Common use of Amendment to the Agreement Clause in Contracts

Amendment to the Agreement. The parties to the Agreement hereby agree to amend the Agreement as follows: (a) The second sentence of the second paragraph of Section 3.03 in the Agreement, solely with respect to the Specified Mortgage Loans, is hereby amended by deleting such sentence in its entirety and replacing it with the following: “Any substitute Mortgage Loan shall (a) have a principal balance at the time of substitution, after deduction of the principal portion of the scheduled payment due in the month of substitution, not in excess, and not more than 10% less than, the principal balance of the defective Mortgage Loan (the amount of any difference, plus one month’s interest thereon at the Mortgage Interest Rate borne by the defective Mortgage Loan, being paid by the Seller and deemed to be a Principal Prepayment to be deposited by the Seller in the Custodial Account), (b) have a Mortgage Interest Rate not less than, and not more than one percentage point greater than, the Mortgage Interest Rate of the removed Mortgage Loan, (c) have a remaining term to stated maturity not later than, and not more than one (1) year less than, the remaining term to stated maturity of the removed Mortgage Loan, (d) be, in the reasonable determination of the Purchaser, of the same type, quality and character (including location of the Mortgaged Property) as the removed Mortgage Loans as if the breach had not occurred, (e) have a Loan-to-Value Ratio at substitution no greater than that of the removed Mortgage Loan at substitution, (f) have a Gross Margin not less than that of the removed Mortgage Loan, (g) have the same Periodic Rate Cap as that of the removed Mortgage Loan; (h) have a minimum rate not less than that of the removed Mortgage Loan, (i) not permit conversion of the related Mortgage Interest Rate to a permanent fixed Mortgage Interest Rate, (j) have the same Index as that of the removed Mortgage Loan, (k) be, in the reasonable determination of the Purchaser, in material compliance with the representations and warranties contained in this Agreement and described in Section 3.02 as of the date of substitution, and (l) have not been more than thirty (30) days delinquent on more than one occasion during the previous twelve (12) months.” (b) Notwithstanding any provision in the Purchase Agreement to the contrary, the parties to the Purchase Agreement hereby agree that the Servicer’s obligation as to payment of any Prepayment Interest Shortfall Amount with respect to any Mortgage Pool (as defined in the Pooling and Servicing Agreement) shall be limited to the aggregate Servicing Fee for the Specified Mortgage Loans in such Mortgage Pool.

Amendment to the Agreement. The parties to the Agreement hereby agree to amend the Agreement as follows: (a) The second sentence of the second paragraph of Section 3.03 in the Agreement, solely with respect to the Specified Mortgage Loans, is hereby amended by deleting such sentence in its entirety and replacing it with the following: “Any substitute Mortgage Loan shall (a) have a principal balance at the time of substitution, after deduction of the principal portion of the scheduled payment due in the month of substitution, not in excessexcess of, and not more than ten (10% %) percent less than, the principal balance of the defective Mortgage Loan (the amount of any difference, plus one month’s interest thereon at the Mortgage Interest Rate borne by the defective Mortgage Loan, being paid by the applicable Seller and deemed to be a Principal Prepayment to be deposited by the Seller in the Custodial Account), (b) have a Mortgage Interest Rate not less than, and not more than one percentage point greater than, the Mortgage Interest Rate of the removed Mortgage Loan, (c) have a remaining term to stated maturity not later than, and not more than one (1) year less than, the remaining term to stated maturity of the removed Mortgage Loan, (d) be, in the reasonable determination of the Purchaser, of the same type, quality and character (including location of the Mortgaged Property) as the removed Mortgage Loans Loan as if the breach had not occurred, (e) have a Loan-to-Value Ratio at substitution no greater than that of the removed Mortgage Loan at substitution, (f) have a Gross Margin not less than that of the removed Mortgage Loan, (g) have the same Periodic Rate Cap as that of the removed Mortgage Loan; (h) have a minimum rate not less than that of the removed Mortgage Loan, (i) not permit conversion of the related Mortgage Interest Rate to a permanent fixed Mortgage Interest Rate, (j) have the same Index as that of the removed Mortgage Loan, (k) be, in the reasonable determination of the Purchaser, in material compliance with the representations and warranties contained in this Agreement and described in Section 3.02 as of the date of substitution, and (l) have not been more than thirty (30) days delinquent on more than one occasion during the previous twelve (12) months, and (m) have payment terms that do not vary in any material respect from those of the removed Mortgage Loan.” (b) Notwithstanding any provision in the Purchase Agreement to the contrary, the parties to the Purchase Agreement hereby agree that the Servicer’s obligation as to payment of any Prepayment Interest Shortfall Amount with respect to any Mortgage Pool (as defined in the Pooling and Servicing Agreement) shall be limited to the aggregate Servicing Fee for the Specified Mortgage Loans in such Mortgage Pool.

