Exhibit 10.1
CONFIDENTIAL TREATMENT REQUESTED
INFORMATION FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED IS OMITTED AND IS IDENTIFIED BY THREE ASTERISKS, AS FOLLOWS “* * *”, AN UNREDACTED VERSION OF THIS DOCUMENT HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
TERMS AGREEMENT
Franklin Credit Management Corp.
101 Hudson Street, 25th Floor
Jersey City, NJ 07302
February 8, 2012
Bosco Credit II Trust Series 2010-1
c/o Deutsche Bank National Trust Company
1761 East St. Andrew Place
Santa Ana, CA 92705
Re: Terms Agreement
Dear Sirs:
This Terms Agreement between Franklin Credit Management Corporation (the “Servicer”) and Bosco Credit II Trust Series 2010-1 (the “Owner”) sets forth our agreement pursuant to which the Servicer has agreed to service, on sub-servicing and actual/actual basis, those certain mortgage loans (the “Mortgage Loans”) identified in Exhibit A (“Mortgage Loan Schedule”) hereto, on behalf of the Owner and commencing on the Effective Date below.
The servicing of the Mortgage Loans as contemplated herein shall be governed by that certain Loan Servicing Agreement dated and made effective as of November 19, 2010, between the Owner and the Servicer (as amended herein and otherwise, the “Agreement”). By executing this Terms Agreement, each of the Owner and the Servicer again makes, with respect to itself and each Mortgage Loan as of the related Effective Date or such other date as indicated in the Agreement all of the covenants, representations and warranties made by each such party in the Agreement, except as the same may be amended by this Terms Agreement.
All exhibits hereto are incorporated herein in their entirety. All capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Agreement. In the event there exists any inconsistency between the Agreement, or this Terms Agreement, this Terms Agreement shall be controlling notwithstanding anything contained in the Agreement to the contrary.
1. Defined Terms.
As used in the Agreement for the Mortgage Loans, the following defined terms shall have meanings set forth below.
a. “Cut-off Date” means April 1, 2012, or such other date as mutually agreed by the Servicer and the Owner.
b. “Effective Date” means April 1, 2012, or such other date as mutually agreed by the Servicer and the Owner.
c. “Servicing Fee” and “Servicing Fee Rate” each mean (i) a monthly per loan fee of $***, for Mortgage Loans *** days past due, and (ii) ***% of net collection dollars, for Mortgage Loans greater than or equal to *** days contractually delinquent.
Kindly acknowledge your agreement to the terms of this Terms Agreement by signing in the appropriate space below and returning this Terms Agreement to the undersigned. Facsimile or other scanned image signatures shall be deemed valid and binding to the same extent as the original. It is acknowledged that the Certificate Trustee is executing and delivering this Terms Agreement in such capacity pursuant to a direction letter and all actions taken by the Certificate Trustee are covered by the indemnification provisions in favor of the Trustee under the Master Trust Agreement (as defined in such direction letter) and as contemplated under Section 11.13 of the Agreement.
| | Very truly yours, Franklin Credit Management Corporation |
| | By: | /s/ Jimmy Yan |
| | Name: | Jimmy Yan |
| | Title: | EVP, Managing Director of Servicing and Recovery |
| | | |
Accepted and Agreed: Bosco Credit II Trust Series 2010-1 By: DEUTSCHE BANK NATIONAL TRUST COMPANY, not in its individual capacity but solely as Certificate Trustee under the Master Trust Agreement | |
| | |
| By: | /s/ Hang Luu | |
| Name: | Hang Luu | |
| Title: | Authorized Signer | |
| Date: | | |
| And By: | /s/ Marion Hogan |
| Name: | Marion Hogan |
| Title: | Associate |
| Date: | |
Exhibit A
MORTGAGE LOAN SCHEDULE
