Waiver Agreement to Master Repurchase Agreements between Wachovia Entities and NovaStar Entities (August 2007)

Contract Categories: Business Finance › Waiver Agreements
Summary

This agreement is between Wachovia Bank, N.A. and related entities (as Buyers) and various NovaStar companies (as Sellers and Guarantors). It temporarily waives any breach or event of default under several Master Repurchase Agreements that would result from Moody’s downgrade of NovaStar Mortgage, Inc.’s servicer rating. The waiver is effective until November 1, 2007. All other terms of the original agreements remain unchanged. The agreement is governed by New York law and requires signatures from all parties to confirm acceptance.

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EX-10.1 2 form8kexh101_082307.htm Exhibit 
 Exhibit 10.1 Wachovia Bank, N.A. 301 S. College St. NC0610 Charlotte, NC 28288 August 17, 2007 NovaStar Mortgage, Inc. NovaStar Certificates Financing LLC NovaStar Certificates Financing Corporation NFI Repurchase Corporation NMI Repurchase Corporation NMI Property Financing, Inc. HomeView Lending, Inc. NovaStar Financial, Inc. NFI Holding Corporation 8140 Ward Parkway, Suite 300 Kansas City, Missouri 64114 Re: Master Repurchase Agreements Waiver Reference is made to those certain Master Repurchase Agreements listed on Schedule I attached hereto (the "Agreements"). Capitalized terms used in this letter without definition have the meanings ascribed to them in the Agreements. Each Seller and Buyer hereby acknowledges that Moody's Investors Service will downgrade the servicer quality rating of NovaStar Mortgage, Inc. ("NMI") to SQ4+ from SQ3+ as a primary servicer of subprime residential mortgage loans. Each Buyer hereby waives, for a period ending on November 1, 2007, any breach and/or any Event of Default that would otherwise arise as a result of the downgrade of NMI's servicer rating under the Agreements. The parties hereto acknowledge and agree that the provisions of the Agreements remain in full force and effect and that, except with respect to those expressly waived herein, the execution of this waiver letter by each Buyer does not operate as a waiver of any of its rights, powers, or privileges under the Agreements or under any of the other related documents, including without limitation any future breaches of, or Defaults or Events of Default under, the Agreements. This letter agreement constitutes the entire agreement relating to the subject matter hereof between the parties hereto and supersedes any prior oral or written agreement between the parties hereto. 
 This letter agreement shall be construed in accordance with the laws of the State of New York, and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with the laws of the State of New York except to the extent preempted by federal law. This letter agreement may be executed in any number of counterparts, each of which (including any copy hereof delivered by facsimile) shall constitute one and the same original instrument, and either party hereto may execute this letter agreement by signing any such counterpart. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 2 
 Please confirm that the foregoing specifies the terms of our agreement by signing and returning the enclosed copy of this letter agreement to Thacher, Proffit & Wood, Two World Financial Center, New York ,NY 10281. Very truly yours, Wachovia Bank, N.A., as Buyer By: /s/ Goetz Rokahr -------------------------------------- Name: Goetz Rokahr Title: Vice President Wachovia Capital Markets, LLC, as Buyer By: /s/ Goetz Rokahr -------------------------------------- Name: Goetz Rokahr Title: Vice President Wachovia Investment Holdings, LLC, as Buyer By: /s/ Goetz Rokahr -------------------------------------- Name: Goetz Rokahr Title: Vice President Acknowledged and Agreed: NovaStar Mortgage, Inc., as Seller and Guarantor By: /s/ Todd M. Phillips -------------------------------------- Name: Todd M. Phillips Title: Vice President, Treasurer and Controller NovaStar Certificates Financing LLC, as Seller By: /s/ Todd M. Phillips -------------------------------------- Name: Todd M. Phillips Title: Vice President, Treasurer and Controller 3 
 NovaStar Certificates Financing Corporation, as Seller By: /s/ Todd M. Phillips -------------------------------------- Name: Todd M. Phillips Title: Vice President, Treasurer and Controller NFI Repurchase Corporation, as Seller By: /s/ Todd M. Phillips -------------------------------------- Name: Todd M. Phillips Title: Vice President, Treasurer and Controller NMI Repurchase Corporation, as Seller By: /s/ Todd M. Phillips -------------------------------------- Name: Todd M. Phillips Title: Vice President, Treasurer and Controller NMI Property Financing, Inc., as Seller By: /s/ Todd M. Phillips -------------------------------------- Name: Todd M. Phillips Title: Vice President, Treasurer and Controller HomeView Lending, Inc., as Seller and Guarantor By: /s/ Todd M. Phillips -------------------------------------- Name: Todd M. Phillips Title: Vice President, Treasurer and Controller NovaStar Financial, Inc., as Seller and Guarantor By: /s/ Todd M. Phillips -------------------------------------- Name: Todd M. Phillips Title: Vice President, Treasurer and Controller 4 
 NFI Holding Corporation, as Seller and Guarantor By: /s/ Todd M. Phillips -------------------------------------- Name: Todd M. Phillips Title: Vice President, Treasurer and Controller 5 
 SCHEDULE I 1. Master Repurchase Agreement (2007 Residual Securities) dated as of April 18, 2007 (the "Residual Securities Agreement"), among Wachovia Bank, National Association, Wachovia Capital Markets LLC, NovaStar Mortgage, Inc., NovaStar Certificates Financing LLC, and NovaStar Certificates Financing Corp. 2. Master Repurchase Agreement (2007 Servicing Rights) dated as of April 25, 2007 (the "Servicing Rights Agreement"), among Wachovia Bank, National Association and NovaStar Mortgage, Inc.. 3. Mater Repurchase Agreement (2007 Whole Loan) dated as of May 9, 2007 (the "Whole Loan Agreement"), among Wachovia Bank, National Association, NFI Repurchase Corporation, NMI Repurchase Corporation, NMI Property Financing, Inc., HomeView Lending, Inc, NovaStar Financial Inc., NFI Holding Corporation and NovaStar Mortgage Inc. 4. Master Repurchase Agreement (2007 Non-investment Grade) dated as of May 31, 2007 (the "Non-Investment Grade Securities Agreement"), among Wachovia Investment Holdings, LLC, Wachovia Capital Markets LLC, NovaStar Mortgage, Inc., NovaStar Certificates Financing LLC, and NovaStar Certificates Financing Corp. 5. Master Repurchase Agreement (2007 Investment Grade) dated as of May 31, 2007 (the "Investment Grade Securities Agreement"), among Wachovia Bank, National Association, Wachovia Capital Markets LLC, NovaStar Mortgage, Inc., NovaStar Certificates Financing LLC, and NovaStar Certificates Financing Corp. 6. Master Repurchase Agreement (New York) dated as of July 6, 2007 (the "NY Agreement") between Wachovia Bank, National Association and NovaStar Mortgage, Inc.