AMENDMENT NO. 5
TO MORTGAGE LOAN PARTICIPATION SALE AGREEMENT
This Amendment No. 5 to the Mortgage Loan Participation Sale Agreement, dated as of December 30, 2019 (this Amendment), is among JPMorgan Chase Bank, National Association (the Purchaser) and loanDepot.com, LLC (the Seller).
The Purchaser and the Seller are parties to that certain Mortgage Loan Participation Sale Agreement, dated as of August 15, 2016 (as amended by Amendment No. 1, dated as of August 4, 2017, Amendment No. 2, dated as of February 21, 2018, Amendment No. 3, dated as of August 10, 2018 and Amendment No. 4, dated as of May 20, 2019, the Existing Participation Agreement); as further amended by this Amendment, the Participation Agreement). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Participation Agreement.
The Purchaser and the Seller have agreed, subject to the terms and conditions of this Amendment, that the Existing Participation Agreement be amended to reflect certain agreed upon revisions to the terms of the Existing Participation Agreement.
Accordingly, the Purchaser and the Seller hereby agree, in consideration of the mutual promises and mutual obligations set forth herein, that the Existing Participation Agreement is hereby amended as follows:
SECTION 1. Amendment to the Existing Participation Agreement. Effective as of the date hereof, the Existing Participation Agreement is hereby amended to delete the stricken text (indicated textually in the same manner as the following example:
stricken text) and to add the double-underlined text (indicated textually in the same manner as the following example: double-underlined text) as set forth in Exhibit A hereto. The parties hereto further acknowledge and agree that Exhibit A constitutes the Conformed Agreement as amended and modified by the terms set forth herein.
SECTION 2. Conditions Precedent to Amendment. This Amendment shall be effective as of the date hereof, subject to the execution and delivery of this Amendment by all parties hereto.
SECTION 3. Limited Effect. Except as expressly amended and modified by this Amendment, the Existing Participation Agreement shall continue to be, and shall remain, in full force and effect in accordance with its terms.
SECTION 4. Counterparts. This Amendment may be executed by each of the parties hereto on any number of separate counterparts, each of which shall be an original and all of which taken together shall constitute one and the same instrument. Counterparts may be delivered electronically.