AMENDMENT NUMBER ONE
Second Amended and Restated Master Repurchase Agreement
Dated as of January 2, 2018
JEFFERIES FUNDING LLC (f/k/a JEFFERIES MORTGAGE FUNDING, LLC)
This AMENDMENT NUMBER ONE (this Amendment) is made as of this 2nd day of November, 2018, by and between Jefferies Funding LLC (Buyer) and loanDepot.com, LLC (Seller) to the Second Amended and Restated Master Repurchase Agreement, dated as of January 2, 2018 (the Agreement), between Buyer and Seller.
WHEREAS, Buyer and Seller have agreed, subject to the terms and conditions of this Amendment, that the Agreement be amended to reflect certain agreed upon changes.
WHEREAS, as of the date of this Amendment, Seller represents to Buyer that it is in compliance with all of the representations and warranties and all of the affirmative and negative covenants set forth in the Agreement and is not in default under the Agreement.
NOW THEREFORE, the Buyer and Seller hereby agree, in consideration of the mutual promises and mutual obligations set forth herein, that the Agreement is hereby amended as follows:
Section 1. Amendments. Effective as of the date hereof (the Effective Date), the Agreement is hereby amended as follows:
(a) Paragraph 2 of the Agreement is hereby amended by deleting the definition of Pricing Side Letter in its entirety and replacing it with the following (modified text underlined for review purposes):
Pricing Side Letter shall mean that certain Tenth Amended and Restated Pricing Side Letter, dated as of November 2, 2018, by and between Buyer and Seller, as the same may be amended, restated, supplemented or otherwise modified from time to time.
Section 2. Fees and Expenses. The Seller agrees to pay to Buyer all fees and out of pocket expenses incurred by Buyer in connection with this Amendment, including all reasonable fees and out of pocket costs and expenses of the legal counsel Buyer incurred in connection with this Amendment, in accordance with Paragraph 23(b) of the Agreement.
Section 3. Defined Terms. Any terms capitalized but not otherwise defined herein should have the respective meanings set forth in the Agreement.
Section 4. Limited Effect. Except as amended hereby, the Agreement shall continue in full force and effect in accordance with its terms. Reference to this Amendment need not be made in the Agreement or any other instrument or document executed in connection therewith, or in any certificate, letter or communication issued or made pursuant to, or with respect to, the Agreement, any reference in any of such items to the Agreement being sufficient to refer to the Agreement as amended hereby.