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.
SECOND AMENDMENT TO SIDE LETTER
February 21, 2020
Guild Mortgage Company
5898 Copley Drive, Suite 400 & 500
San Diego, CA 92111
| ||Re: || |
First Amended and Restated Master Repurchase Agreement dated as of December 14, 2018 between JPMorgan Chase Bank, N.A., as Buyer, and Guild Mortgage Company, as Seller and the related Side Letter of even date therewith
Ladies and Gentlemen:
This letter (this Second Amendment to Side Letter) amends (for the second time) the Side Letter dated December 14, 2018 (the Original Side Letter and, as amended by the First Amendment to Side Letter dated December 13, 2019, the Amended Side Letter) between the Parties.
Capitalized terms defined in the Agreement or in the Amended Side Letter and used, but not defined differently, in this Second Amendment to Side Letter, have the same meanings here as there.
Concurrently herewith, the Parties are amending the Agreement by the Third Amendment to Amended and Restated Master Repurchase Agreement (the Third Amendment to A&R MRA), to extend the Termination Date, add Low FICO Government Loans as Eligible Mortgage Loans, transfer the obligation to comply with most financial covenants from Seller to Guarantor, and appropriately adjust the Compliance Certificate attached as Exhibit C [Omitted pursuant to Item 601(a)(5) of Regulation S-K] to the Amended and Restated Master Repurchase Agreement. The Parties have also agreed to further amend the Amended Side Letter to reduce the Facility Amount, amend the Pricing Rate, replace the Facility Fee with a Commitment Fee, amend the Package and Funding Fee, amend which party is responsible for the payment of the Fraud Detection Fee, revise Section 8 pertaining to changes in the Facility Amount and calculation of fees, and they hereby amend the Amended Side Letter as follows:
1. Commitment. The caption and text of Section 1 of the Amended Side Letter are amended to read as follows:
| ||1. || |
Committed Facility Amount and Uncommitted Facility Amount.
Subject to the terms and conditions set forth in the Agreement, Buyer (i) agrees and is committed to enter into Transactions from time to time under the Agreement, as supplemented by this Side Letter, with respect to Eligible Mortgage Loans having a maximum aggregate Purchase Price outstanding at any one time of [***]