AMENDMENT NO. 2 TO
MASTER REPURCHASE AGREEMENT
Amendment No. 2 to Master Repurchase Agreement, dated as of January 31, 2018 (this Amendment), among CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (the Administrative Agent), CREDIT SUISSE AG, a company incorporated in Switzerland, acting through its Cayman Islands Branch (CS Cayman and a Buyer), and LOANDEPOT.COM, LLC (Seller).
The Administrative Agent, the Buyer and the Seller are parties to that certain Master Repurchase Agreement, dated as of March 10, 2017 (as amended by Amendment No. 1 dated as of August 11, 2017, the Existing Repurchase Agreement; and as further amended by this Amendment, the Repurchase Agreement). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement.
The Administrative Agent, the Buyer and the Seller have agreed, subject to the terms and conditions of this Amendment, that the Existing Repurchase Agreement be amended to reflect certain agreed upon revisions to the terms of the Existing Repurchase Agreement.
Accordingly, the Administrative Agent, the Buyer and the Seller hereby agree, in consideration of the mutual promises and mutual obligations set forth herein, that the Existing Repurchase Agreement is hereby amended as follows:
SECTION 1. Definitions. Section 2 of the Existing Repurchase is hereby amended by deleting the definition of Affiliate in its entirety and replacing it with the following:
Affiliate means, with respect to any Person, any affiliate of such Person, as such term is defined in the Bankruptcy Code; provided, however, notwithstanding the foregoing, none of the direct or indirect holders of any equity interest in Parthenon Investors III, L.P., PCap Associates, Parthenon Capital Partners Fund, L.P., Parthenon loanDepot Partners, LP, Parthenon Capital Partners Fund II, LP, or Parthenon Investors IV, LP (which six companies are, as of the date of this Agreement, the owners of all of the stock of LD Investment Holdings, Inc.) or any entity controlling or controlled by or under common control with any direct or indirect holders of any equity interest in any of those three named companies (other than LD Investment Holdings, Inc., Seller or Sellers Subsidiaries), shall constitute an Affiliate of Seller or any of its Subsidiaries.