Common use of Margin Maintenance Clause in Contracts

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) 7.1 If at on any time day prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased the Underlying Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than falls below the aggregate Buyer’s Purchase Price of the Underlying Securities plus the Margin Amount for all such Transactions (the difference being a “Margin Deficit”), then Buyer the Parties consent that the Trustee (acting on behalf of the Client) may by notice to Seller the Dealer require Seller the Dealer in such Transactions, at Seller’s optionTransaction, to transfer to Buyer cash or the Trustee (on behalf of the Client) additional Securities reasonably acceptable to Buyer the Trustee (acting on behalf of the Client) (“Additional Purchased Margin Securities”), ) so that the cash and aggregate Market Value of the Purchased Underlying Securities, including and any such Additional Purchased Margin Securities, will thereupon shall be equal to or shall exceed such aggregate Buyer’s the Purchase Price of the Underlying Securities plus the Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) 7.2 If at any time prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller the Underlying Assets exceeds the aggregate Seller’s Purchase Price of the Underlying Securities plus the Required Margin Amount for all such Transactions at such time Transaction (the difference being a “Margin Excess”), then Seller the Parties agree that the Dealer may by notice to Buyer the Trustee (acting on behalf of the Client) require Buyer the Trustee in such Transactions, at Buyer’s optionTransaction, to transfer cash or Purchased to the Dealer Underlying Securities with a Market Value equivalent to Sellerthe Margin Excess, so provided that the aggregate Market Value of the Purchased SecuritiesUnderlying Assets, after deduction of any such cash or any Purchased Underlying Securities so transferred, will thereupon not exceed such aggregate Seller’s the Purchase Price of the Underlying Securities plus the Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) 7.3 If any notice is given by Buyer or Seller under subparagraph the Trustee (aacting on behalf of the Client) or (b) of this Paragraph the Dealer under Clause 7.1 or Clause 7.2 at or before the Margin Notice Deadline on any business dayBusiness Day, the party Trustee (acting on behalf of the Client) or the Dealer (as the case may be) receiving such notice shall transfer cash or Additional Purchased the Margin Securities as provided in such subparagraph clause no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party Trustee (acting on behalf of the Client) or the Dealer (as the case may be) receiving such notice shall transfer such cash or the Margin Securities no later than the close of business in the relevant market on the next business day Business Day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that 7.4 For the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage purposes of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed calculations set out in Clause 7.1 and Clause 7.2, in order to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agreedetermine, with respect to any or all Transactions hereunderrespectively, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of whether there is a Margin Deficit or a Margin Excess, as the case may be, may Market Value of Underlying Securities shall be exercised whenever such a aggregated with the Market Value of any Margin Deficit or Margin Excess exists with Securities previously transferred in respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)of the Transaction.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, option to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller.. 4 • September 1996 • Master Repurchase Agreement (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) a. If Buyer shall determine at any time that (x) the Asset Value of a Purchased Mortgage Loan subject to a Transaction is less than the related Repurchase Price or (y) the aggregate Market Asset Value of all Purchased Securities subject to Mortgage Loans for all such Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions Repurchase Price (in either case, a “Margin Deficit”), then Buyer may may, at its sole option and by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to either: (1) transfer to Buyer or its designee cash or additional Securities reasonably acceptable to or, at Buyer’s sole option, Eligible Mortgage Loans approved by Buyer (“Additional Purchased SecuritiesAssets”), ) so that the cash and aggregate Market individual Asset Value of the Purchased SecuritiesMortgage Loan or the aggregate Asset Value of the Purchased Mortgage Loans, including any such cash or Additional Purchased SecuritiesAssets, will thereupon equal or exceed such the individual Repurchase Price for the Transaction or the aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller).Repurchase Price for all Transactions; or (b2) If at any time pay one or more Repurchase Prices in an amount sufficient to reduce the aggregate Market Value of all Purchased Securities subject outstanding Repurchase Prices in an amount equal to all Transactions in which a particular party hereto is acting as Seller exceeds or below the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Asset Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as BuyerMortgage Loan(s). b. If Buyer delivers a Margin Call to Seller on or prior to 9:30 a.m. (cPacific time) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business dayBusiness Day, the party receiving such notice then Seller shall transfer cash or Additional Purchased Securities as provided in such subparagraph Assets to Buyer no later than the close of business in the relevant market on such 5:00 p.m. (Pacific time) that same day. If Buyer delivers a Margin Call to Seller after 9:30 a.m. (Pacific time) on any such notice is given after the Margin Notice DeadlineBusiness Day, the party receiving such notice Seller shall be required to transfer such cash or Securities Additional Purchased Assets no later than the close of business in the relevant market 5:00 p.m. (Pacific time) on the next business day following subsequent Business Day. Notice of a Margin Call may be provided by Buyer to Seller electronically or in writing, such noticeas via electronic mail or posting such notice on Buyer’s customer website(s). (d) Any cash transferred pursuant c. The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Paragraph shall be attributed Agreement is subject or limit the right of Buyer to such Transactions as shall be agreed upon do so at a later date. Seller and Buyer each agree that a failure or delay by Buyer and to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, d. In the event that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder Purchased Mortgage Loan, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (calculated without regard i) shall be held by Buyer against the related Margin Deficit and (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. In addition, Buyer may withdraw from the Over/Under Account amounts equal to any other Transaction outstanding under Margin Deficit which is not otherwise satisfied by Seller within the time frames provided for in this Agreement)Section 6. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6. e. Buyer shall have the right to determine the Asset Value of each Purchased Mortgage Loan on a daily basis.

Margin Maintenance. (a) a. If at any time the aggregate Market outstanding Purchase Price of any Purchased Mortgage Loan subject to a Transaction is greater than the Asset Value of all such Purchased Securities Mortgage Loan subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions Transaction (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable in an amount at least equal to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of (such date arising from any Transactions in which such Buyer is acting as Sellerrequirement, a “Margin Call”). (b) If at any time the aggregate Market Value of all Purchased Securities subject b. Notice delivered pursuant to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller Section 6.a above may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is be given by Buyer any written or Seller under subparagraph electronic means. Any notice given before 1:00 p.m. (aNew York City time) or (b) of this Paragraph at or before on a Business Day shall be met, and the related Margin Notice Deadline on any business dayCall satisfied, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market 5:00 p.m. (New York City time) on such day. If any such Business Day; notice is given after 1:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Notice DeadlineCall satisfied, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market 1:00 p.m. (New York City time) on the next business day following such notice. Business Day (d) Any cash transferred pursuant the foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Paragraph shall be attributed Agreement is subject or limit the right of Buyer to such Transactions as shall be agreed upon do so at a later date. Seller and Buyer each agree that a failure or delay by Buyer and to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, c. In the event that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder Purchased Mortgage Loan, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (calculated without regard i) shall be held by Buyer against the related Margin Deficit and (ii) may be applied by Buyer against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, the Buyer retains the right, in its sole discretion, to any other Transaction outstanding under make a Margin Call in accordance with the provisions of this Agreement)Section 6.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate aggre­gate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph subpara­graph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of of’ business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred transferred-pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If If, at any time time, the aggregate Market Value of all the Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is Loans shall be less than the aggregate Buyer’s sum of the Margin Amount for all such Transactions Amounts calculated individually with respect to each Purchased Loan (a “Margin Deficit”), then Buyer may by notice to Seller in writing (including therein a description of the Market Value calculation for each Purchased Loan) require Seller in to cure such Transactions, at Seller’s option, to transfer Margin Deficit by either: (i) transferring to Buyer additional cash collateral in an amount (or an additional Securities reasonably acceptable Eligible Loan with a Market Value) equal to Buyer or greater than the sum of the products, calculated individually for each Purchased Loan, of (“Additional x) the difference between the Margin Amount with respect to such Purchased Securities”), so that Loan and the cash and aggregate Market Value of such Purchased Loan multiplied by (y) the applicable Purchase Price Percentage for such Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller).Loan, (bii) If at any time reducing the aggregate Market Value outstanding Purchase Price of all one or more Purchased Securities subject to all Transactions in which a particular party hereto is acting Loans, as Seller exceeds the aggregate Seller’s Margin Amount for all applicable, such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased SecuritiesLoans is equal to the sum of the Margin Amounts of the Purchased Loans, after deduction or (iii) doing an early repurchase on an Early Repurchase Date pursuant to Section 3(d) of any this Agreement and paying the related Repurchase Price in order to cure such Margin Deficit. Any cash or transferred to Buyer pursuant to clause (ii) of this Section 4(a) of this Agreement with respect to any Purchased Securities so transferredLoan shall be applied to reduce the Purchase Price for each Purchased Loan on a dollar-for-dollar basis for which there was a Margin Deficit. (b) If, will thereupon at any time, Buyer notifies Seller in writing that the Debt Yield Test is not exceed satisfied (including therein a calculation of the Debt Yield (Purchase Price) for each Purchased Loan), then Buyer may, by notice to Seller in writing, require Seller to cure such aggregate Seller’s Margin Amount (increased non-satisfaction of the Debt Yield Test by reducing the amount outstanding Purchase Price of the Purchased Loans in the necessary amount. Any cash transferred to Buyer pursuant to this Section 4(b) shall be applied to reduce the Purchase Price of the Purchased Loans as designated by Seller with respect to any Margin Excess as non-satisfaction of such date arising from any Transactions in which such Seller is acting as Buyer)the Debt Yield Test. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (bSection 4(a) of this Paragraph at or before the Margin Notice Deadline Agreement on any business dayBusiness Day, the party receiving such notice Seller shall transfer cash (or Additional Purchased Securities additional collateral) as provided in such subparagraph Section 4(a) by no later than the close of business in on the relevant market Business Day following the Business Day on such day. If any which such notice is given. The failure of Buyer, on any one or more occasions, to exercise its rights under Section 4(a) of this Agreement shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under Section 4(a) of this Agreement shall not limit such party’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (d) If any notice is given after the Margin Notice Deadlineby Buyer under Section 4(b) of this Agreement on any Business Day, the party receiving such notice Seller shall transfer such cash or Securities as provided in Section 4(b) by no later than the close of business on the second (2nd) Business Day following the Business Day on which such notice is given, provided, however, that if the non-satisfaction of the Debt Yield Test is caused through no action of Seller (e.g., the Debt Yield Test failure is triggered by a Principal Payment on a Purchased Loan or a decrease in the relevant market net cash flow of the underlying Mortgaged Property), Seller shall have until the close of business on the next business thirtieth (30th) day following the Business Day on which such notice. notice is given (d) Any cash transferred pursuant to this Paragraph shall be attributed to or if such Transactions thirtieth day is not a Business Day, the next succeeding Business Day), or such other later date as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agreeagree in its sole discretion, with respect to transfer cash as provided in Section 4(b) or transfer to Buyer another Eligible Loan, unless the Average Debt Yield is less than 8.5% in which event this proviso shall not be of any force or all Transactions hereundereffect. The failure of Buyer, that the respective on any one or more occasions, to exercise its rights of Buyer or Seller (or both) under subparagraphs (a) and (b4(b) of this Paragraph may be exercised only where Agreement shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by later date. Buyer and Seller prior agree that any failure or delay by Buyer to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective exercise its rights of Buyer and Seller under subparagraphs (a) and (bSection 4(b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever Agreement shall not limit such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding party’s rights under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for such party.

