EXHIBIT 10.7
AGREEMENT FOR ADMINISTRATIVE SERVICES
This AGREEMENT FOR ADMINISTRATIVE SERVICES is made and entered into
between and among Collateral Mortgage, Ltd., an Alabama Limited Partnership with
its principal place of business at 1900 Crestwood Boulevard, Irondale, Alabama,
and New South Federal Savings Bank, a Federally Chartered Savings Bank with its
principal place of business at 2000 Crestwood Boulevard, Irondale, Alabama,
Collat, Inc., a corporation incorporated under the laws of the State of Alabama,
Collateral Investment Corp., a corporation incorporated under the laws of the
State of Delaware, Southwide Life Insurance Corp., a corporation incorporated
under the laws of the State of Alabama, Triad Guaranty Insurance Corporation, a
corporation incorporated under the laws of the State of Illinois, and Collateral
Agency, Inc., a corporation incorporated under the laws of the State of Alabama;
and,
WHEREAS, Collateral Mortgage, Ltd. makes available certain
administrative and other services for all of the aforementioned business
entities; and,
WHEREAS, the managements of the business concerns set forth above have
determined that it is desirable and in the best interest of each said business
entity to enter into a contractual agreement with Collateral Mortgage, Ltd. for
administrative services subject to the terms and conditions hereinbelow set
forth.
NOW, THEREFORE, in consideration of the premises and mutual agreements
herein contained and for other good and valuable considerations moving from and
to each of the parties, it is agreed by and between the parties as follows:
ARTICLE I
All administrative services to be performed under this Agreement shall
be for an initial term of twelve (12) months, beginning on January 1, 1991 and
shall automatically renew on each anniversary for a like period under the terms
and conditions hereof, unless any party hereto extends written notice at least
sixty (60) days prior to the end of any term of its intent not to renew this
Agreement for another term.
ARTICLE II
Costs of Administrative services not otherwise specifically provided for
by separate agreements between Collateral Mortgage, Ltd. and the other parties
to this agreement which are provided by one business entity to another business
entity shall be shared as follows:
a. Only reasonable, customary and usual charges for services rendered by
one entity for the benefit of another entity may be shared under this
Agreement.
b. Only actual costs (or reasonable estimates thereof) may be shared
among entities under this Agreement.
c. Only costs for services actually rendered by one entity to another
entity may be shared under this Agreement.
d. When costs cannot be definitively determined, reasonable estimates of
such costs may be determined on the basis of generally accepted
accounting principles.
No part of this Agreement is intended to transfer substantial control of
any business entity to another entity. No part of this Agreement is intended to
provide for remuneration from one entity in addition to the compensation by way
of salary to management or other personnel received directly from another
entity.
ARTICLE III
This Agreement for Administrative Services may be amended from time to
time by the parties.
IN WITNESS WHEREOF, the parties hereto have hereunto signed, sealed and
acknowledged this AGREEMENT FOR ADMINISTRATIVE SERVICES effective the 1st day of
January, 1991.
ATTEST: COLLATERAL MORTGAGE, LTD.
/s/ Darlene Moore By /s/ David W. Whitehurst
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Secretary Title Vice President and Controller
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COLLAT, INC.
/s/ Darlene Moore By /s/ Charles T. Wall
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Secretary Title Vice President
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COLLATERAL AGENCY, INC.
/s/ Darlene Moore By /s/ David W. Whitehurst
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Secretary Title Vice President and Controller
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ATTEST: NEW SOUTH FEDERAL SAVINGS BANK
/s/ Pam Bishop By /s/ David W. Whitehurst
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Asst. Secretary Title Vice President and Controller
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SOUTHWIDE LIFE INSURANCE CORP.
/s/ Darlene Moore By /s/ David W. Whitehurst
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Secretary Title Vice President and Controller
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TRIAD GUARANTY INSURANCE CORPORATION
/s/ Darlene Moore By /s/ David W. Whitehurst
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Asst. Secretary Title Vice President
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COLLATERAL INVESTMENT CORP.
/s/ Darlene Moore By /s/ David W. Whitehurst
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Secretary Title Vice President and
Assistant Secretary
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