TENTH AMENDMENT TO MASTER REPURCHASE AGREEMENT
Dated as of April 30, 2019
LOANDEPOT.COM, LLC, as Seller
JPMORGAN CHASE BANK, N.A., as Buyer
The Parties have agreed to amend (for the tenth time) the Master Repurchase Agreement dated June 3, 2016 between them (the Original MRA, as amended by the First Amendment to Master Repurchase Agreement dated October 19, 2016, the 12/16 Rewarehousing Letter Agreement, the Second Amendment to Master Repurchase Agreement dated February 28, 2017, the Third Amendment to Master Repurchase Agreement dated June 2, 2017, the Fourth Amendment to Master Repurchase Agreement dated August 31, 2017, the Fifth Amendment to Master Repurchase Agreement dated October 30, 2017, the Sixth Amendment to Master Repurchase Agreement dated November 10, 2017, the Seventh Amendment to Master Repurchase Agreement dated August 30, 2018, the Eighth Amendment to Master Repurchase Agreement dated October 15, 2018 and the Ninth Amendment to Master Repurchase Agreement November 30, 2018 the Amended MRA, and as amended hereby and as further supplemented, amended or restated from time to time, the MRA), to extend the latest Termination Date, modify the Adjusted Leverage Ratio and profitability covenants and related definitions and revise the limits on distributions provisions.
All capitalized terms used in the Amended MRA and used, but not defined differently, in this amendment have the same meanings here as there. The Sections of this Amendment are numbered to correspond to the numbering of the respective Sections of the Amended MRA amended hereby.
2. Definitions; Interpretation
A. The following definitions are amended to read respectively as follows:
Adjusted Leverage Ratio means, on any day, the ratio of (x) Sellers Debt (and, if applicable, its Subsidiaries, on a consolidated basis) on that day, including off balance sheet financings but excluding Sellers Debt under the Credit Agreement dated August 3, 2017 (the Magnetar Credit Agreement) among Seller, as the Company, U.S. Bank National Association, as the Paying Agent, and the Lenders from time to time party thereto, providing for loans in the aggregate amount of Two Hundred Fifty Million Dollars ($250,000,000) due August 3, 2022, to (y) Sellers Adjusted Tangible Net Worth on that day plus the then-unpaid principal balance of all Qualified Subordinated Debt of Seller and its Subsidiaries.