Margin Maintenance. (a) If at any time the Aggregate Facility Purchase Price is greater than the aggregate Market Asset Value of all Purchased Securities Mortgage Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (the positive amount of such difference, a “Margin Deficit”), and such Margin Deficit is greater than the Minimum Margin Threshold, then Buyer may by written notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable in an amount at least equal to Buyer the Margin Deficit (such amount, a “Additional Purchased SecuritiesMargin Payment”); provided, so that that, notwithstanding the cash foregoing, Buyer may determine the Asset Value and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any related Margin Deficit as of such date arising from on an individual loan basis for any Transactions Purchased Mortgage Loan, in which such Buyer is acting as Seller)event it shall, upon receipt, apply all amounts received with respect to any individual Purchased Mortgage Loans against the Purchase Price thereof. (b) If at Buyer delivers a Margin Call to Seller on or prior to 10:00 a.m. (New York City time) on any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Business Day, then Seller may by notice shall transfer the Margin Payment to Buyer require Buyer in or its designee no later than 5:30 p.m. (New York City time) on such TransactionsBusiness Day. In the event Xxxxx delivers a Margin Call to Seller after 10:00 a.m. (New York City time) on any Business Day, at Buyer’s option, Seller shall be required to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of Margin Payment no later than 2:00 p.m. (New York City time) on the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)following Business Day. (c) If Seller shall transfer any notice Margin Payment to the account of Buyer that is given by Buyer or Seller under subparagraph (a) or (breferenced in Section 10(a) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeAgreement. (d) Any cash transferred pursuant In the event that a Margin Deficit exists with respect to this Paragraph any Purchased Mortgage Loans, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be attributed to such Transactions as shall be agreed upon held by Buyer against the related Margin Deficit and Seller(ii) may be applied by Buyer against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Xxxxx retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 7. (e) The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Agreement or limit the right of Buyer to do so at a later date. Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) The Buyer shall have the right to determine and re-determine the Market Value of any of the Purchased Loans on a daily basis in its sole discretion, which determination shall be conclusive and may affect the Recognized Value of such Purchased Loans, (b) If, at any time, the aggregate Purchase Price of all Transactions then outstanding hereunder exceeds the aggregate Recognized Value of all Purchased Loans subject to such Transactions as of such date (a “Margin Deficiency”), as determined by the Buyer (or the Agent on behalf of the Buyer) in its sole discretion and as to which the Buyer (or the Agent) notifies the Seller on any Business Day, and such Margin Deficiency exceeds the Margin Threshold, the Seller shall no later than one (1) Business Day after receipt of such notice, either make a payment in cash or Cash Equivalents to the Buyer, in respect of the aggregate Purchase Price or at the Seller’s option, but with the Buyer’s written consent, to transfer to the Buyer additional Eligible Mortgage Loans that are in all respects acceptable to the Buyer in its sole discretion (which additional Eligible Mortgage Loans shall be deemed to be Purchased Loans subject to the then existing Transaction under the Repurchase Documents) such that after giving effect to such payment or transfer no Margin Deficiency shall then exist. (c) If at any time the aggregate Market Value Purchase Price of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller outstanding hereunder exceeds the aggregate Seller’s Margin Maximum Amount for all such Transactions then in effect, the Seller shall at such time (make a “Margin Excess”)payment to the Buyer, then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that respect of the aggregate Market Value of the Purchased SecuritiesRepurchase Price such that, after deduction giving effect to such payment, the aggregate Repurchase Price of any such cash or any Purchased Securities so transferred, will thereupon all Transactions then outstanding hereunder shall not exceed such aggregate Seller’s Margin the Maximum Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions then in which such Seller is acting as Buyer)effect. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) a. If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) b. If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) c. If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) d. Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) e. Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) f. Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be he attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then the Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, 's option to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time there exists a Margin Deficit Event, Lender may, by notice to Borrower substantially in the aggregate Market Value form of all Purchased Securities subject to all Transactions in which a particular party Exhibit B hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin DeficitCall”), require Borrower to (i) with respect to a Margin Deficit Event set forth in clause (a) of such definition, deposit with Lender cash in an amount equal to the Margin Deficit Amount, which cash will be held by Lender as additional Collateral for the Loan; provided, that in lieu of such cash payment (provided that sufficient amounts are then Buyer may by notice held in the Collection Account to Seller require Seller in pay such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”Margin Deficit Amount and all other amounts then due and payable on such Payment Date), Borrower may request on any Payment Date, subject to Lender’s approval in its sole discretion (such approval to be revocable by Lender at any time), that Lender apply amounts in the Collection Account to pay such Margin Deficit Amount pursuant to Section 3.03(c)(v) hereof, or (ii) with respect to a Margin Deficit Event set forth in clause (b) of such definition, make a cash payment in reduction of the Allocated Loan Amount of the applicable Underlying Loan so that the cash and aggregate Market Value of the Purchased Securitiesafter giving effect to such payment, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any no Margin Deficit as Event shall exist; provided, that in lieu of such date arising from cash payment (provided that sufficient amounts are then held in the Collection Account to pay such Margin Deficit Amount and all other amounts then due and payable on such Payment Date), Borrower may request on any Transactions Payment Date, subject to Lender’s approval in which its sole discretion (such Buyer is acting as Sellerapproval to be revocable by Lender at any time), that the Lender apply amounts in the Collection Account to pay such Margin Deficit Amount pursuant to Section 3.03(c)(v) hereof. If Borrower deposited with Lender cash in an amount equal to the Margin Deficit Amount pursuant to this Section 2.07(a)(i) above and Borrower subsequently satisfies such Margin Call (without taking into account any amounts held by Lender in the Collection Account), then Lender shall release such cash collateral to Borrower on the next Payment Date. (b) If With respect to any Margin Deficit Event set forth in clause (a) of such definition, if Borrower elects to make a cash deposit pursuant to Section 2.07(a)(i), such cash deposit must be made within thirty (30) days after the date of such Margin Deficit Event. With respect to a Margin Deficit Event set forth in clause (b) of such definition, if a Margin Call is given by Lender under Section 2.07(a) on any Business Day at or prior to 10:00 a.m. (New York City time) and Borrower elects to satisfy such Margin Call by making a cash payment, then Borrower shall cure the related Margin Deficit Event as provided in Section 2.07(a) by no later than 5:00 p.m. (New York City time) on the same Business Day. For the avoidance of doubt, if a Margin Call is given by Lender under Section 2.07(a) on any Business Day after the time the aggregate Market Value of all Purchased Securities subject set forth above, such Margin Call shall be considered given prior to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that on the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)immediately following Business Day. (c) If any notice is given The failure or delay by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline Lender, on any business dayone or more occasions, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective exercise its rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Section 2.07 shall not change or alter the terms and conditions or limit or waive the right of Lender to do so at a later date or in any way create additional rights for Borrower.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all any Purchased Asset is less than the Repurchase Price for such Transactions Purchased Asset (a “Margin Deficit”), then then, so long as such Margin Deficit equals or exceeds £150,000 (or the equivalent in the applicable Currency of the Purchased Asset), Buyer may by notice to Seller in the form of Exhibit VII (a “Margin Deficit Notice”) require Seller to (i) repurchase such Purchased Asset at its Repurchase Price, (ii) make a payment in reduction of the outstanding Purchase Price for such TransactionsPurchased Asset (including by requesting a Margin Availability Advance pursuant to Section 3(w) for any other Purchased Asset for which there exists Margin Availability, at Seller’s optionand applying funds from such Margin Availability Advance to the applicable Margin Deficit, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that in the cash and aggregate Market Value equivalent applicable Currency of the Purchased SecuritiesAsset that is the subject of the Margin Deficit) or (iii) choose any combination of the foregoing, including any such Additional Purchased Securitiesthat, will thereupon equal or exceed after giving effect to such aggregate transfers, repurchases and payments, Buyer’s Margin Amount (decreased for such Purchased Asset, shall be equal to or greater than the related Repurchase Price for such Purchased Asset. Seller shall perform the obligations under this Article 4(a) by the amount close of any the next succeeding Business Day if the Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as SellerNotice was received by Seller prior to 3:00 p.m. New York City time, or, the second (2nd) succeeding Business Day if the Margin Notice was received by Seller after 3:00 p.m. New York City time (the “Margin Deadline”). (b) If The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at any time the aggregate Market Value of all Purchased Securities subject a later date. Seller and Buyer each agree that a failure or delay by Buyer to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at exercise its rights hereunder shall not limit or waive Buyer’s option, to transfer cash rights under this Agreement or Purchased Securities to otherwise existing by law or in any way create additional rights for Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given In addition to the Appraisals and Approved Valuations delivered by Seller in accordance with Article 11(z), Buyer shall have the right to require additional Appraisals or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect Approved Valuations from time-to-time relating to any or all Transactions hereunder, that of the respective rights Purchased Assets. Buyer shall request such additional Appraisals or Approved Valuations in writing and Seller shall procure and deliver such requested Appraisals or Approved Valuations within forty five (45) Business Days of Buyer or Seller receipt of such request (or both) under subparagraphs (a) such other time period as determined by the Buyer in its sole discretion). In the event that any additional Appraisals or Approved Valuation relating to a Purchased Asset and (b) of requested pursuant to this Paragraph may be exercised only where Article 4(c), when considered together with the other criteria used to determine Market Value in accordance with this Agreement, results in a Margin Deficit or Margin Excessrelating to the applicable Purchased Asset, as then the case may be, exceeds a specified dollar amount or a specified percentage cost of the Repurchase Prices for such Transactions (which amount or percentage additional valuation shall be agreed an obligation of Seller. In the event that any additional Appraisal or Approved Valuation relating to by Buyer a Purchased Asset and Seller prior requested pursuant to entering into any such Transactionsthis Article 4(c). (f) Seller and Buyer may agree, when considered together with respect the other criteria used to any or all Transactions hereunderdetermine Market Value in accordance with this Agreement, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of does not result in a Margin Deficit relating to the applicable Purchased Asset, then the cost of such additional Appraisal or a Margin Excess, as the case may be, may Approved Valuation shall be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)an obligation of Buyer.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer any Transaction is less than the aggregate Buyer’s Margin Amount for all Repurchase Price (such Transactions (difference is a “margin deficit”) then the Seller shall make a Margin Deficit”), then Transfer to the Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of for the Purchased Securities, after deduction of any including such cash or any Purchased Securities so transferred, Margin Transfer will thereupon equal or exceed the aggregate Repurchase Price. (b) To the extent that a Party calling for a Margin Transfer has previously paid Cash Margin which has not exceed been repaid or delivered Margin Securities in respect of which Equivalent Margin Securities have not been delivered to it, that Party shall be entitled to require that such aggregate Seller’s Margin Amount (increased Transfer be satisfied first by the amount of any Margin Excess as repayment of such date arising from any Transactions in which Cash Margin or the delivery of Equivalent Margin Securities but, subject to this, the composition of a Margin Transfer shall be at the option of the Party making such Seller is acting as Buyer)Margin Transfer. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Any Cash Margin Notice Deadline on any business day, the party receiving such notice transferred shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business be in the relevant market on Base Currency or such day. If any such notice is given after other currency as the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business Parties agree in the relevant market on the next business day following such noticewriting. (d) Any cash transferred pursuant A payment of Cash Margin shall give rise to this Paragraph a debt owing from the Party receiving such payment to the Party making such payment. Such debt shall bear interest at such rate, payable at such times, as may be specified in Annex I hereto and shall be attributed repayable subject to such Transactions as shall be agreed upon by Buyer and Sellerthe terms of this Agreement. (e) Where the Seller and or the Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) becomes obliged under subparagraphs sub-paragraph (a) and (b) of this Paragraph may be exercised only where above to make a Margin Deficit Transfer, it shall transfer Cash Margin or Margin ExcessSecurities or Equivalent Margin Securities within the minimum period specified in Annex I hereto or, if no period is there specified, such minimum period as is customarily required for the case may besettlement or delivery of money, exceeds a specified dollar amount Margin Securities or a specified percentage Equivalent Margin Securities of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)relevant kind. (f) The Seller and Buyer may agreeshall on a monthly basis xxxx to market the value of the Buyer’s proprietary interest in the Purchased Securities which is the subject matter of each Transaction, with respect to any or all Transactions hereunder, that for the respective rights purpose of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require implementing the elimination of a minimum Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).set out in Annex I.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as a Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions Transaction (a “"Margin Deficit”"), then Buyer may may, by notice to Seller require written notice, request Seller in respect of such Transactions, Transactions at the Seller’s option, 's option either to transfer pay to the Buyer cash or transfer additional Securities reasonably acceptable equivalent to Buyer the Purchased Securities (hereinafter referred to as the “Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, Securities (including any such Additional Purchased Securities, ) will thereupon be equal to or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as a Seller (Seller having sold the Purchased Securities) exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then the Seller may may, by notice to Buyer the Buyer, require the Buyer in such Transactions, at the Buyer’s 's option, to transfer pay cash or transfer Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) If any notice is given by Buyer or Seller under subparagraph Notwithstanding the provisions of sub-clauses 6 (a) or and (b) of this Paragraph at or before ), in any transaction the Buyer may determine the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeAmount upfront. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer Xxxxxx and Seller. (e) Seller and Buyer Xxxxx may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Xxxxx and Seller (or both) under subparagraphs sub-clause 6 (a) and (b) of this Paragraph Agreement may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller Xxxxxx and Buyer Xxxxx may agree, with respect to any or all Transactions hereunder, that the respective rights of the Buyer and the Seller under subparagraphs paragraphs 6 (a) and and (b) of this Paragraph Agreement to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)) exists with respect to any single Transaction hereunder.

