SECOND AGREEMENT OF AMENDMENT
SECOND AGREEMENT OF AMENDMENT, dated as of September 23, 2003 (this “ Amendment ”), by and between, The
First American Corporation, a California corporation (“ First American ”), for itself and on behalf of the First American
Subsidiaries (as defined below), and Experian Information Solutions, Inc., an Ohio corporation (“ Experian ”; First American,
together with Experian, each a “ Party ” and, collectively, the “ Parties ”).
W I T N E S S E T H :
WHEREAS, First American, certain subsidiaries of First American (the “ First American Subsidiaries ”) and Experian are
parties to that certain Contribution and Joint Venture Agreement, made as of November 30, 1997 (the “ Original Contribution
Agreement ”), as amended by that certain Agreement of Amendment, dated June 30, 2003, by and between First American and
Experian (the “ First Amendment ”; the Original Contribution Agreement, as amended by the First Amendment, the “
Contribution Agreement ”);
WHEREAS, First American, the First American Subsidiaries and Experian are parties to that certain Operating Agreement
for First American Real Estate Solutions, a California limited liability company (“ FARES ”), dated as of November 30, 1997 (the “
Original Operating Agreement ”), as amended by the First Amendment (the Original Operating Agreement, as amended by the
First Amendment, the “ Operating Agreement ”);
WHEREAS, FARES is currently in negotiations with Transamerica Finance Corporation, a Delaware corporation, to acquire
all of the equity interests in Transamerica Real Estate Tax Service, a Delaware corporation, and Transamerica Flood Hazard
Certification, Inc., a Delaware corporation, or any successor entity or entities thereto (the “ TA Transaction ”).
WHEREAS, the Parties desire to amend the Contribution Agreement and the Operating Agreement as provided herein.
NOW, THEREFORE, in consideration of the premises and of the mutual agreements herein contained, the par