Form of Pricing Side Letter by and among Angel Oak Mortgage REIT, Inc and Global Investment Bank 2 dated March 28, 2024

3344 Peachtree Road NE, Suite 1725

Atlanta, Georgia 30326

Attention: Phil Hong

Email: allpm-wholeloans@angeloakcapital.com

Re:    Pricing Side Letter

Reference is hereby made to, and this Pricing Side Letter (the “Pricing Side Letter”) is hereby incorporated by reference into, the Master Repurchase Agreement, dated as of March 28, 2024 (as may be amended, restated, supplemented or otherwise modified from time to time, the “Repurchase Agreement”), by and among * Global Investment Bank 2, as buyer (“Buyer”), AOMR TRS SPE, LLC, a Delaware limited liability company, as seller (“Seller”), and Spruce Mortgage Trust, a Delaware statutory trust, as trust subsidiary (“Trust Subsidiary”). Any capitalized term used but not defined herein shall have the meaning assigned to such term in the Repurchase Agreement.

“Accrual Period” means, (i) with respect to any Payment Date (other than the first Payment Date), the period commencing on and including the Payment Date preceding such Payment Date and ending on and including the day preceding such Payment Date and (ii) in the case of the first Payment Date, the period commencing on the Effective Date ending on and including the day preceding such first Payment Date.

“Actual Purchase Price Percentage” means with respect to any Transaction, a percentage equal to the lesser of (i) the Purchase Price Percentage for such Transaction and (ii) a percentage designated by Seller in its sole discretion and set forth in the Confirmation for such Transaction.

“Applicable Margin” means, with respect to each category of Mortgage Loans identified in clauses (i) through (iv) of the definition of Pricing Rate, the corresponding percentages used in the applicable clause.

“Asset Value” means, for each Underlying Mortgage Loan, as of any date of determination, the least of (i) the Market Value of such Underlying Mortgage Loan as of such date of determination, (ii) the Cost-Basis Value of such Underlying Mortgage Loan and (iii) 100% of the unpaid principal balance of such Underlying Mortgage Loan as of such date of determination; provided, however, that (a) any Underlying Mortgage Loan that is not an Eligible Mortgage Loan will have an Asset Value of zero ($0) Dollars and (b) any Trust Interest that is not an Eligible Trust Interest will have an Asset Value of zero ($0) Dollars.

“Base Rate” means as of any date of determination, a rate per annum equal to the greater of (i) the Prime Rate in effect on such date and (ii) the sum of (A) Federal Funds Rate in effect on such date, plus (B) * basis points (*%), plus (C) the Applicable Margin. Any change in the Base Rate

due to a change in the Prime Rate or the Federal Funds Rate shall be effective on the effective day of such change in the Prime Rate or the Federal Funds Rate, respectively.

“Cash Equivalents” means (a) securities with maturities of thirty (30) years or less from the date of acquisition issued or fully guaranteed or insured by the United States Government or any agency thereof, (b) certificates of deposit and eurodollar time deposits with maturities of ninety (90) days or less from the date of acquisition and overnight bank deposits of Buyer or of any commercial bank having capital and surplus in excess of $500,000,000, (c) repurchase obligations of Buyer or of any commercial bank satisfying the requirements of clause (b) of this definition, having a term of not more than seven (7) days with respect to securities issued or fully guaranteed or insured by the United States Government, (d) commercial paper of a domestic issuer rated at least A-1 or the equivalent thereof by S&P or P-1 or the equivalent thereof by Moody’s and in either case maturing within ninety (90) days after the day of acquisition, (e) securities with maturities of ninety (90) days or less from the date of acquisition issued or fully guaranteed by any state, commonwealth or territory of the United States, by any political subdivision or taxing authority of any such state, commonwealth or territory or by any foreign government, the securities of which state, commonwealth, territory, political subdivision, taxing authority or foreign government (as the case may be) are rated at least A by S&P or A by Moody’s, (f) securities with maturities of ninety (90) days or less from the date of acquisition backed by standby letters of credit issued by Buyer or any commercial bank satisfying the requirements of clause (b) of this definition or (g) shares of money market mutual or similar funds which invest exclusively in assets satisfying the requirements of clauses (a) through (f) of this definition.

“Cashout Mortgage Loan” means an Underlying Mortgage Loan which was refinanced by the related Mortgagor resulting in the new LTV of such Mortgage Loan to be *% or greater than the original LTV of such Mortgage Loan prior to such refinancing.