Margin Maintenance. (ai) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to the Custodial Bank for the benefit of Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (bii) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (diii) Any cash transferred pursuant to this Paragraph paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer Xxxxx and SellerXxxxxx. (eiv) Seller and Buyer Xxxxx may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs paragraphs (ai) and (bii) of this Paragraph subsection may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be 0% unless stipulated in a separate agreement and agreed to by Buyer Xxxxx and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value outstanding Purchase Price of all Purchased Securities Mortgage Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less greater than the aggregate Buyer’s Margin Amount for all Asset Value of such Purchased Mortgage Loans subject to Transactions (a “Margin Deficit”), and such Margin Deficit is greater than the Minimum Margin Threshold, then Buyer may by notice to a Responsible Officer of Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable in an amount at least equal to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of (such date arising from any Transactions in which such Buyer is acting as Selleramount, a “Margin Payment”). (b) If at Buyer delivers a Margin Call to Seller on or prior to [***] (New York City time) on any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Business Day, then Seller may by notice shall transfer the Margin Payment to Buyer require or its designee no later than [***] (New York City time) on such Business Day. In the event Buyer in such Transactionsdelivers a Margin Call to Seller after [***] (New York City time) on any Business Day, at Buyer’s option, Seller shall be required to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of Margin Payment no later than [***] (New York City time) on the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)following Business Day. (c) If Seller shall transfer any notice Margin Payment to the account of Buyer that is given by Buyer or Seller under subparagraph (a) or (breferenced in Section 10(a) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeAgreement. (d) Any cash transferred pursuant In the event that a Margin Deficit exists with respect to this Paragraph any Purchased Mortgage Loans, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be attributed to such Transactions as shall be agreed upon held by Buyer against the related Margin Deficit and Seller(ii) may be applied by Buyer against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 7. (e) The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Agreement or limit the right of Buyer to do so at a later date. Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in September 1996 Master Repurchase Agreement 3 such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If Buyer may, at its option in its sole discretion in accordance with the last sentence of this Article 4(a), determine if a Margin Deficit Event has occurred, at any time the aggregate Market Value of all Purchased Securities subject and from time to all Transactions time. If a Margin Deficit Event then exists that results in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller in the form of Exhibit VII (a “Margin Deficit Notice”) require Seller to make a cash payment in reduction of the outstanding Purchase Price for such TransactionsPurchased Asset such that, at after giving effect to such payment, no Margin Deficit shall exist with respect to the related Purchased Asset. Seller shall perform its payment obligations under this Article 4(a) as follows: within two (2) Business Days after Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to receipt of the Margin Deficit Notice from Buyer (the “Additional Purchased SecuritiesMargin Payment Date”), so that Seller shall make a payment to Buyer of all of Seller’s available cash on hand, up to a maximum payment amount equal to the total amount required to be paid by Seller to cure the Margin Deficit with respect to the applicable Purchased Asset, provided that, if Seller does not have sufficient available cash and aggregate Market Value of the Purchased Securities, including any on hand to completely cure such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as required under the second sentence of this Article 4(a), then Seller shall: (A) make a payment to Buyer of all available cash on hand, (B) on or before the Margin Payment Date, communicate to Buyer Seller’s plan for funding the balance required to completely cure such Margin Deficit as required under the second sentence of this Article 4(a), which plan shall be subject to Buyer’s approval in its sole discretion, and (C) provided that Buyer has approved of Seller’s plan for funding the balance, fund the balance on or before the date arising from that is three (3) Business Days after the Margin Payment Date. In making any Transactions in which determination that a Margin Deficit Event has occurred, Buyer shall utilize substantially similar methodologies to those that Buyer utilizes under similar repurchase facilities with similarly-situated sellers and the purchased assets under such Buyer is acting as Seller)repurchase facilities. (b) If at The failure of Buyer, on any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s optionone or more occasions, to transfer cash exercise its rights hereunder, shall not change or Purchased Securities alter the terms and conditions to Seller, which this Agreement is subject or limit the right of Buyer to do so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no a later than the close of business in the relevant market on such daydate. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time Buyer shall determine the aggregate Market Value Repurchase Price Cap of all each Purchased Securities subject to all Transactions in Loan on each Business Day and shall determine (i) the amount, if any, by which a particular party hereto is acting as Buyer such Repurchase Price Cap is less than the aggregate Buyer’s Margin Amount for all such Transactions Repurchase Price (excluding Price Differential) (a “Margin Deficit”)) and (ii) the amount, then Buyer may if any, by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer which the Repurchase Price Cap exceeds the Repurchase Price (excluding Price Differential) (“Additional Purchased SecuritiesMargin Excess”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If Subject to Section 4(f) hereunder, if at any time an aggregate Margin Deficit exists with respect to one or more Purchased Loans in an amount greater than the aggregate Market Value lesser of all (i) $250,000 and (ii) one percent (1%) of the Repurchase Price (excluding Price Differential) of the applicable Purchased Securities subject to all Transactions Loan, then Buyer may by written notice (which notice shall be given in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time accordance with Section 16 hereof) (a “Margin ExcessNotice”) to Master Seller on behalf of the applicable Series Seller(s), then Seller may by notice require the applicable Series Seller(s) to make a payment to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of the Margin Deficit for such Purchased Loan(s), to be applied in reduction of the Repurchase Price of some or all of the related Purchased Loans, as determined by Buyer, by no later than the Margin Deadline on the date that is two (2) Business Days following the date of receipt of such Margin Notice. The applicable Series Seller’s failure to cure any Margin Excess Deficit as required by this paragraph within the time periods set forth herein shall constitute a Transaction Event of such date arising from any Transactions in which such Seller is acting as Buyer)Default with respect to the applicable Transaction under the Transaction Documents and shall entitle Buyer to exercise its remedies under Section 13(c) of this Agreement. (c) If at any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where time a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to a Purchased Loan, then Master Seller may by notice delivered to Buyer require Buyer to transfer to Master Seller on behalf of the applicable Series Seller cash in an amount up to the Margin Excess by no later than the Margin Deadline on the date that is two (2) Business Days following Buyer’s receipt of such notice from Master Seller, provided that such notice is received by 6:00 p.m. (New York City time), or three (3) Business Days following the date of Buyer’s receipt of such notice from Seller if such notice is received after 6:00 p.m. (New York City time) on such date; provided, however, that (1) any single Transaction hereunder such transfer of cash shall not be in an amount less than $100,000, (calculated without regard 2) any such transfer of cash shall not cause the Repurchase Price for the applicable Purchased Loan to exceed the Repurchase Price Cap for such Transaction, and (3) no Default or Event of Default under this Agreement shall have occurred and be continuing. (d) The failure of, or delay by, Buyer or Seller, on any one or more occasions, to exercise its respective rights under Section 4(b) and 4(c) of this Agreement shall not (i) change or alter the terms and conditions to which this Agreement is subject, (ii) limit the right of such party to do so at a later date, (iii) limit such party’s rights under this Agreement or otherwise existing by law, or (iv) in any way create additional rights for such party. (e) If Master Seller and/or any applicable Series Sellers transfer cash to Buyer on account of Margin Deficits relating to more than one Purchased Loan, but such cash is insufficient to fully satisfy such Margin Deficits (after giving effect to any other Transaction outstanding netting pursuant to Section 4(f)), Buyer shall have the right to designate the Purchased Loan(s) and Margin Deficit(s) to which such payments shall be applied, in its sole and absolute discretion. (f) Buyer and Master Seller acknowledge and agree that, so long as no Default or Event of Default shall have occurred and be continuing, then notwithstanding the provisions of Sections 4(a) through 4(c) hereof, Margin Excess and Margin Deficit shall be netted for all the Transactions under this Agreement, and the aggregate amount of the Margin Excess for all Transactions shall be credited against the aggregate Margin Deficit owed under Section 4(b) and only the net amount need be paid; provided, that any net payment to Master Seller shall be subject to the conditions set forth in Section 4(c).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer Xxxxx and SellerXxxxxx. (e) Seller and Buyer Xxxxx may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer Xxxxx and Seller prior to entering into any such Transactions). (f) Seller and Buyer Xxxxx may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer Xxxxx and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. Subparagraph 4 of the Master Repurchase Agreement is amended in its entirety to read as follows: (a) If at any time Daily until the expiration of the Facility Termination Date (or less frequently if the Buyer, in its sole and absolute discretion, so elects), the Seller, as applicable (or Servicer on Buyer's behalf) will determine (i) the aggregate Market Collateral Value of all Purchased Securities subject Mortgage Assets held by Buyer, (ii) the Repurchase Price as of such date, and the Maximum Facility Amount as of such date. Without limiting the foregoing, the Seller shall deliver to all Transactions Buyer, at any time and from time to time, information in which a particular party hereto is acting as its possession in the ordinary course of its business with respect to the Purchased Mortgage Assets sold by it to assist Buyer is less than in ascertaining the Collateral Value of such Purchased Mortgage Assets. (b) If, on any date, the aggregate Buyer’s Margin Amount for Repurchase Price exceeds the total Collateral Value of all such Transactions Eligible Mortgage Assets (a “"Margin Deficit”"), then Buyer may may, in its sole and absolute discretion, by notice to the Seller (a "Margin Call"), require the Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities Purchased Mortgage Assets that are reasonably acceptable to Buyer (“"Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any Mortgage Assets") to eliminate such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)deficiency. (c) If any Upon receipt of notice is given by from Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business dayprior to 11:00 a.m. New York City time (which may be transmitted by facsimile), the party receiving such notice Seller, as applicable, in its sole discretion, shall transfer either cash or the Additional Purchased Securities as provided in such subparagraph Mortgage Assets no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day Business Day immediately following such noticethe date on which a Margin Call is given. Any cash transferred to Buyer pursuant hereto shall be held by Buyer until the Repurchase Date and shall be applied against the Repurchase Price on the Repurchase Date. (d) Any cash transferred pursuant Buyer's election, in its sole and absolute discretion, not to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to make a Margin Call at any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into Call at any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of time a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)exists.