGE CORPORATION
By: /s/ ▇▇▇▇▇▇ Story, III
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Its: President
Accepted and agreed to in Prospect Heights, Illinois as of the date and
year last above written.
HOUSEHOLD FINANCIAL SERVICES, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
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Its: Vice President