“Combined LTV” means, with respect to any Underlying Mortgage Loan and any date of determination, the ratio (expressed as a percentage) as of such date of: (i) the outstanding aggregate principal amount of such Second Lien Mortgage Loan and the related First Lien Mortgage Loan to (ii) the related Current Property Value.

“Cost-Basis Value” means, with respect to any Underlying Mortgage Loan, (A) Trust Subsidiary’s (or, to the extent such Underlying Mortgage Loan was acquired by a Subsidiary or Affiliate of a Seller Party, such entity’s) cost basis in connection with the acquisition thereof in an arms-length transaction with an unaffiliated third party (including any expenses incurred in connection with extinguishing a lien of current real property taxes and assessments), minus (B) any previous collections of principal actually received by Trust Subsidiary (or, to the extent such Underlying Mortgage Loan was acquired by a Subsidiary or Affiliate of a Seller Party, such entity) in respect of such Underlying Mortgage Loan.

“Draw Fee” means, with respect to any Underlying Mortgage Loan, an amount equal to $*.

“Eligible Asset” means, as the context may require, an Eligible Mortgage Loan and/or an Eligible Trust Interest.

“Eligible Mortgage Loan” means, each Mortgage Loan meeting the criteria set forth on Schedule 1 hereto.

“Eligible Trust Interest” means a Trust Interest with respect to which the representations and warranties in Schedule 1-B of the Repurchase Agreement are true and correct.

“Exit Fee” means, with respect to any Underlying Mortgage Loan subject to a Transaction under the Repurchase Agreement, an amount equal to the product of (i) *% and (ii) the outstanding Purchase Price for such Underlying Mortgage Loan immediately prior to the Repurchase Date of such Underlying Mortgage Loan.

“Federal Funds Rate” means, for any day, the rate per annum (expressed, as a decimal, rounded upwards, if necessary, to the next higher 1/100 of 1%) equal to the greater of (i) the weighted average of the rates on overnight Federal funds transactions with members of the Federal Reserve System arranged by Federal funds brokers on such day, as published by the Federal Reserve Board on the Business Day next succeeding such day; provided, (a) if such day is not a Business Day, the Federal Funds Rate for such day shall be such rate on such transactions on the next preceding Business Day as so published on the next succeeding Business Day, and (b) if no such rate is so published on such next succeeding Business Day, the Federal Funds Rate for such day, as determined by Buyer and (ii) the Floor.

“Floor” means a rate of interest equal to 0%.

“Guarantor” shall mean Angel Oak Mortgage REIT, Inc.

“Initial Termination Date” means March 27, 2026.

“Limiting Factors” means any (1) Multi-Unit Mortgage Loan or (2) any Mortgage Loan secured by a condominium.

“LTV” means, with respect to any Mortgage Loan and any date of determination, the ratio (expressed as a percentage) as of such date of: (i) the outstanding aggregate principal amount of such Mortgage Loan to (ii) the related Current Property Value.

“Market Value” means, with respect to each Underlying Mortgage Loan, the bid-side fair market value of an arms-length transaction between two consenting parties, expressed as a dollar amount, as determined by Buyer in its sole good faith discretion; provided, however, that Seller shall have the option, at its sole expense, to acquire and deliver to Buyer (i) a third party valuation of any Underlying Mortgage Loan, from a third party approved by Buyer in its reasonable discretion or (ii) a bona fide third party bid to purchase any Underlying Mortgage Loan if the Market Value of such Underlying Mortgage Loan as determined by Buyer declined by more than *% and results in a Margin Deficit. Each Seller Party acknowledges that Buyer’s determination of Market Value is for the limited purpose of determining the value of the Underlying Mortgage Loans that are subject to Transactions under the Repurchase Agreement without the ability to perform customary purchaser’s due diligence and is not necessarily equivalent to a determination of the fair market value of such assets achieved by obtaining competing bids in an orderly market in which the originator/servicer is not in default under a revolving debt facility and the bidders have adequate opportunity to perform customary loan and servicing due diligence.

“Maximum Aggregate Purchase Price” means $250,000,000.

“Multi-Unit Mortgage Loan” means an Underlying Mortgage Loan, the related Mortgaged Property of which is secured by 2-4 units in a residential dwelling.