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Sellers Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by the Buyer and Seller. (e) Seller and Buyer buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and or (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, agree with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and or (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate aggre- gate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph subpara- graph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer Xxxxx and SellerXxxxxx. (e) Seller and Buyer Xxxxx may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer Xxxxx and Seller prior to entering into any such Transactions). (f) Seller and Buyer Xxxxx may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer Xxxxx and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value Aggregate Purchase Price of all Purchased Securities Assets of Seller subject to all Transactions in which a particular party hereto is acting as Buyer is less than shall exceed the aggregate Buyer’s Aggregate Margin Amount for all Value therefor (any such Transactions (deficiency, a “Margin Deficit”) then Seller shall either transfer cash to the Funding Account, or at Agent’s option (and provided Seller has additional Eligible Mortgage Loans), then Buyer may by notice transfer additional Eligible Mortgage Loans to Seller require Seller in such Transactionsthe Custodian, at Seller’s optiontogether with the Related Security, Records, Servicing Rights and other collateral and all instruments, chattel paper, and general intangibles comprising or related to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer all of the foregoing (“Additional Purchased SecuritiesAssets”), so that after giving effect to the transfer of cash and aggregate Market Value or the inclusion of the Purchased Securities, including any such Additional Purchased SecuritiesAssets, will thereupon equal or exceed no Margin Deficit shall exist (such requirement, a “Margin Call”); provided that if, as a result of Agent’s determination of the aggregate Buyer’s Collateral Value, the Aggregate Purchase Price of all Purchased Assets of Seller subject to all Transactions exceeds the Aggregate Margin Value by the Minimum Transfer Amount (decreased such event, a “Minimum Transfer Condition”) (i) Seller shall be required to transfer cash to the Margin Call Account to cure such Margin Deficit and (ii) Seller’s obligation to make the Margin Call shall be subject to its receipt of notice from Agent (it being understood that if such notice is delivered to Seller by Agent on or prior to 11:00 a.m. on any Business Day on which a Minimum Transfer Condition exists, Seller shall pay to the amount Margin Call Account the Minimum Transfer Amount prior to 5:00 p.m. on such Business Day and if such notice is delivered after 11:00 a.m., such notice shall be deemed received on the next succeeding Business Day and Seller shall pay to the Margin Call Account the Minimum Transfer Amount prior to 5:00 p.m. on such Business Day). All amounts paid by Seller to the Margin Call Account in respect of any Margin Deficit as shall be held for the benefit of such date arising from Agent and the Principals. On any Transactions day on which an Event of Default shall not have occurred and be continuing, and if no Margin Deficit exists, if the amount on deposit in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value Margin Call Account exceeds the Aggregate Purchase Price of all Purchased Securities Assets of Seller subject to all Transactions in which a particular party hereto is acting as Seller exceeds less the aggregate Seller’s Aggregate Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such TransactionsValue then, at Buyer’s optionthe request of Seller, to transfer cash or Purchased Securities such excess shall be withdrawn from the Margin Call Account by the authorization of Agent and remitted to Seller. If an Event of Default shall have occurred and be continuing, so that all amounts on deposit in the aggregate Market Value Margin Call Account, if any, shall be withdrawn by Agent and applied by it in reduction of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Aggregate Purchase Price and Aggregate Unpaids. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) 7.1 If at on any time day prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased the Underlying Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than falls below the aggregate Buyer’s Purchase Price of the Underlying Securities plus the Margin Amount for all such Transactions (the difference being a “Margin Deficit”), then Buyer the Parties consent that the Trustee (acting on behalf of the Client) may by notice to Seller the Dealer require Seller the Dealer in such Transactions, at Seller’s optionTransaction, to transfer to Buyer cash or the Trustee (on behalf of the Client) additional Securities reasonably acceptable to Buyer the Trustee (acting on behalf of the Client) (“Additional Purchased Margin Securities”), ) so that the cash and aggregate Market Value of the Purchased Underlying Securities, including and any such Additional Purchased Margin Securities, will thereupon shall be equal to or shall exceed such aggregate Buyer’s the Purchase Price of the Underlying Securities plus the Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) 7.2 If at any time prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller the Underlying Assets exceeds the aggregate Seller’s Purchase Price of the Underlying Securities plus the Required Margin Amount for all such Transactions at such time Transaction (the difference being a “Margin Excess”), then Seller the Parties agree that the Dealer may by notice to Buyer the Trustee (acting on behalf of the Client) require Buyer the Trustee in such Transactions, at Buyer’s optionTransaction, to transfer cash or Purchased to the Dealer Underlying Securities with a Market Value equivalent to Sellerthe Margin Excess, so provided that the aggregate Market Value of the Purchased SecuritiesUnderlying Assets, after deduction of any such cash or any Purchased Underlying Securities so transferred, will thereupon not exceed such aggregate Seller’s the Purchase Price of the Underlying Securities plus the Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) 7.3 If any notice is given by Buyer or Seller under subparagraph the Trustee (aacting on behalf of the Client) or (b) of this Paragraph the Dealer under Clause7.1 or Clause7.2 at or before the Margin Notice Deadline on any business dayBusiness Day, the party Trustee (acting on behalf of the Client) or the Dealer (as the case may be) receiving such notice shall transfer cash or Additional Purchased the Margin Securities as provided in such subparagraph clause no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving Trustee (acting on behalf of the Client) or the Dealer (as the case maybe)receiving such notice shall transfer such cash or the Margin Securities no later than the close of business in the relevant market on the next business day Business Day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that 7.4 For the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage purposes of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed calculations set out in Clause 7.1 and Clause 7.2, in order to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agreedetermine, with respect to any or all Transactions hereunderrespectively, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of whether there is a Margin Deficit or a Margin Excess, as the case may be, may Market Value of Underlying Securities shall be exercised whenever such a aggregated with the Market Value of any Margin Deficit or Margin Excess exists with Securities previously transferred in respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)of the Transaction.

Margin Maintenance. (a) If at any time Buyer shall determine the aggregate Market Value Repurchase Price Cap of all each Purchased Securities subject to all Transactions in Loan on each Business Day and shall determine the amount, if any, by which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount Repurchase Price (excluding Price Differential) of the related Purchased Loan exceeds the Repurchase Price Cap for all such Transactions Purchased Loan (a “Margin Deficit”). If at any time a Margin Deficit exists with respect to one or more Purchased Loans in an amount greater than the Margin Call Threshold, and a Credit Event has occurred and is continuing with respect to such Purchased Loan, then Buyer may may, by notice (which notice shall include a copy sent by electronic mail in accordance with Section 16 hereof) (a “Margin Notice”) to Master Seller on behalf to the applicable Series Seller(s), require the applicable Series Seller(s), or the Master Seller in such Transactions, at Seller’s optionon behalf of the applicable Series Seller(s), to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by in the amount of any the Margin Deficit as for such Purchased Loan by no later than 2 P.M. (New York City time) on the date that is three (3) Business Days following the date of receipt of such date arising from any Transactions in which such Buyer is acting as Seller)Margin Notice. (b) If At the request of Seller, which may be delivered to Buyer at any time after a Margin Notice has been delivered to Seller by Buyer as set forth in Section 4(a) above, but only if the aggregate Market Value related Margin Deficit had previously been paid in full and the related Credit Event is no longer continuing, Buyer shall re-determine, in its sole and absolute discretion exercised in good faith, the Repurchase Price Cap of all the related Purchased Securities subject Loan and, if the Repurchase Price Cap as so determined by Buyer in its sole and absolute discretion exercised in good faith (which determination may include Buyer obtaining credit approval with respect to all Transactions in which a particular party hereto is acting as Seller such re-determination) exceeds the aggregate Seller’s Margin Amount then-current Repurchase Price for all such Transactions at Purchased Loan (excluding Price Differential) (any such time (a excess, “Margin Excess”), then Buyer shall transfer to Master Seller may on behalf of the applicable Series Seller cash in an amount up to the Margin Excess by notice to Buyer require Buyer in such Transactions, at no later than the date that is three (3) Business Days following Buyer’s optionreceipt of such notice from Master Seller; provided, to transfer cash or Purchased Securities to Sellerhowever, so that the aggregate Market Value of the Purchased Securities, after deduction of (1) any such transfer of cash shall not cause the Repurchase Price for the applicable Purchased Loan to exceed the Repurchase Price Cap for such Transaction, and (2) no Default or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount Event of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Default under this Agreement shall have occurred and be continuing. (c) If any notice is given by The failure of, or delay by, Buyer or Seller on any one or more occasions, to exercise its rights under subparagraph (aSection 4(a) or Section 4(b) hereof, respectively, shall not (bi) change or alter the terms and conditions to which this Agreement is subject, (ii) limit the right of Buyer or Seller to do so at a later date, (iii) limit Buyer’s or Seller’s rights under this Paragraph at Agreement or before the Margin Notice Deadline on otherwise existing by law, or (iv) in any business day, the party receiving such notice shall transfer cash way create additional rights for Buyer or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeSeller. (d) Any If either Master Seller and/or any applicable Series Sellers transfers cash transferred to Buyer on account of Margin Deficits relating to more than one Purchased Loan, but such cash is insufficient to fully satisfy all Margin Deficits then currently outstanding for which Margin Notices have been sent (after giving effect to any netting pursuant to this Paragraph Section 4(e) hereof), Buyer shall have the right to designate the Purchased Loan(s) and amounts of such Margin Deficit(s) to which such payments shall be attributed to such Transactions as applied, which application shall be agreed upon by Buyer and Sellermade in Buyer’s sole discretion, exercised in good faith, and, to the extent reasonably practicable, shall be implemented so as to minimize the number of related Margin Deficit(s). (e) Buyer and Master Seller acknowledge and Buyer may agreeagree that, with respect to any so long as no Default or Event of Default shall have occurred and be continuing, then notwithstanding the provisions of Sections 4(a) and 4(b) hereof, Margin Excess and Margin Deficit shall be netted for all the Transactions under this Agreement, and the aggregate amount of the Margin Excess (if any) for all Transactions hereundershall be credited against the aggregate Margin Deficit owed under Section 4(a) hereof and only the net amount need be paid; provided, that the respective rights of Buyer or any net payment to Master Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed subject to by Buyer and Seller prior to entering into any such Transactions)the conditions set forth in Section 4(b) hereof. (f) Seller and Buyer may agreeNotwithstanding anything contained in Section 16 hereof to the contrary, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination notice of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever delivered by Buyer via email, without the need to also deliver such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any notice by one of the other Transaction outstanding under this Agreement)means set forth in Section 16 hereof, and shall be deemed received upon the sending of such email.