CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED.
AMENDMENT NO. 1
MASTER REPURCHASE AGREEMENT
Dated as of May 11, 2015,
CALIBER HOME LOANS, INC., BARCLAYS BANK PLC,
SUTTON FUNDING LLC
This AMENDMENT NO. 1 (this Amendment) is made this 11th day of December, 2015, among CALIBER HOME LOANS, INC., as seller (Seller), BARCLAYS BANK PLC, as a purchaser and as agent (Barclays or Agent) and SUTTON FUNDING LLC, as a purchaser (Sutton or a Purchaser, and collectively with Barclays, the Purchasers), to the Master Repurchase Agreement, dated as of May 11, 2015, between Seller, Barclays, and Sutton, as such agreement may be amended from time to time (the Agreement). Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Agreement.
WHEREAS, Seller and the Purchasers have agreed to amend the Agreement to make certain changes thereto, each as more specifically set forth herein; and
WHEREAS, as of the date hereof, Seller represents to Purchasers that Seller is in compliance in all respects with the terms and conditions of the Agreement and each other Program Document and that no Default or Event of Default has occurred and is continuing under the Agreement or any other Program Document.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and for the mutual covenants herein contained, the parties hereto hereby agree as follows:
SECTION 1. Amendments. Effective as of the date hereof:
(a) Section 2(a) of the Agreement is hereby amended by adding the following new defined term of Eligible REO Property in the appropriate alphabetical order:
Eligible REO Property means an REO Property acquired by Servicer in the name of Seller as a result of the foreclosure, deed in lieu, or other liquidation of a FHA Buyout Loan.
(b) The defined term of Asset Base in Section 2(a) of the Agreement is hereby amended in its entirety to read as follows (bold language added for emphasis):
Asset Base means, on any date of determination and with respect to all Purchased Assets then subject to Transactions and, to the extent applicable, all Eligible Mortgage Loans proposed to be sold to the Purchaser as of such date of determination, the lesser of (i) 100% of the unpaid principal balance of such Purchased Assets and Eligible Mortgage Loans as of such date of determination (except that in the case of an Eligible REO Property, the applicable unpaid principal balance shall be that of the related FHA Buyout Loan immediately prior to becoming Eligible REO Property) and (ii) the product of the applicable Purchase Price Percentage multiplied by the Market Value of such Purchased Assets and Eligible Mortgage Loans.