“Net Operating Income” or “NOI” shall mean net operating income for a Mortgaged Property for the specified period, and generally consists of revenue derived from the use and operation of the Mortgaged Property, consisting primarily of rental income, less the sum of (a) operating expenses (such as utilities, administrative expenses, management fees and advertising) and (b) fixed expenses, such as insurance, real estate taxes and, if applicable, ground lease payments,

which Net Operating Income may be adjusted by Buyer, in its sole discretion. For the sake of clarity, Net Operating Income generally does not reflect (i.e. it does not deduct for) capital expenditures, including tenant improvement costs and leasing commissions, interest expenses and non-cash items such as depreciation and amortization.

“Non-Agency Mortgage Loan” means each of (i) Non-Agency 660+ Loans, (ii) Non-Agency Prime Loans, and (iii) Non-Agency Low FICO Mortgage Loans.

“Non-Warrantable Condominium” means any condominium unit or planned unit development that does not conform with the applicable Fannie Mae and Freddie Mac requirements regarding such condominiums.

“Non-Warrantable Condominium Loan” means an Underlying Loan the related Mortgaged Property of which is a Non-Warrantable Condominium.

“Post Default Rate” means the Pricing Rate plus *%.

“Pricing Rate” means, with respect to any Underlying Mortgage Loan *; provided, however, that the Pricing Rate shall be equal to the Base Rate to the extent provided in Section 40(e) of the Repurchase Agreement.

“Prime Rate” means the greater of (i) the rate of interest quoted in The Wall Street Journal, Money Rates Section as the “Prime Rate” as in effect from time to time and (ii) the Floor. The Prime Rate is a reference rate and does not necessarily represent the lowest or best rate actually charged to any customer. Buyer may make commercial loans or other loans at rates of interest at, above or below the Prime Rate.

“Purchase Price Percentage” means, *. For the avoidance of doubt, regardless of whether an Underlying Mortgage Loan is subject to a forbearance or deferral, such Underlying Mortgage Loan will be considered delinquent if the Mortgagor fails to make a monthly payment prior to the close of business on the day that immediately precedes the due date on which the next monthly payment is due in accordance with the MBA Method of Delinquency.

“Securitization” means any securitization or other similar public or private pass-through disposition of, or issuance of securities secured by Mortgage Loans and/or REO properties.

“Seller Provided Diligence Package” means information provided by a Seller Party to Buyer (in an electronic format reasonably acceptable to Buyer) related to each of the Mortgage Loans proposed to be acquired by Trust Subsidiary and subject to a Transaction which includes (i) data related to such Mortgage Loans made available by the owner of such Mortgage Loans prior to a Seller Party’s acquisition, as part of the sale process of such Mortgage Loans, and (ii) the final purchase agreement, if any, through which a Seller Party or its related Affiliates thereof have obtained ownership of such Mortgage Loans from a third party. Such data and information shall include:

i.credit, collateral (property valuation), and compliance due diligence review (including grades) from an approved due diligence vendor;

ii.servicing history review, identifying servicing issues and key notes;

iii.payment history;

iv.credit review;

v.title exceptions and lien searches;

vi.credit files upon Buyer’s request;

vii.custodial exception report; and

viii.any appraisals and broker price opinions (BPOs).

“SOFR” means a rate equal to the secured overnight financing rate as administered by the SOFR Administrator.

“SOFR Administrator” means the NYFRB (or a successor administrator of the secured overnight financing rate).

“Termination Date” means the earlier to occur of (i) Initial Termination Date, or (ii) the Accelerated Repurchase Date, provided, however, that Buyer may also terminate the Repurchase Agreement upon twelve (12) months’ prior written notice to Seller.

“Term SOFR” means, for any calculation on any day, the Term SOFR Reference Rate on the day (such day, the “Periodic Term SOFR Determination Date”) that is two (2) U.S. Government Securities Business Days prior to the first day of the applicable Accrual Period, as such rate is published by the Term SOFR Administrator; provided, however, that if as of 5:00 p.m. (New York City time) on any Periodic Term SOFR Determination Date the Term SOFR Reference Rate has not been published by the Term SOFR Administrator and a Benchmark Replacement Date with respect to the Term SOFR Reference Rate has not occurred, then Term SOFR will be the Term SOFR Reference Rate as published by the Term SOFR Administrator on the first preceding U.S. Government Securities Business Day for which such Term SOFR Reference Rate was published by the Term SOFR Administrator so long as such first preceding U.S. Government Securities Business Day is not more than three (3) U.S. Government Securities Business Days prior to such Periodic Term SOFR Determination Date; provided further, that if Term SOFR determined as provided above (including pursuant to the proviso above) shall ever be less than the Floor, then Term SOFR shall be deemed to be the Floor.

