AMENDMENT NO. 9 TO
AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT
THIS AMENDMENT NO. 9 TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT (this Amendment) is made and entered into as of October 22, 2018, by and between Bank of America, N.A. (Buyer) and loanDepot.com, LLC (Seller). This Amendment amends that certain Amended and Restated Master Repurchase Agreement by and between Buyer and Seller, dated as of July 17, 2015 (as amended, restated, supplemented or otherwise modified from time to time, the Agreement).
R E C I T A L S
Buyer and Seller have previously entered into the Agreement pursuant to which Buyer may, from time to time, purchase certain mortgage loans from Seller and Seller agrees to sell certain mortgage loans to Buyer under a master repurchase facility. Buyer and Seller hereby agree that the Agreement shall be amended as more fully provided herein.
In consideration of the mutual promises contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Buyer and Seller hereby agree as follows:
Amendments. Effective as of October 24, 2018 through and until October 31, 2018, the Agreement is hereby amended as follows:
Exhibit A to the Agreement is hereby amended by deleting the definitions of Additional Jumbo Aggregation Price Differential and Calculation Period in their respective entireties and replacing them with the following:
Additional Jumbo Aggregation/High-Balance Price Differential: The additional Price Differential in respect of Jumbo Aggregation Mortgage Loans and High-Balance Mortgage Loans payable by Seller quarterly in arrears on the Payment Date following each Calculation Period; provided, however, that no Additional Jumbo Aggregation/High-Balance Price Differential shall be due on a Payment Date if the Non-Aggregation/High-Balance Quarterly Utilization during such Calculation Period was greater than the specified percentage set forth in the Transactions Terms Letter.
Calculation Period: With respect to: (a) the initial Payment Date on which an Unused Facility Fee is due, the period beginning on the Effective Date and ending on the last day of the quarter in which such Effective Date occurs, (b) the initial Payment Date on which Additional Jumbo Aggregation/High-Balance Price Differential is due, the period beginning on January 26, 2018 and ending on the last day of the related calendar quarter, (c) for each subsequent Payment Date on which an Unused Facility Fee or Additional Jumbo Aggregation/High-Balance Price Differential is due, the prior calendar quarter and (d) with respect to the date this Agreement is terminated pursuant to the terms herein, the period beginning on the first day of the quarter in which such termination is to occur and ending on the Expiration Date.
Exhibit A to the Agreement is hereby further amended by inserting the following new definition in the appropriate alphabetical order:
High-Balance Mortgage Loans: As defined in the Transaction Terms Letter.
No Other Amendments; Conflicts with Previous Amendments. Other than as expressly modified and amended herein, the Agreement shall remain in full force and effect and nothing herein shall affect the rights and remedies of Buyer as provided under the Agreement. To the extent any amendments to the Agreement contained herein conflict with any previous amendments to the Agreement, the amendments contained herein shall control.