Common use of Filing of Financing Statement Clause in Contracts

Filing of Financing Statement. In recognition of the structured finance arrangement discussed herein, Servicer, Depositor and Assignee agree to insert (and Xxxxxxx Mac agrees not to object to) language similar to that presented below in any new or amended financing statement filed after the Execution Date by Indenture Trustee or Servicer, naming Servicer or Issuer as debtor, under the UCC with respect to the Reimbursement Assignments and Pledge: “The Security Interest perfected by this financing statement is subject and subordinate, in each and every respect, to all rights, powers, and prerogatives of Xxxxxxx Mac under and in connection with (i) the terms and conditions of that certain Fifth Amended and Restated Consent Agreement, dated as of September 30, 2016 (as may be amended or modified from time to time in accordance with its express terms, the ‘Consent Agreement’), with respect to the ‘Reimbursement Assignments and Pledge’ of the ‘Reimbursement Rights’ (as such terms are defined in the Consent Agreement), by and among Xxxxxxx Mac, Ditech Financial LLC, Green Tree Advance Receivables III LLC, Green Tree Agency Advance Funding Trust I (acting through Wilmington Trust, National Association, its Owner Trustee), Xxxxx Fargo Bank, N.A. and Barclays Bank PLC, (ii) the terms and conditions of the Purchase Documents as defined in the Xxxxxxx Mac Single Family Seller/Servicer Guide, as it may be amended from time to time, other than as set forth pursuant to the express terms and provisions of the Consent Agreement, and (iii) all claims of Xxxxxxx Mac arising out of or relating to any and all breaches, defaults and outstanding obligations of debtor to Xxxxxxx Mac.”

Filing of Financing Statement. In recognition of the structured finance arrangement discussed herein, Servicer, Depositor and Assignee agree to insert (and Xxxxxxx Mac agrees not to object to) language similar to that presented below in any new or amended financing statement filed after the Execution Date by Indenture Trustee or Servicer, naming Servicer or Issuer as debtor, under the UCC with respect to the Reimbursement Assignments and Pledge: “The Security Interest perfected by this financing statement is subject and subordinate, in each and every respect, to all rights, powers, and prerogatives of Xxxxxxx Mac under and in connection with (i) the terms and conditions of that certain Fifth Fourth Amended and Restated Consent Agreement, dated as of September 30March 16, 2016 (as may be amended or modified from time to time in accordance with its express terms, the ‘Consent Agreement’), with respect to the ‘Reimbursement Assignments and Pledge’ of the ‘Reimbursement Rights’ (as such terms are defined in the Consent Agreement), by and among Xxxxxxx Mac, Ditech Financial LLC, Green Tree Advance Receivables III LLC, Green Tree Agency Advance Funding Trust I (acting through Wilmington Trust, National Association, its Owner Trustee), Xxxxx Fargo Bank, N.A. and Barclays Bank PLC, (ii) the terms and conditions of the Purchase Documents as defined in the Xxxxxxx Mac Single Family Seller/Servicer Guide, as it may be amended from time to time, other than as set forth pursuant to the express terms and 6 Fourth Amended and Restated Consent Agreement provisions of the Consent Agreement, and (iii) all claims of Xxxxxxx Mac arising out of or relating to any and all breaches, defaults and outstanding obligations of debtor to Xxxxxxx Mac.”

Filing of Financing Statement. In recognition of the structured finance arrangement discussed herein, Servicer, Depositor and Assignee agree to insert (and Xxxxxxx Mac agrees not to object to) language similar to that presented below in any new or amended financing statement filed after the Execution Date by Indenture Trustee or Servicer, naming Servicer or Issuer as debtor, under the UCC with respect to the Reimbursement Assignments and Pledge: “The Security Interest perfected by this financing statement is subject and subordinate, in each and every respect, to all rights, powers, and prerogatives of Xxxxxxx Mac under and in connection with (i) the terms and conditions of that certain Fifth Third Amended and Restated Consent Agreement, dated as of September 30October 21, 2016 2015 (as may be amended or modified from time to time in accordance with its express terms, the ‘Consent Agreement’), with respect to the ‘Reimbursement Assignments and Pledge’ of the ‘Reimbursement Rights’ (as such terms are defined in the Consent Agreement), by and among Xxxxxxx Mac, Ditech Financial LLC, Green Tree Advance Receivables III LLC, Green Tree Agency Advance Funding Trust I (acting through Wilmington Trust, National Association, its Owner Trustee), Xxxxx Fargo Bank, N.A. and Barclays Bank PLC, (ii) the terms and conditions of the Purchase Documents as defined in the Xxxxxxx Mac Single Family Seller/Servicer Guide, as it may be amended from time to time, other than as set forth pursuant to the express terms and provisions of the Consent Agreement, and (iii) all claims of Xxxxxxx Mac arising out of or relating to any and all breaches, defaults and outstanding obligations of debtor to Xxxxxxx Mac.”

Filing of Financing Statement. In recognition of the structured finance arrangement discussed herein, Servicer, Depositor and Assignee agree to insert (and Xxxxxxx Mac agrees not to object to) language similar to that presented below in any new or amended financing statement filed after the Execution Date by Indenture Trustee or Servicer, naming Servicer or Issuer as debtor, under the UCC with respect to the Reimbursement Assignments and Pledge: “The Security Interest perfected by this financing statement is subject and subordinate, in each and every respect, to all rights, powers, and prerogatives of Xxxxxxx Mac under and in connection with (i) the terms and conditions of that certain Fifth Fourth Amended and Restated Consent Agreement, dated as of September 30March 16, 2016 (as may be amended or modified from time to time in accordance with its express terms, the ‘Consent Agreement’), with respect to the ‘Reimbursement Assignments and Pledge’ of the ‘Reimbursement Rights’ (as such terms are defined in the Consent Agreement), by and among Xxxxxxx Mac, Ditech Financial LLC, Green Tree Advance Receivables III LLC, Green Tree Agency Advance Funding Trust I (acting through Wilmington Trust, National Association, its Owner Trustee), Xxxxx Fargo Bank, N.A. and Barclays Bank PLC, (ii) the terms and conditions of the Purchase Documents as defined in the Xxxxxxx Mac Single Family Seller/Servicer Guide, as it may be amended from time to time, other than as set forth pursuant to the express terms and Fourth Amended and Restated Consent Agreement provisions of the Consent Agreement, and (iii) all claims of Xxxxxxx Mac arising out of or relating to any and all breaches, defaults and outstanding obligations of debtor to Xxxxxxx Mac.”