“Term SOFR Administrator” means CME Group Benchmark Administration Limited (CBA) (or a successor administrator of the Term SOFR Reference Rate selected by Buyer in its reasonable discretion).

“Term SOFR Reference Rate” means the forward-looking term rate for a one month tenor based on SOFR.

On the Purchase Date on which any Underlying Mortgage Loan becomes subject to a Transaction, Seller shall pay to Buyer the applicable Draw Fee for such Underlying Mortgage Loan.

Seller hereby agrees to pay to Buyer an amount equal to the Exit Fee for each Underlying Mortgage Loan that shall have been subject to a Transaction under the Repurchase Agreement and that is repurchased prior to the Termination Date for inclusion in another asset finance facility or a Securitization. Seller further agrees that the Exit Fee for each Underlying Mortgage Loan shall be both fully earned and nonrefundable as of the Accelerated Repurchase Date for such Underlying Mortgage Loan and shall be in addition to any other fees, costs and expenses

payable pursuant to the Program Agreements. Notwithstanding the foregoing or anything to the contrary contained herein or in any other Program Agreement, no Exit Fee shall be payable in connection with (i) repurchases (and transfers out of Trust Subsidiary) of Underlying Mortgage Loans that are not Eligible Mortgage Loans, (ii) repurchases (and transfers out of Trust Subsidiary) of Underlying Mortgage Loans in connection with sales to third parties and any prepayments or repayments of Underlying Mortgage Loans by Mortgagors, (iii) payments or repurchases (and transfers out of Trust Subsidiary) of Underlying Mortgage Loans related to Margin Calls, (iv) repurchases (and transfers out of Trust Subsidiary) due to Regulatory Capital Events, (v) repurchases (and transfers out of Trust Subsidiary) due to breaches of representations or warranties in accordance with Section 13.c of the Repurchase Agreement, (vi) repurchases (and transfers out of Trust Subsidiary) made in the ordinary course on the Termination Date or (vii) repurchases (and transfers out of Trust Subsidiary) of Underlying Mortgage Loans advanced for zero dollars.

(a)This Pricing Side Letter shall be binding and inure to the benefit of the parties hereto and their respective successors and permitted assigns. Seller acknowledges that the obligations of Buyer hereunder or otherwise are not the subject of any guaranty by, or recourse to, any direct or indirect parent or other Affiliate of Buyer.

(b)THIS PRICING SIDE LETTER AND ANY DISPUTE, SUIT, ACTION OR PROCEEDING ARISING HEREFROM, WHETHER IN CONTRACT, TORT OR OTHERWISE AND WHETHER AT LAW OR IN EQUITY, SHALL BE CONSTRUED IN ACCORDANCE WITH, AND GOVERNED BY, THE LAWS OF THE STATE OF NEW YORK (INCLUDING SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS, AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS WITHOUT REGARD TO CONFLICT OF LAWS DOCTRINE APPLIED IN SUCH STATE (OTHER THAN SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW WHICH SHALL APPLY).

(c)EACH PARTY HERETO HEREBY IRREVOCABLY AND UNCONDITIONALLY:

(i)SUBMITS FOR ITSELF AND ITS PROPERTY IN ANY LEGAL ACTION OR PROCEEDING, WHETHER IN CONTRACT, TORT OR OTHERWISE AND WHETHER AT LAW OR IN EQUITY, RELATING TO THIS PRICING SIDE LETTER, OR FOR RECOGNITION AND ENFORCEMENT OF ANY JUDGMENT IN RESPECT THEREOF, TO THE EXCLUSIVE JURISDICTION OF THE COURTS OF THE STATE OF NEW YORK SITTING IN MANHATTAN, THE FEDERAL COURTS OF THE UNITED STATES OF AMERICA FOR THE SOUTHERN DISTRICT OF NEW YORK, AND APPELLATE COURTS FROM ANY THEREOF;