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate (x) Buyer’s Margin Amount for all such Transactions U.S. Purchased Assets is less than the aggregate Purchase Price outstanding for all U.S. Purchased Assets and/or (y) Buyer’s Margin Amount for all Foreign Purchased Assets is less than the aggregate Purchase Price outstanding for all Foreign Purchased Assets (in each case, a “Margin Deficit”), then Buyer may by written notice (which may be in electronic form) delivered to Seller Sellers in the form of Exhibit X (a “Margin Deficit Notice”) require Seller in such TransactionsSellers to, at Seller’s Sellers’ option, to transfer to Buyer the extent such Margin Deficit equals or exceeds the Minimum Transfer Amount, (i) repurchase some or all of the related Purchased Assets at their respective Repurchase Prices, (ii) make a payment in reduction of the Repurchase Price of some or all of such Purchased Assets in immediately available funds, (iii) deliver collateral in the form of cash or additional Securities reasonably acceptable to Buyer Cash Equivalents, or (“Additional Purchased Securities”), so that the cash and aggregate Market Value iv) choose any combination of the Purchased Securitiesforegoing, including any such Additional Purchased Securitiesthat, will thereupon equal or exceed after giving effect to such aggregate transfers, repurchases and payments, Buyer’s Margin Amount for all the related Purchased Assets shall be equal to or greater than the aggregate Repurchase Price for all the related Purchased Assets. In connection with the delivery of cash or Cash Equivalents in accordance with clause (decreased iii) above, Sellers shall deliver to Buyer any additional documents (including, without limitation, to the extent not covered by any previously delivered legal opinions, one or more opinions of counsel reasonably satisfactory to Buyer) and take any actions reasonably necessary in Buyer’s discretion for Buyer to have a first priority, perfected security interest in such cash or Cash Equivalents, as applicable. With respect to clauses (i) and (ii) above, such payments and/or repurchases shall be made by the amount related Seller in the Applicable Currency of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)the related Purchased Asset. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice Deficit Notice is given by Buyer or Seller under subparagraph (a) or (bArticle 4(a) of this Paragraph Agreement on any Business Day at or before prior to the Margin Notice Deadline on any business dayDeadline, Sellers shall cure the party receiving such notice shall transfer cash or Additional Purchased Securities related Margin Deficit as provided in such subparagraph Article 4(a) prior to 5:00 p.m. New York time no later than one (1) Business Day following the close of business in the relevant market on day such dayMargin Deficit Notice is given by Buyer. If any such notice Margin Deficit Notice is given by Buyer on any Business Day at any time after the Margin Notice Deadline, Sellers shall cure the party receiving such notice shall transfer such cash or Securities related Margin Deficit as provided in Article 4(a) by no later than prior to 5:00 p.m. New York time no later than two (2) Business Days following the close of business in the relevant market on the next business day following such noticeMargin Deficit Notice is given by Buyer. (dc) Any cash transferred pursuant The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Paragraph shall be attributed Agreement is subject or limit the right of Buyer to such Transactions as shall be agreed upon do so at a later date. Sellers and Buyer each agree that a failure or delay by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Sellers.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as a Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions Transaction (a “Margin Deficit”), then Buyer may may, by notice to Seller require written notice, request Seller in respect of such Transactions, Transactions at the Seller’s option, either to transfer pay to the Buyer cash or transfer additional Securities reasonably acceptable equivalent to Buyer the Purchased Securities (hereinafter referred to as the “Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, Securities (including any such Additional Purchased Securities, ) will thereupon be equal to or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as a Seller (Seller having sold the Purchased Securities) exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then the Seller may may, by notice to Buyer the Buyer, require the Buyer in such Transactions, at the Buyer’s option, to transfer pay cash or transfer Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) If any notice is given by Buyer or Seller under subparagraph Notwithstanding the provisions of sub-clauses 5 (a) or and (b) of this Paragraph at or before ), in any transaction the Buyer may determine the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeAmount upfront. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer Xxxxxx and Seller. (e) Seller and Buyer Xxxxx may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller Xxxxx and Xxxxxx (or both) under subparagraphs sub-clause 5 (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).and

Margin Maintenance. (a) If at Agent shall determine the Market Value of the Purchased Assets on a daily basis as determined by Agent in its sole discretion on exercising good faith. (b) If, as of any time date of determination, the lesser of (a) 100% of the Principal Balance of all Purchased Assets then subject to all Transactions and (b) the aggregate Market Value of all related Purchased Securities Assets subject to all Transactions Transactions, taking into account the cash then on deposit in which a particular party hereto is acting as Buyer the Collection Account, multiplied by the applicable Purchase Price Percentage is less than the aggregate Buyer’s Margin Amount Repurchase Price (excluding accrued Price Differential) for all such Transactions (a “Margin Deficit”), then Buyer may Agent may, by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer the Purchaser or Purchaser’s designee cash or or, at Purchaser’s option (and provided Seller has additional Securities reasonably acceptable Eligible Mortgage Loans), additional Eligible Mortgage Loans to Buyer Purchaser (“Additional Purchased SecuritiesMortgage Loans”), so ) to cure the Margin Deficit; provided that Purchaser shall not provide notice of a Margin Call to Seller until the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from equals or exceeds $500,000. If the Agent delivers a Margin Call to Seller on or prior to 11:00 a.m. (New York City time) on any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Business Day, then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph Mortgage Loans to the Purchaser or Purchaser’s designee no later than 5:00 p.m. (New York City time) on the close of business in same Business Day. In the relevant market event the Agent delivers a Margin Call to Seller after 11:00 a.m. (New York City time) on such day. If any such notice is given after the Margin Notice DeadlineBusiness Day, the party receiving such notice Seller shall be required to transfer such cash or Securities Additional Purchased Mortgage Loans to the Purchaser or Purchaser’s designee no later than the close of business in the relevant market 12:00 noon (New York City time) on the next business day following such noticesucceeding Business Day. (c) Any cash transferred to the Purchaser or Purchaser’s designee pursuant to Section 16(f)(ii)(B) herein shall reduce the Repurchase Price of the related Transactions. (d) Any cash transferred pursuant The failure of Purchaser, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Paragraph Agreement or limit the right of Purchaser to do so at a later date. Seller and the Purchaser agree that a failure or delay by Purchaser to exercise its rights hereunder shall be attributed to such Transactions as shall be agreed upon not limit or waive Purchaser’s rights under this Agreement or otherwise existing by Buyer and law or in any way create additional rights for Seller. (e) For the avoidance of doubt, it is hereby understood and agreed that Seller and Buyer may agree, with respect shall be responsible for satisfying any Margin Deficit existing as a result of any reduction of the Principal Balance of any Purchased Asset pursuant to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to action by Buyer and Seller prior to entering into any such Transactions)bankruptcy court. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in transactions which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin 's margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin 's margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as the Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds exceed the aggregate Seller’s Margin 's margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by be notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at Agent shall determine the Market Value of the Purchased Assets on a daily basis as determined by Agent in its sole discretion. (b) If, as of any time date of determination, the lesser of (a) 100% of the Principal Balance of the Eligible Mortgage Loans and (b) the aggregate Market Value of all related Purchased Securities Assets subject to all Transactions in which a particular party hereto is acting as Buyer Transactions, multiplied by the applicable Purchase Price Percentage is less than the aggregate Buyer’s Margin Amount for all such Transactions Repurchase Price (excluding accrued Price Differential) (a “Margin Deficit”), then Buyer may Agent may, by notice to the Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer Purchaser or its designee cash or or, at Purchaser’s option (and provided Seller has additional Securities reasonably acceptable Eligible Mortgage Loans), additional Eligible Mortgage Loans to Buyer Purchaser (“Additional Purchased SecuritiesMortgage Loans”), so that ) to cure the cash and aggregate Market Value of Margin Deficit. If the Purchased Securities, including Agent delivers a Margin Call to the Seller on or prior to 11:00 a.m. (New York City time) on any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Business Day, then the Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph Mortgage Loans to Purchaser or its designee no later than 5:00 p.m. (New York City time) on the close of business in same Business Day. In the relevant market event the Agent delivers a Margin Call to Seller after 11:00 a.m. (New York City time) on such day. If any such notice is given after the Margin Notice DeadlineBusiness Day, the party receiving such notice Seller shall be required to transfer such cash or Securities Additional Purchased Mortgage Loans no later than the close of business in the relevant market 12:00 noon (New York City time) on the next business day following such noticesucceeding Business Day. (c) Any cash transferred to Purchaser or its designee pursuant to Section 16(f)(ii) herein shall reduce the Repurchase Price of the related Transactions. (d) Any cash transferred pursuant The failure of Purchaser, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Paragraph Agreement or limit the right of the Purchaser to do so at a later date. Seller and Purchaser each agree that a failure or delay by a Purchaser to exercise its rights hereunder shall be attributed to such Transactions as shall be agreed upon not limit or waive Purchaser’s rights under this Agreement or otherwise existing by Buyer and law or in any way create additional rights for Seller. (e) For the avoidance of doubt, it is hereby understood and agreed that Seller and Buyer may agree, with respect shall be responsible for satisfying any Margin Deficit existing as a result of any reduction of the Principal Balance of any Purchased Asset pursuant to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to action by Buyer and Seller prior to entering into any such Transactions)bankruptcy court. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time Upon the aggregate Market Value occurrence of all a Credit Event relating to a Purchased Securities subject to all Transactions Loan, Buyer may re-determine the value of the Mortgaged Property collateralizing such Purchased Loan in which a particular party hereto Buyer’s sole discretion and, if taking into account such re-determined value, the Buyer LTV of such Purchased Loan is acting as Buyer is less greater than the aggregate Buyer’s Margin Amount for all Buyer LTV Maximum then applicable to such Transactions Purchased Loan (such occurrence, a “Margin Deficit”), Buyer shall calculate the amount required to reduce the Purchase Price outstanding for such Purchased Loan such that the Buyer LTV of such Purchased Loan, when recalculated with such reduced Purchase Price, is equal to the Buyer LTV Target then applicable to such Purchased Loan (such amount, a “Margin Deficit Amount”) and may require Sellers to pay to Buyer such Margin Deficit Amount. In payment or partial payment of such Margin Deficit Amount, Buyer may, in its sole discretion, first elect to calculate if any Margin Excess exists in respect of any other Purchased Loan and, if such Margin Excess exists on such other Purchased Loan, Buyer may by notice to Seller require Seller elect, in such Transactions, at Seller’s optionits sole discretion, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional reallocate the related Margin Excess Amount by increasing the Purchase Price of such other Purchased Securities”)Loan and, so that on a dollar for dollar basis, decreasing the cash and aggregate Market Value Purchase Price of the Purchased SecuritiesLoan to which such Margin Deficit relates (a “Reallocation”). To the extent that a Reallocation takes place between a Purchased Loans related to one Seller and a Purchased Loan related to a different Seller, including then such Sellers shall true-up the impact of such Reallocation. If no Reallocation takes place, or if a Reallocation does take place but such Reallocation does not result in payment in full of the Margin Deficit Amount, Buyer may deliver a written notice to Sellers (a “Margin Deficit Notice”) requiring Sellers to pay the outstanding portion of the Margin Deficit Amount and Sellers shall be obligated to pay to Buyer, within two (2) Business Days of the delivery of such Margin Deficit Notice by Buyer to Sellers, the remaining outstanding portion of the Margin Deficit Amount; provided that if, within two (2) Business Days of the delivery of such Margin Deficit Notice, Sellers have paid to Buyer all available funds on hand (if any) and all amounts available to be drawn by each of them under any liquidity or subscription facility (if any) in payment of the remaining outstanding portion of the Margin Deficit Amount, and, if such Additional amount is less than the remaining outstanding portion of the