Amendment to the Agreement. The parties Notwithstanding anything in the Agreement to the contrary, as of the Amendment Effective Date, the following changes shall be made to the Agreement hereby agree to amend the Agreement as followsif set forth therein: (a) The second sentence Section 1 of the second paragraph of Section 3.03 Agreement is hereby revised to indicate that Executive’s position is “Senior Vice President and Commercial Lending Officer.” All references in the AgreementAgreement to “Senior Vice President and Chief Lending Officer” of the Bank are hereby amended and replaced with “Senior Vice President – Commercial Lending Officer” of the Bank; (b) Section 2(a) of the Agreement is hereby revised to reflect that the term of the Agreement shall be for a period of eighteen (18) months from the Effective Date set forth in the Agreement and shall be non-renewing; (c) Section 2(d) of the Agreement is hereby revised to reflect that Executive shall devote approximately twenty (20) hours per week to the faithful performance of his duties as Senior Vice President and Commercial Lending Officer; (d) Section 3(a) of the Agreement is hereby revised to reflect the Executive’s annualized rate of Base Salary for the remainder of the Agreement shall be One Hundred Ten Thousand Dollars ($110,000). For these purposes, solely Executive shall receive fifty percent (50%) of the full time pay previously credited for Bank holidays; (e) Section 3(c) of the Agreement is hereby revised to reflect that the Executive shall no longer receive paid health care coverage from the Bank but may be eligible for COBRA health care continuation coverage, to the extent otherwise eligible to Executive and/or his family; (f) Section 3(d) of the Agreement is hereby revised to reflect that Executive’s future paid time off shall be pro-rated to reflect his reduced hours of employment. For calendar year 2023, Executive shall be entitled to 132 hours of paid time off, subject to reduction to the extent Executive works for less than 12 months in 2023; (g) Section 4(c) of the Agreement shall be deleted in its entirety; (h) Section 5(c) of the Agreement is hereby revised to provide that the lump sum cash payment to which Executive would be entitled thereunder is equal to “one and one-half times the sum of (i) Executive’s rate of Base Salary at the time of the Change in Control and (ii) one half of the highest bonus paid to Executive with respect to the Specified Mortgage Loans, is hereby amended by deleting such sentence three completed fiscal years prior to the Change in its entirety and replacing it with the following: “Any substitute Mortgage Loan shall (a) have a principal balance at the time of substitution, after deduction of the principal portion of the scheduled payment due in the month of substitution, not in excess, and not more than 10% less than, the principal balance of the defective Mortgage Loan (the amount of any difference, plus one month’s interest thereon at the Mortgage Interest Rate borne by the defective Mortgage Loan, being paid by the Seller and deemed to be a Principal Prepayment to be deposited by the Seller in the Custodial Account), (b) have a Mortgage Interest Rate not less than, and not more than one percentage point greater than, the Mortgage Interest Rate of the removed Mortgage Loan, (c) have a remaining term to stated maturity not later than, and not more than one (1) year less than, the remaining term to stated maturity of the removed Mortgage Loan, (d) be, in the reasonable determination of the Purchaser, of the same type, quality and character (including location of the Mortgaged Property) as the removed Mortgage Loans as if the breach had not occurred, (e) have a Loan-to-Value Ratio at substitution no greater than that of the removed Mortgage Loan at substitution, (f) have a Gross Margin not less than that of the removed Mortgage Loan, (g) have the same Periodic Rate Cap as that of the removed Mortgage LoanControl.”; (h) have a minimum rate not less than that of the removed Mortgage Loan, and (i) not permit conversion Section 5(d) of the related Mortgage Interest Rate to a permanent fixed Mortgage Interest Rate, (j) have the same Index as that of the removed Mortgage Loan, (k) be, in the reasonable determination of the Purchaser, in material compliance with the representations and warranties contained in this Agreement and described in Section 3.02 as of the date of substitution, and (l) have not been more than thirty (30) days delinquent on more than one occasion during the previous twelve (12) months.” (b) Notwithstanding any provision in the Purchase Agreement to the contrary, the parties to the Purchase Agreement hereby agree that the Servicer’s obligation as to payment of any Prepayment Interest Shortfall Amount with respect to any Mortgage Pool (as defined in the Pooling and Servicing Agreement) shall be limited to the aggregate Servicing Fee for the Specified Mortgage Loans deleted in such Mortgage Poolits entirety.