(ii)CONSENTS THAT ANY SUCH ACTION OR PROCEEDING, WHETHER IN CONTRACT, TORT OR OTHERWISE AND WHETHER AT LAW OR IN EQUITY, MAY BE BROUGHT IN SUCH COURTS AND, TO THE EXTENT PERMITTED BY LAW, WAIVES ANY OBJECTION THAT IT MAY NOW OR HEREAFTER HAVE TO THE VENUE OF ANY SUCH ACTION OR PROCEEDING, WHETHER IN CONTRACT, TORT OR OTHERWISE AND WHETHER

(iii)AGREES THAT NOTHING HEREIN SHALL AFFECT THE RIGHT TO EFFECT SERVICE OF PROCESS IN ANY OTHER MANNER PERMITTED BY LAW OR SHALL LIMIT THE RIGHT TO SUE IN ANY OTHER JURISDICTION.

(d)EACH PARTY HERETO HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING, WHETHER IN CONTRACT, TORT OR OTHERWISE AND WHETHER AT LAW OR IN EQUITY, ARISING OUT OF OR RELATING TO THIS PRICING SIDE LETTER.

This Pricing Side Letter may be executed in one or more counterparts (which may be delivered electronically), each of which shall be deemed to be an original, and all such counterparts shall together constitute one and the same instrument. The words “execution,” signed,” “signature,” and words of like import in this Pricing Side Letter or in any other certificate, agreement or document related to this Pricing Side Letter shall include images of manually executed signatures transmitted by electronic format (including, without limitation, “pdf”, “tif” or “jpg”) and other electronic signatures (including, without limitation, DocuSign and AdobeSign). The use of electronic signatures and electronic records (including, without limitation, any contract or other record created, generated, sent, communicated, received, or stored by electronic means) shall be of the same legal effect, validity and enforceability as a manually executed signature or use of a paper-based record-keeping system to the fullest extent permitted by applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act and any other applicable law, including, without limitation, any state law based on the Uniform Electronic Transactions Act or the Uniform Commercial Code. Each of the parties hereto agrees that the transaction consisting of this Pricing Side Letter may be conducted by electronic means. Each party agrees, and acknowledges that it is such party’s intent, that if such party signs this Pricing Side Letter using an electronic signature, it is signing, adopting, and accepting this agreement and that signing this Pricing Side Letter using an electronic signature is the legal equivalent of having placed its handwritten signature on this Pricing Side Letter on paper. Each party acknowledges that it is being provided with an electronic or paper copy of this Pricing Side Letter in a usable format.

IN WITNESS WHEREOF, the parties hereto have caused their names to be signed hereto by their respective officers thereunto duly authorized on the date first above written.

As set forth in the Repurchase Agreement, Buyer will have the right to perform due diligence (prior to purchase under the Repurchase Agreement) on each individual Mortgage Loan proposed to be acquired by Trust Subsidiary and subject to a Transaction under the Repurchase Agreement to confirm that such Mortgage Loan satisfies the Eligibility Criteria set forth below (which shall be determined by Buyer in its sole and absolute discretion):

1.With respect to each Mortgage Loan, such Mortgage Loan conforms to the underwriting, documentation and portfolio purchase guidelines for Seller Parties, as set forth in Seller Underwriting Guideline Summary attached hereto as Schedule 2;

2.With respect to each Mortgage Loan, such Mortgage Loan satisfies the applicable representations and warranties set forth in Schedule 1-A to the Repurchase Agreement;

3.With respect to each Mortgage Loan, such Mortgage Loan is a secured by a First Lien or Second Lien priority mortgage, as applicable, or deed of trust on a fee simple basis with respect to a Mortgaged Property that is a one-to-four family real estate property located in the United States;

4.With respect to each Mortgage Loan, such Mortgage Loan, is evidenced by sufficient legal documentation necessary to secure a first or second priority security interest, as applicable, in the subject property in possession of the Custodian (or the related Servicer or foreclosure attorney/trustee, as Buyer’s bailee, for purposes of workout or foreclosure), lender’s title insurance and a recent third-party valuation obtained in accordance with the definition of Current Property Value;

5.With respect to each Mortgage Loan, such Mortgage Loan has been acquired by Trust Subsidiary and legal title thereto is wholly owned by Trust Subsidiary;

6.With respect to each Mortgage Loan, the related Asset File is in the possession of the Custodian and such Asset File has no material exceptions, which exception has not been cured within ten (10) Business Days of receipt of notice from Buyer thereof, unless otherwise waived by Buyer;

7.With respect to each Mortgage Loan, such Mortgage Loan was acquired from an Approved Originator; and

8.With respect to each Mortgage Loan, such Mortgage Loan has not been subject to repurchase by a Seller Party or any Affiliate thereof after previously being sold to any other Person.