Margin Deficit Amount, Sellers may extend the date for payment of the remaining outstanding portion of the Margin Deficit Amount until the date that is eleven (11) Business Days after the date of delivery of the Margin Deficit Notice by delivering to Buyer on or before such second (2nd) Business Day after the date of delivery of such Margin Deficit Notice Date a Payment Extension Certificate. All Margin Deficit Amounts paid to Buyer pursuant to this Section 4(a) with respect to any Purchased SecuritiesLoan shall be applied by Buyer to reduce the Purchase Price of such Purchased Loan. Notwithstanding the foregoing, will thereupon equal upon receipt of a Margin Deficit Notice with respect to a Purchased Loan, the applicable Seller may elect, rather than pay to Buyer the Margin Deficit Amount, to repurchase such Purchased Loan on or exceed before the date for payment of such aggregate Margin Deficit Amount set forth in such Margin Deficit Notice, by payment of such Purchased Loan’s Repurchase Price in accordance with Section 3(d). The failure or delay of Buyer, on any one or more occasions, to exercise its rights under this Section 4(a) shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date, or limit Buyer’s Margin Amount (decreased rights under this Agreement or otherwise existing by the amount of law or in any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)way create additional rights for Sellers. (b) If at From time to time, the applicable Seller may request that Buyer determine whether, with respect to any time Purchased Loan, in Buyer’s sole discretion, both (i) the aggregate Market Value Buyer LTV of all such Purchased Securities subject Loan is less than the Buyer LTV Target then applicable to all Transactions in which a particular party hereto such Purchased Loan, and (ii) the Purchase Price Rate of such Purchased Loan is acting as Seller exceeds less than the aggregate Seller’s Margin Amount for all Maximum Purchase Price Rate then applicable to such Transactions at Purchased Loan (such time (occurrence, a “Margin Excess”). If, then Seller may by notice to Buyer require Buyer in following such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any request, Buyer determines that there exists a Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunderPurchased Loan, that Buyer may calculate the respective rights amount of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or such Margin Excess, as which shall equal the case may be, exceeds a specified dollar lesser of (A) the amount or a specified percentage by which the Purchase Price of the Repurchase Prices for such Transactions (which amount or percentage shall Purchased Loan could be agreed to by Buyer and Seller prior to entering into any increased such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights Buyer LTV of such Purchased Loan, when recalculated with such increased Purchase Price, is equal to the Buyer and Seller under subparagraphs (a) LTV Target then applicable to such Purchased Loan, and (bB) the amount by which the Purchase Price of this Paragraph such Purchased Loan could be increased such that the Purchase Price Rate of such Purchased Loan, when recalculated with such increased Purchase Price, is equal to require the elimination Maximum Purchase Price Rate then applicable to such Purchased Loan (such lesser amount, a “Margin Excess Amount”). Upon request by the applicable Seller, Buyer may, in its sole discretion, advance all or any portion of such Margin Excess Amount to such Seller, and concurrently increase the Purchase Price of such Purchased Loan, or Buyer may, in its sole discretion, undertake a Reallocation in respect of such Margin Excess Amount in partial or complete satisfaction of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Deficit.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).. September 1996 n Master Repurchase Agreement n 4

Margin Maintenance. (a) If at any time the Aggregate Facility Purchase Price is greater than the aggregate Market Asset Value of all Purchased Securities Mortgage Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (the positive amount of such difference, a “Margin Deficit”), and such Margin Deficit is greater than the Minimum Margin Threshold, then Buyer may by written notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable in an amount at least equal to Buyer the Margin Deficit (such amount, a “Additional Purchased SecuritiesMargin Payment”); provided, so that that, notwithstanding the cash foregoing, Buyer may determine the Asset Value and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any related Margin Deficit as of such date arising from on an individual loan basis for any Transactions Purchased Mortgage Loan, in which such Buyer is acting as Seller)event it shall, upon receipt, apply all amounts received with respect to any individual Purchased Mortgage Loans against the Purchase Price thereof. (b) If at any time the aggregate Market Value of all Purchased Securities subject Buyer delivers a Margin Call to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)[***], then Seller may by notice shall transfer the Margin Payment to Buyer require or its designee no later than [***]. In the event Buyer in such Transactionsdelivers a Margin Call to Seller [***], at Buyer’s option, Seller shall be required to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Payment no later [***]. (c) If Seller shall transfer any notice Margin Payment to the account of Buyer that is given by Buyer or Seller under subparagraph (a) or (breferenced in Section 10(a) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeAgreement. (d) Any cash transferred pursuant In the event that a Margin Deficit exists with respect to this Paragraph any Purchased Mortgage Loans, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be attributed to such Transactions as shall be agreed upon held by Buyer against the related Margin Deficit and Seller(ii) may be applied by Buyer against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Xxxxx retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 7. (e) The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Agreement or limit the right of Buyer to do so at a later date. Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer).. 0 = 1 117793449 (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the product of the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is Assets and Buyer's Margin Ratio shall be less than the aggregate Buyer’s Margin Amount outstanding Repurchase Price for all such Transactions Purchased Assets, (a “"Margin Deficit”"), then Buyer may by notice to Seller on a Business Day (a "Margin Call") require Seller in such Transactions, at Seller’s option, to transfer to Buyer (A) cash or additional Securities reasonably (B) Additional Assets acceptable to Buyer in its sole and absolute discretion (“such cash or Additional Purchased Securities”Assets paid by Seller to Buyer are herein referred to as "Additional Assets"), so that the sum of cash and plus the product of (i) the aggregate Market Value of the Purchased Securities, including any Assets and such Additional Assets and (ii) Buyer's Margin Ratio shall at least equal the aggregate outstanding Repurchase Price; provided, however, that unless the Margin Deficit is greater than an amount equal to 3% of the Market Value of all Purchased SecuritiesAssets, will thereupon equal or exceed the Margin Deficit shall be satisfied only from Seller's aggregate share of Income on all Purchased Assets and, to such aggregate extent, shall be payable on the next succeeding Remittance Date and on each Remittance Date thereafter until fully satisfied. Any cash received by Buyer pursuant to a Margin Call shall be applied to reduce the Outstanding Purchase Price upon Buyer’s Margin Amount (decreased by the amount of 's receipt thereof. Seller's failure to cure any Margin Deficit as required by the preceding sentence prior to expiration of such date arising from any Transactions one (1) Business Day after notice shall constitute an Event of Default under the Transaction Documents and shall entitle Buyer to exercise its remedies under Section 14 of this Agreement (including, without limitation, the liquidation remedy provided for in which such Buyer is acting as SellerSection 14(iv) of this Agreement). (b) If any Margin Call is given by Buyer under Section 3(a) of this Agreement prior to 10:00 a.m. New York City time, Seller shall transfer cash or Additional Assets as provided in Section 3(a) by no later than 5:00 p.m. New York City time on the day of such notice. If such notice is given by Buyer at or after 10:00 a.m. New York City time, Seller shall transfer such cash or Additional Assets by no later than 5:00 p.m. New York City time on the next succeeding Business Day. Notice required pursuant to Section 3(a) of this Agreement may be given by any means, including by telephone, telecopier or telegraphic transmission. The failure of Buyer on any one or more occasions, to exercise its rights under Section 3(a) of this Agreement shall not constitute a waiver of such default or change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer or Seller to do so at a later date. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under Section 3(a) of this Agreement shall not limit such party's rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (c) If at any time the product of the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds Assets and Buyer's Margin Ratio shall be greater than the aggregate Seller’s Margin Amount outstanding Repurchase Price for all such Transactions at such time Purchased Assets (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer to Seller (1) cash or (2) Purchased Securities Assets that become subject to Seller, this Agreement as Additional Assets so that the product of (i) the aggregate Market Value of the Purchased Securities, after deduction of any Assets and such cash or Additional Assets and (ii) Buyer's Margin Ratio shall not exceed the aggregate outstanding Repurchase Price. In no event shall any Purchased Securities so transferred, will thereupon Assets that did not exceed such aggregate Seller’s become subject to this Agreement in the form of Additional Assets be released from the lien of this Agreement due to a Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Excess. (cd) If any notice is given by Buyer or Seller under subparagraph (a) or (bSection 3(c) of this Paragraph at or before the Margin Notice Deadline on any business dayAgreement, the party receiving such notice Buyer shall transfer cash or Additional Purchased Securities Assets as provided in such subparagraph Section 3(c) by no later than the close of business in the relevant market on such day. If any such notice is given one (1) Business Day after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close giving of business in the relevant market on the next business day following such notice. (d) Any cash transferred . Notice required pursuant to Section 3(c) of this Paragraph shall Agreement may be attributed to such Transactions as shall be agreed upon given by any means, including by telephone, telecopier or telegraphic transmission. Buyer and SellerSeller agree that any failure or delay by Seller on any one or more occasions to exercise its rights under Section 3(c) of this Agreement shall not constitute a waiver of such rights or limit such party's rights under Section 3(c) of this Agreement or otherwise existing by law or in any way create additional rights for such party. In addition, in no event shall Buyer be required to create a Margin Deficit in order to comply with Section 3(d) of this Agreement. (e) Seller and Any cash transferred to Buyer may agree, with respect pursuant to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (bSection 3(a) of this Paragraph may Agreement shall be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of used to reduce the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)Price. (f) Seller Buyer's determination of Market Value shall not be affected by any knowledge qualifiers in Seller's representations and warranties relating to the Purchased Assets. (g) The parties agree, for the avoidance of doubt, that Buyer may agree, determine the Market Value of Purchased Assets with respect to any or all Transactions hereunder, that such frequency as Buyer elects in its sole discretion exercised in good faith and may be determined on each Business Day during the respective rights of Buyer and Seller under subparagraphs (a) and (b) term of this Paragraph Agreement, or less frequently from time to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)time if Buyer elects in its sole discretion.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions Transac- tions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased SecuritiesSecuri- ties”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Pur- chased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) Buyer shall determine the Market Value for the Purchased Repo Assets in its sole discretion from time to time and at such time as it may elect in its sole discretion. Buyer shall not take into account any Purchased Repo Asset with respect to which there is a breach of representation, warranty or covenant made by Seller in this Agreement or the Custody Agreement and which breach has not been cured prior to the date on which Market Value is being determined. If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer Repo Assets is less than the aggregate Buyer’s 's Margin Amount for all such Transactions Purchased Repo Assets (a “"Margin Deficit”"), then Buyer may by written notice to Seller require Seller in such TransactionsSeller, at Seller’s 's option, to transfer to Buyer cash or additional Securities Eligible Repo Assets reasonably acceptable to Buyer (“"Additional Purchased Securities”Repo Assets"), so that the cash and aggregate Market Value of the Purchased SecuritiesRepo Assets, including any such Additional Purchased SecuritiesRepo Assets, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline close of business on any business dayBusiness Day, the party receiving such notice Seller shall transfer cash or Additional Purchased Securities Repo Assets as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day Business Day following such notice. (dc) Any cash transferred pursuant Notwithstanding any term to this Paragraph shall be attributed to such Transactions the contrary set forth herein or in the Custody Agreement, so long as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit has occurred and is continuing, Buyer shall not be required to sell or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed release any Purchased Repo Asset to by Buyer and Seller prior to entering into any such Transactions)Seller. