Area 5

Find. Section 9.3 of the Existing Master Repurchase Agreement is hereby amended by deleting subsections (g), (m) and (n) in their entirety and replacing them with the following:

(g) any improvement in any material regard to the underwriting direction pertaining to help you Eligible Mortgages hereunder, otherwise correspondent assistance (as well as, as opposed to restrict the fresh new correspondent approval process) from Vendor that are offered as of the Effective Time;

(m) in spite of the original sentence of this Section as well as in one enjoy no after than just thirty (30) days? past authored see so you’re able to Visitors, people (i) New York title loan near me change to the region of its leader place of work/captain place of business regarding one given into the Section 8.1(t), (ii) improvement in title, identity otherwise business construction (or even the similar) otherwise improvement in the spot in which Provider maintains their ideas having respect toward Ordered Property or one Bought Situations, or (iii) reincorporation or reorganization out of Vendor underneath the regulations of another legislation;

(n) people (i) procedure non-financial sanctions levied against Merchant; (ii) penalties or charges levied up against Supplier in excess of $[***] myself incurred down seriously to Supplier?s tips otherwise omission to behave; (iii) one improvement in Approval standing of Provider otherwise (iv) the beginning of every issue non-program Service Review, research or perhaps the place of any step against Supplier, in each matter-of clauses (i), (ii) and you may (iv), from the any Agency, HUD, the latest FHA, the fresh new Va and/or RD otherwise people supervisory or regulatory Political Power overseeing or regulating the fresh origination otherwise repair away from mortgages by, or the issuer or seller reputation out-of, Seller;

9.18 Of good use Ownership Certification. Seller shall at all times either (i) ensure that the Seller has delivered to Buyer a Beneficial Ownership Certification, if applicable, and that the information contained therein is true and correct in all respects, or (ii) deliver to Buyer an updated Beneficial Ownership Certification within five (5) Business Days following the date on which the information contained in any previously delivered Beneficial Ownership Certification ceases to be true and correct in all respects.

10.1 Loans. Seller shall not incur any additional material Debt in excess of $[***] without the prior written consent of Buyer, other than (i) the Existing Debt, (ii) Debt incurred in connection with a repurchase agreement, warehouse facility or similar credit facility or mortgage servicing or servicing advance facility, (iii) Debt incurred with Buyer or its Affiliates, and (iv) usual and customary accounts payable for a mortgage company.

Part 4

10.3 Obligations and you will Subordinated Financial obligation. Seller shall not, either directly or indirectly, without the prior written consent of Buyer, pay any Debt or Subordinated Debt if such payment shall cause a Potential Default or Event of Default. Further, if an Event of Default shall have occurred and for as long as such is occurring, Seller shall not, either directly or indirectly, without the prior written consent of Buyer, make any payment of any kind thereafter on such Debt or Subordinated Debt until all obligations of Seller hereunder have been paid and performed in full.

SECTION 7. Transactions which have Associates. Section 10.7 of the Existing Master Repurchase Agreement is hereby amended by deleting such section in its entirety and replacing it with the following:

10.7 Purchases that have Associates. Other than with respect to a Permitted Affiliate Transaction, Seller shall not, directly or indirectly, enter into any transaction with its Affiliates, without the prior written consent of Buyer, including, without limitation, (a) transferring, selling, pledging, assigning or otherwise disposing of any of its assets to or on behalf of an Affiliate, (b) purchasing or acquiring assets from an Affiliate, or (c) paying management fees to or on behalf of an Affiliate; provided, however, that Seller may, without the