Amendment to the Agreement. The parties to the Agreement hereby agree to amend the Agreement as follows: (a) The second sentence definition of “Business Day” under the second paragraph Agreement is hereby amended by deleting such definition in its entirety and replacing it with the following: “Any day other than (i) a Saturday or Sunday, or (ii) a day on which banking and savings and loan institutions in either the State of Section 3.03 in California, State of Minnesota, State of Maryland, State of New York or the State of Texas are authorized or obligated by law or executive order to be closed.” (b) The definition of “Qualified Substitute Mortgage Loan” under the Agreement, solely with respect to the Specified Mortgage Loans, is hereby amended by deleting such sentence definition in its entirety and replacing it with the following: “Any substitute Mortgage Loan shall A mortgage loan that must, on the date of such substitution, (ai) have a an unpaid principal balance at the time of substitutionbalance, after deduction of the principal portion of the all scheduled payment payments due in the month of substitutionsubstitution (or if more than one (1) mortgage loan is being substituted, an aggregate principal balance), not in excess, and not more than 10% less than, excess of the unpaid principal balance of the defective repurchased Mortgage Loan and not less than ninety percent (90%) of the unpaid principal balance of the repurchased Mortgage Loan (the amount of any difference, plus one month’s interest thereon at the Mortgage Interest Rate borne by the defective Mortgage Loan, being paid by the Seller and deemed to be a Principal Prepayment to shortfall will be deposited by the Seller in the Custodial AccountAccount by the Servicer in the month of substitution), ; (bii) have a minimum Mortgage Interest Rate not less than that of the repurchased Mortgage Loan; (iii) have a maximum Mortgage Interest Rate not less than that of the repurchased Mortgage Loan and not more than two (2) percentage points above that of the repurchased Mortgage Loan; (iv) have a remaining term to maturity not greater than, and not more than one percentage point greater than, the Mortgage Interest Rate of the removed Mortgage Loan, (c) have a remaining term to stated maturity not later than, and not more than one (1) year less than, the remaining term to stated maturity date of the removed repurchased Mortgage Loan, ; (d) be, in the reasonable determination of the Purchaser, of the same type, quality and character (including location of the Mortgaged Property) as the removed Mortgage Loans as if the breach had not occurred, (e) have a Loan-to-Value Ratio at substitution no greater than that of the removed Mortgage Loan at substitution, (fv) have a Gross Margin not less than that of the removed repurchased Mortgage Loan, ; (gvi) have a Periodic Rate Cap equal to that of the repurchased Mortgage Loan; (vii) have an LTV at the time of substitution equal to or less than the LTV of the repurchased Mortgage Loan at the time of substitution; (viii) have the same Periodic Rate Cap Interest Adjustment Date as that of the removed repurchased Mortgage Loan; (hix) have a minimum rate not less than the same Index as that of the removed repurchased Mortgage Loan, ; (ix) not permit conversion of the related Mortgage Interest Rate to a permanent fixed Mortgage Interest Rate, ; (jxi) have be the same Index as that type of the removed Mortgage Loan (i.e., an Adjustable Rate Mortgage Loan, ); and (kxii) be, in the reasonable determination of the Purchaser, in material compliance comply with the representations each representation and warranties contained in this Agreement and described warranty (respecting individual Mortgage Loans) set forth in Section 3.02 as of the date of substitution, and (l) have not been more than thirty (30) days delinquent on more than one occasion during the previous twelve (12) monthshereof.” (bc) Notwithstanding any provision The definition of “Regulation AB” under the Agreement is hereby amended by deleting such definition in its entirety and replacing it with the following: “Subpart 229.1100 – Asset Backed Securities (Regulation AB), 17 C.F.R. §§229.1100-229.1123, as such may be amended from time to time, and subject to such clarification and interpretation as have been provided by the Commission in the Purchase adopting release (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7, 2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff from time to time.” (d) The definition of “Static Pool Information” under the Agreement to is hereby amended by deleting such definition in its entirety and replacing it with the contrary, the parties to the Purchase Agreement hereby agree that the Servicer’s obligation following: “as to payment set forth in Item 1105(a)(1)-(3) of any Prepayment Interest Shortfall Amount with respect to any Mortgage Pool (as defined in the Pooling and Servicing Agreement) shall be limited to the aggregate Servicing Fee for the Specified Mortgage Loans in such Mortgage PoolRegulation AB.”