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time either (i) the aggregate Market Value of all Purchased Securities Assets subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s MV Margin Amount for all such Transactions, or (ii) the aggregate unpaid principal balance of the Purchased Assets for all Transactions is less than the aggregate Par Margin Amount for all such Transactions (either such event, a “"Margin Deficit”"), then Buyer may may, by notice to Seller Seller, require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or or, at Buyer's option (and provided Seller has additional Securities reasonably acceptable to Buyer Eligible Assets), additional Eligible Assets (“"Additional Purchased Securities”)Assets") within one (1) Business Day of such notice by such Buyer, so that both (x) the cash and aggregate Market Value of the such Purchased SecuritiesAssets, including any such Additional Purchased SecuritiesAssets, will thereupon equal or exceed such aggregate Buyer’s MV Margin Amount, and (y) the cash and unpaid principal balance of such Purchased Assets, including any such Additional Purchased Assets and any Purchased Assets, will thereupon equal or exceed such aggregate Par Margin Amount (decreased either such requirement, a "Margin Call"). Any cash transferred by the amount Seller in satisfaction of any such Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Call shall be deposited into the account designated by Buyer. (b) If at any time the aggregate Market Value of all Purchased Securities subject Notice required pursuant to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller Section 6(a) may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is be given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as means provided in such subparagraph Section 36 hereof. Any notice given on a Business Day shall be met, and the related Margin Call satisfied, no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market 1:00 p.m. (New York City time) on the next business day following Business Day. The failure of any Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of such notice. (d) Any cash transferred pursuant Buyer to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) do so at a later date. Seller and Buyer may agree, with respect each agree that a failure or delay by a Buyer to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer's rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, Transactions at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer any Transaction is less than the aggregate Buyer’s Margin Amount for all Repurchase Price (such Transactions (difference is a “margin deficit”) then the Seller shall make a Margin Deficit”), then Transfer to the Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of for the Purchased Securities, after deduction of any including such cash or any Purchased Securities so transferred, Margin Transfer will thereupon equal or exceed the aggregate Repurchase Price. (b) To the extent that a Party calling for a Margin Transfer has previously paid Cash Margin which has not exceed been repaid or delivered Margin Securities in respect of which Equivalent Margin Securities have not been delivered to it, that Party shall be entitled to require that such aggregate Seller’s Margin Amount (increased Transfer be satisfied first by the amount of any Margin Excess as repayment of such date arising from any Transactions in which Cash Margin or the delivery of Equivalent Margin Securities but, subject to this, the composition of a Margin Transfer shall be at the option of the Party making such Seller is acting as Buyer)Margin Transfer. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Any Cash Margin Notice Deadline on any business day, the party receiving such notice transferred shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business be in the relevant market on Base Currency or such day. If any such notice is given after other currency as the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business Parties agree in the relevant market on the next business day following such noticewriting. (d) Any cash transferred pursuant A payment of Cash Margin shall give rise to this Paragraph a debt owing from the Party receiving such payment to the Party making such payment. Such debt shall bear interest at such rate, payable at such times, as may be specified in Annex I hereto and shall be attributed repayable subject to such Transactions as shall be agreed upon by Buyer and Sellerthe terms of this Agreement. (e) Where the Seller and or the Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) becomes obliged under subparagraphs sub-paragraph (a) and (b) of this Paragraph may be exercised only where above to make a Margin Deficit Transfer, it shall transfer Cash Margin or Margin ExcessSecurities or Equivalent Margin Securities within the minimum period specified in Annex I hereto or, if no period is there specified, such minimum period as is customarily required for the case may besettlement or delivery of money, exceeds a specified dollar amount Margin Securities or a specified percentage Equivalent Margin Securities of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)relevant kind. (f) The Seller and Buyer may agreeshall on a quarterly basis mark to market the value of the Buyer’s proprietary interest in the Purchased Securities which is the subject matter of each Transaction, with respect to any or all Transactions hereunder, that for the respective rights purpose of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require implementing the elimination of a minimum Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).set out in Annex I.

Margin Maintenance. (a) a. If at any time either (i) the aggregate Market Value of all Purchased Securities Assets subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s MV Margin Amount for all such Transactions, or (ii) the aggregate unpaid principal balance of the Purchased Assets for all Transactions is less than the sum of the aggregate Buyer’s Par Margin Amount for all such Transactions (either such event, a “Margin Deficit”), then the related Buyer may by notice to Seller Sellers require Seller Sellers in such Transactions, at Seller’s option, Transactions to transfer to the related Buyer cash or or, at the related Buyer’s option (and provided Sellers have additional Securities reasonably acceptable to Buyer Eligible Assets), additional Eligible Assets (“Additional Purchased Securities”Assets), so that both (x) the cash and aggregate Market Value of the such Purchased SecuritiesAssets, including any such Additional Purchased SecuritiesAssets, will thereupon equal or exceed such aggregate Buyer’s MV Margin Amount, and (y) the cash and unpaid principal balance of such Purchased Assets, including any such Additional Purchased Assets, will thereupon equal or exceed such aggregate Buyer’s Par Margin Amount (decreased by the amount of any either such requirement, a “Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as SellerCall”). (bb. Notice required pursuant to Section 6(a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is be given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as means provided in such subparagraph Section 35 hereof. Any notice given on a Business Day shall be met, and the related Margin Call satisfied, no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market 5:00 p.m. New York City time on the next business day following such notice. (d) Any cash transferred pursuant Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Paragraph shall be attributed Agreement is subject or limit the right of Buyer to such Transactions as shall be agreed upon do so at a later date. Sellers and Buyer each agree that a failure or delay by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Sellers.

Margin Maintenance. (a) Buyer may determine and re-determine the Aggregate Margin Maintenance Asset Value on any Business Day and on as many Business Days as it may elect. If at any time (i) the aggregate Market Value of all Purchased Securities subject Purchase Price with respect to all Transactions Transaction Assets exceeds the Aggregate Margin Maintenance Asset Value (an "Aggregate Margin Maintenance Asset Value Deficiency"), as determined by Buyer in its sole discretion and notified to a Seller on any Business Day, or (ii) a Seller shall have received a prepayment of the principal of any loan or preferred equity interest comprising a portion of the Transaction Assets (including, without limitation, the payment of casualty or condemnation proceeds), a Seller shall, in the case of (i) above, not later than one (1) Business Day after receipt of such notice, or in the case of (ii) above, not later than one (1) Business Day after receipt of such prepayment, either repurchase Transaction Assets at the Repurchase Price, make a prepayment in reduction of the Repurchase Price, or sell additional Transaction Asset(s) (which a particular party hereto is acting as Transaction Asset(s) shall be in all respects acceptable to Buyer) to Buyer is less than for no additional consideration, such that after giving effect to such repurchase, prepayment or sale, the aggregate Buyer’s Purchase Price with respect to all Transaction Assets does not exceed the Aggregate Margin Amount for Maintenance Asset Value as re-determined by Buyer after such repurchase, prepayment or sale. So long as no Default or Event of Default has occurred and is then continuing, all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller prepayments in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value reduction of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by Repurchase Price shall be applied against the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Asset-Specific Transaction Balance relating to the Transaction being repaid. (b) If at any time under any Transaction Asset Document evidencing Eligible Transaction Assets (x) there is an Event of Default, or event with which the aggregate Market Value giving of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such notice or lapse of time or both would become an Event of Default, or (a “Margin Excess”), then Seller may y) any representation or warranty made by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value on behalf of the Purchased Securities, after deduction of relevant Transaction Asset Obligor becomes false or misleading in any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) material respect or (bz) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If Transaction Asset Obligor fails to perform or observe any such notice is given after the Margin Notice Deadlinematerial covenant or other obligation, the party receiving such notice shall transfer such cash or Securities no later than the close of business Buyer may, in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer its sole discretion and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other determination of the Asset Value of such Eligible Transaction outstanding under this Agreement)Assets, notify the relevant Seller of such occurrence and may require by giving notice to such Seller that the relevant Eligible Transaction Asset be repurchased at the Repurchase Price or a prepayment in reduction of the Purchase Price be made, as determined by Buyer in its sole discretion. Not later than one (1) Business Day after the receipt of such notice, the relevant Seller shall prepay the Asset-Specific Transaction Balance related to such Eligible Transaction Asset. Buyer may, in its sole discretion, determine and re-determine the amount to be prepaid irrespective of whether or not either (i) any statement of fact contained in any Officer's Certificate delivered pursuant to Section 6.02(b) or (ii) any representation of the relevant Seller set forth in Section 7.12 was true to such Seller's actual knowledge.