The following are excluded from the definition of Eligible Mortgage Loans unless otherwise approved by Buyer in its sole and absolute discretion:

1.Any Mortgage Loan that has an original principal balance greater than $* or less than $*.

2.Any Mortgage Loan in a geographic area in which a Governmental Authority (a) has exercised eminent domain with respect to residential mortgage loans or residential foreclosure properties or (b) has implemented other measures that provide materially

burdensome restrictions on the ability of the holders of mortgage loans or owners of residential foreclosure properties to pursue their respective legal remedies with respect to such residential mortgage loan or residential foreclosure properties upon a borrower default, as applicable;

3.Any Mortgage Loan deemed to be uncollectible or “charged off” in accordance with the normal business practices of Seller Parties or any of their Affiliates or Subsidiaries.

4.Any Mortgage Loan that was adversely selected by a Seller Party for Buyer.

5.Any Underlying Mortgage Loan secured by property types other than one-to-four family real estate located in the United States on a fee simple basis.

6.Any Mortgage Loan that is subject to a Servicing Agreement with respect to any servicer or subservicer, as applicable, that has not been approved by Buyer in its sole good faith discretion.

7.Any Mortgage Loan, the Mortgaged Property of which is condemned or deemed uninhabitable or unfit for use, or prohibited for use, by a Governmental Authority;

8.Any Mortgage Loan located in the state of *, the Asset Value of which, when added to the Asset Values of all other Mortgage Loans subject to Transactions that are located in the state of * causes the percentage of the Asset Value of all Mortgage Loans subject to Transactions that are located in the state of * to the Asset Value of all Mortgage Loans subject to Transactions to be greater than 5*

9.Any Mortgage Loan located in the state of *, the Asset Value of which, when added to the Asset Values of all other Mortgage Loans subject to Transactions that are located in the state of * causes the percentage of the Asset Value of all Mortgage Loans subject to Transactions that are located in the state of * to the Asset Value of all Mortgage Loans subject to Transactions to be greater than *%;

10.Any Mortgage Loan located in the state of *, the Asset Value of which, when added to the Asset Values of all other Mortgage Loans subject to Transactions that are located in the state of * causes the percentage of the Asset Value of all Mortgage Loans subject to Transactions that are located in the state of * to the Asset Value of all Mortgage Loans subject to Transactions to be greater than *%;

11.Any Mortgage Loan located in any one state (other than *) of the United States, the Asset Value of which, when added to the Asset Values of all other Mortgage Loans subject to Transactions that are located in the same state causes the percentage of the Asset Value of all Mortgage Loans subject to Transactions that are located in the same state to the Asset Value of all Mortgage Loans subject to Transactions to be greater than *%;

12.Any Mortgage Loan in which Seller does not have a full and undivided interest without any portion of such Mortgage Loan having been previously sold or pledged under, any other warehouse, securitization or other secured asset-based credit facility with any other lender or issuer;

13.Any Mortgage Loan not in compliance with federal or applicable local law or regulations, or deemed to be a High Cost Mortgage Loan or a “Section 32” Mortgage Loan;

14.Any REO Property;

15.Any Mortgage Loan originated after January 10, 2014 that does not comply with the Ability-to-Repay Rule and 12 CFR. 1026.43(e);

16.Any Mortgage Loan encumbered by a Homeowner Association (“HOA”) assessment lien;

17.Any Mortgage Loan which is an Early Pay Default Mortgage Loan.

18.Any Mortgage Loan with an LTV greater than *%;

19.Any Mortgage Loan that is * or more Days Delinquent subject to a Transaction under the Repurchase Agreement for * months or longer from the date that is the later of (i) the Purchase Date and (ii) the date that such loan initially becomes * or more Days Delinquent;

20.Any Mortgage Loan that is * or more Days Delinquent, the Asset Value of which, when added to the Asset Values of all other Mortgage Loans that are * or more Days Delinquent subject to Transactions causes the percentage of the Asset Value of all Mortgage Loans that are * or more Days Delinquent to the Asset Value of all Mortgage Loans subject to Transactions to be greater than *%;

21.Any Mortgage Loan that is * or more Days Delinquent, the Asset Value of which, when added to the Asset Values of all other Mortgage Loans that are * or more Days Delinquent subject to Transactions causes the percentage of the Asset Value of all Mortgage Loans that are * or more Days Delinquent to the Asset Value of all Mortgage Loans subject to Transactions to be greater than *%;

22.Any Second Lien Mortgage Loan, the Asset Value of which, when added to the Asset Values of all other Second Lien Mortgage Loans subject to Transactions causes the percentage of the Asset Value of all Second Lien Mortgage Loans to the Asset Value of all Mortgage Loans subject to Transactions to be greater than *%;

23.Any Mortgage Loan where the related Mortgagor had a FICO score less than * at the time of origination, the Asset Value of which, when added to the Asset Values of all other Mortgage Loans subject to Transactions where the related Mortgagor had a FICO score less than * at the time of origination causes the percentage of the Asset Value of all Mortgage Loans subject to Transactions where the related Mortgagor had a FICO score less than * at the time of origination to the Asset Value of all Mortgage Loans subject to Transactions to be greater than *%;

24.Any Mortgage Loan, the mortgage documents of which have either (i) not been delivered to Custodian or (ii) have been released from the possession of the Custodian in accordance with the terms and provisions of the Custodial Agreement to a Seller or an Affiliate for a period in excess of twenty (20) calendar days without the Custodian’s receipt of an Attorney Bailee Letter;

25.Any Cashout Mortgage Loan, the Asset Value of which, when added to the Asset Values of all other Cashout Mortgage Loans subject to Transactions causes the percentage of the Asset Value of all Cashout Mortgage Loans to the Asset Value of all Mortgage Loans subject to Transactions to be greater than *%;

26.Any Mortgage Loan subject to one or more Limiting Factors, the Asset Value of which, when added to the Asset Values of all other Mortgage Loans subject to one or more

Limiting Factors subject to Transactions causes the percentage of the Asset Value of all Mortgage Loans subject to one or more Limiting Factors to the Asset Value of all Mortgage Loans subject to Transactions to be greater than *%;

27.Any Mortgage Loan with original principal balance greater than $*, the Asset Value of which, when added to the Asset Values of all other Mortgage Loans with original principal balances greater than $* subject to Transactions causes the percentage of the Asset Value of all Mortgage Loans with original principal balances greater than $*to the Asset Value of all Mortgage Loans subject to Transactions to be greater than *%;

28.Any Mortgage Loan with original principal balance greater than $* but less than $*, the Asset Value of which, when added to the Asset Values of all other Mortgage Loans with original principal balances greater than $* but less than $* subject to Transactions causes the percentage of all Mortgage Loans with original principal balances greater than $* but less than $* to the original principal balance of all Mortgage Loans subject to Transactions to be greater than *;

29.Any Mortgage Loan with an LTV greater than *%, the Asset Value of which, when added to the Asset Values of all other Mortgage Loans with an LTV greater than *% subject to Transactions causes the percentage of the Asset Value of all Mortgage Loans with an LTV greater than *% to the Asset Value of all Mortgage Loans subject to Transactions to be greater than *%;

30.Any Mortgage Loan with an LTV greater than *%, the Asset Value of which, when added to the Asset Values of all other Mortgage Loans with an LTV greater than *% subject to Transactions causes the percentage of the Asset Value of all Mortgage Loans with an LTV greater than *% to the Asset Value of all Mortgage Loans subject to Transactions to be greater than *%;

31.Any Mortgage Loan that provides for negative amortization, that is a reverse mortgage loan or that is an interest only mortgage loan or that contains a penalty for the prepayment of the Mortgage Loan by the related Mortgagor;

32.Any Mortgage Loan that contains a Current Property Value valuation, with respect to which the related valuation date is: (i) dated more than three (3) months prior to its related Purchase Date under the Repurchase Agreement; or (ii) as of any date of determination after the related Purchase Date under the Repurchase Agreement, dated more than twelve (12) months prior to such date of determination;

33.Any Mortgage Loan which is a Non-Warrantable Condominium Loan;

34.Any Mortgage Loan the servicing of which is not transferred to, and successfully onboarded by, the related Subservicer within forty-five (45) days of the related Purchase Date; and

35.Any Mortgage Loan which is a CRE Bridge Mortgage Loan, an RTL Mortgage Loan or an SBC Mortgage Loan.