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer Bxxxx and SellerSxxxxx. (e) Seller and Buyer Bxxxx may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer Bxxxx and Seller prior to entering into any such Transactions). (f) Seller and Buyer Bxxxx may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer Bxxxx and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time time, the aggregate Market Value of all of the Purchased Securities subject to or all Transactions of the Purchased Loans in which a particular party hereto is acting as Buyer is the aggregate shall be less than the aggregate Buyer’s Margin Amount for all such Transactions of the Purchased Securities or all of the Purchased Loans in the aggregate (a “Margin Deficit”), then the applicable Buyer may by notice to Seller (which notice shall set forth in reasonable detail such Buyer’s calculation of such Margin Deficit) require Seller in such Transactions, at Seller’s option, to transfer to such Buyer (A) cash or (B) additional Securities reasonably assets acceptable to such Buyer (“Additional Purchased Securities”)in its sole and absolute discretion, so that the cash and aggregate sum obtained by adding the Market Value of all of the Purchased Securities, including any Securities or all of the Purchased Loans in the aggregate plus such Additional Purchased Securities, will thereupon cash and additional assets shall equal or exceed such aggregate Buyer’s Margin the Deficit Cure Amount (decreased by for all of the amount Purchased Securities or all of any Margin Deficit the Purchased Loans as of such date arising from any Transactions in which such Buyer is acting as Seller)the same date. (b) If at any time the aggregate Market Value of all any Purchased Securities subject Asset multiplied by the Purchase Percentage for such Purchased Asset shall be greater than the Repurchase Price (excluding Price Differential) for the Transaction relating to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time Purchased Asset (a “Margin Excess”), ) then the Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer to Seller cash or Purchased Securities in an amount up to Sellerthe Margin Excess; provided, so that any such transfer of cash (1) shall not be in an amount less than $500,000, (2) shall be deemed a new Transaction for purposes of this Agreement with a new Purchase Date and be evidenced by amended and restated Confirmations, (3) shall not be available to Seller if an Event of Default on the aggregate Market Value part of Seller has occurred and is continuing and (4) shall be subject to payment of the Purchased SecuritiesFunding Fee, after deduction if any (other than in the circumstance where the Seller has reduced the Repurchase Price pursuant to Section 3(m) of any this Agreement and such transfer of cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount represents a re-advance of any Margin Excess as of such date arising from any Transactions in amounts for which such Seller is acting as Buyera Funding Fee was previously paid). (c) If any notice is given by a Buyer or Seller under subparagraph (a) or (bSection 4(a) of this Paragraph Agreement on any Business Day at or before prior to the Margin Notice Deadline on any business dayDeadline, the party receiving such notice Seller shall transfer cash or Additional Purchased Securities additional assets as provided in such subparagraph Section 4(a) by no later than the close next following Business Day after the giving of business in the relevant market on such daynotice. If any such notice is given by a Buyer under Section 4(a) of this Agreement on any Business Day after the Margin Notice Deadline, the party receiving such notice Seller shall transfer such cash or Securities additional assets as provided in Section 4(a) by no later than the second following Business Day after the giving of such notice. If any notice is given by Seller under Section 4(b) of this Agreement prior to the close of business on any Business Day, the Buyer shall transfer cash as provided in Section 4(b) no later than the close of business in the relevant market on the next business day following Business Day. Notice required pursuant to Section 4(a) or 4(b) of this Agreement may be given by any means of telecopier or telegraphic transmission and shall be delivered in accordance with the terms of this Agreement. The failure of a Buyer or Seller, on any one or more occasions, to exercise its rights under Section 4(a) or 4(b) of this Agreement shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of a Buyer or Seller to do so at a later date. Each Buyer and Seller agree that any failure or delay by a Buyer or Seller to exercise its rights under Section 4(a) or 4(b) of this Agreement shall not limit such noticeparty’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (d) Any cash transferred to a Buyer pursuant to Section 4(a) of this Paragraph Agreement with respect to any Purchased Securities or any Purchased Loans shall be attributed to the Repurchase Price of such Transactions as shall be agreed upon Purchased Security or Purchased Loan, respectively, for which there was a Margin Deficit. The amount of any cash transferred by Buyer and Seller. (epursuant to Section 4(b) Seller and Buyer may agree, of this Agreement with respect to any Purchased Security or all Transactions hereunderPurchased Loan, that respectively, shall increase the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage Repurchase Price of the Repurchase Prices for relevant Transaction by such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)amount. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) 3.1 If at on any time day the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller before 11:30 a.m. of such day require Seller in such Transactions, at Seller’s option, Transactions to transfer before 3:30 p.m. on that day to Buyer cash or additional Securities reasonably acceptable to Buyer acting reasonably (“"Additional Purchased Securities”"), at Seller's option, so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such the aggregate Buyer’s 's Margin Amount (decreased by the amount of the 3.2 If on any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time day the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer before 11:30 a.m. of such day require Buyer in such TransactionsTransactions to transfer before 3:30 p.m. on that day to Seller cash or Purchased Securities, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the cash and aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such the aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) 3.3 Any cash transferred pursuant to this Paragraph Section 3 shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) 3.4 Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) Section 3.1 and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph 3.2 to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement). 3.5 Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under Section 3.1 and Section 3.2 may be exercised only where a Margin Deficit or Margin Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto to this Agreement is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunderunder this Agreement, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunderunder this Agreement, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder under this Agreement (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such September 1996. Master Repurchase Agreement cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by the Buyer or Seller under subparagraph (a) or (b) of this Paragraph paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions Purchased Assets is less than the aggregate Purchase Price outstanding for all Purchased Assets (a “Margin Deficit”), then Buyer may by written notice (which may be in electronic form) delivered to Seller in the form of Exhibit X (a “Margin Deficit Notice”) require Seller in such Transactionsto, at Seller’s option, to transfer to Buyer cash the extent such Margin Deficit equals or additional Securities reasonably acceptable to Buyer exceeds the Minimum Transfer Amount, (“Additional Purchased Securities”), so that the cash and aggregate Market Value i) repurchase some or all of the Purchased SecuritiesAssets at their respective Repurchase Prices, including (ii) make a payment in reduction of the Repurchase Price of some or all of the Purchased Assets in immediately available funds, (iii) deliver collateral in the form of cash or Cash Equivalents, or (iv) choose any combination of the foregoing, such Additional Purchased Securitiesthat, will thereupon equal or exceed after giving effect to such aggregate transfers, repurchases and payments, Buyer’s Margin Amount for all Purchased Assets shall be equal to or greater than the aggregate Repurchase Price for all Purchased Assets. In connection with the delivery of cash or Cash Equivalents in accordance with clause (decreased iii) above, Seller shall deliver to Buyer any additional documents (including, without limitation, to the extent not covered by the amount any previously delivered legal opinions, one or more opinions of counsel reasonably satisfactory to Buyer) and take any Margin Deficit actions reasonably necessary in Buyer’s discretion for Buyer to have a first priority, perfected security interest in such cash or Cash Equivalents, as of such date arising from any Transactions in which such Buyer is acting as Seller)applicable. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice Deficit Notice is given by Buyer or Seller under subparagraph (a) or (bArticle 4(a) of this Paragraph Agreement on any Business Day at or before prior to the Margin Notice Deadline on any business dayDeadline, Seller shall cure the party receiving such notice shall transfer cash or Additional Purchased Securities related Margin Deficit as provided in such subparagraph Article 4(a) prior to 5:00 p.m. New York time no later than one (1) Business Day following the close of business in the relevant market on day such dayMargin Deficit Notice is given by Buyer. If any such notice Margin Deficit Notice is given by Buyer on any Business Day at any time after the Margin Notice Deadline, Seller shall cure the party receiving such notice shall transfer such cash or Securities related Margin Deficit as provided in Article 4(a) by no later than prior to 5:00 p.m. New York time no later than two (2) Business Days following the close of business in the relevant market on the next business day following such noticeMargin Deficit Notice is given by Buyer. (dc) Any cash transferred pursuant The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Paragraph shall be attributed Agreement is subject or limit the right of Buyer to such Transactions as shall be agreed upon by Buyer and Seller. (e) do so at a later date. Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If It at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. Notwithstanding anything to the contrary in Paragraph 4 of the SIFMA Master, the following shall apply: (a) If at Paragraph 4(a) of the SIFMA Master is hereby amended and restated as follows: (i) If, as of 9:00 a.m. on any time Business Day during the Transaction Period for an outstanding Transaction hereunder (other than the Purchase Date), the aggregate Market Value of all Purchased Securities Receivables then subject to such Transaction is less than 125% of the Purchase Price with respect to such Transaction, then any Unsold Receivables owned by Seller as of such time shall automatically be transferred to Buyer in the order of priority set forth in the definition of Ordering Priority and shall be included in the Transaction Portfolio for such Transaction (“Additional Purchased Receivables”) until either the aggregate Market Value of such Transaction Portfolio as of such time (including such Additional Purchased Receivables) equals or exceeds 125% of the Purchase Price or until all Transactions remaining Unsold Receivables then owned by Seller have been transferred (it being understood that no determination regarding the Additional Purchased Receivables so transferred (including the identification thereof) shall be required to be made for any purpose under this Agreement or any other Transaction Agreement prior to two (2) Business Days following the Current clause (a)(i) Business Day (as hereinafter defined)). If, on any such Business Day (the “Current clause (a)(i) Business Day”), after giving effect to the transfer of Additional Purchased Receivables (if any) in which a particular party hereto is acting as Buyer accordance with the preceding sentence, the aggregate Market Value of the Transaction Portfolio for such Transaction is less than the aggregate Buyer’s Margin Amount for all such Transactions Transaction (a “Margin Deficit”which determination shall be made on the second Business Day following the Current clause (a)(i) Business Day), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to shall transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the amount of such cash and aggregate Market Value of such Transaction Portfolio as of the Purchased Securities, including any such Additional Purchased Securities, Current clause (a)(i) Business Day will thereupon equal or exceed such aggregate Buyer’s Margin Amount Amount. (decreased ii) Without limitation of subparagraph (a)(i) above, if on any Business Day during the Transaction Period for an outstanding Transaction hereunder any Subject Receivables are re-transferred to Seller pursuant to Paragraph 4(f) of Annex I to this Agreement, then any Unsold Receivables owned by Seller as of 4:00 p.m. shall, concurrently with the amount re-transfer of any Margin Deficit such Subject Receivables pursuant to Paragraph 4(f), automatically be transferred to Buyer in the order of priority set forth in the definition of Ordering Priority and shall be included in the Transaction Portfolio for such Transaction as Additional Purchased Receivables (“Substitute Receivables”) until either the aggregate Market Value of the Substitute Receivables so transferred equals or exceeds the aggregate Market Value of the Subject Receivables re-transferred as of such date arising from time on such Business Day or until all remaining Unsold Receivables then owned by Seller have been transferred (it being understood that no determination regarding the Substitute Receivables so transferred (including the identification thereof) shall be required to be made for any Transactions purpose under this Agreement or any other Transaction Agreement prior to two (2) Business Days following the Current clause (a)(ii) Business Day (as hereinafter defined)). If on such Business Day (the “Current clause (a)(ii) Business Day”), the aggregate Market Value of the Substitute Receivables (if any) transferred in which accordance with the preceding sentence is less than the aggregate Market Value of the Subject Receivables re-transferred on such Buyer is acting as Seller). (b) If at any time Business Day and after giving effect the retransfer of the Subject Receivables and transfers of Substitute Receivables the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto Receivables is acting as Seller exceeds less than the aggregate SellerBuyer’s Margin Amount for all such Transactions at such time (a “Margin Excess”which determination shall be made on the second Business Day following the Current clause (a)(ii) Business Day), then Seller may by notice shall transfer to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the amount of such cash and aggregate Market Value of all Purchased Receivables as of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, Current clause (a)(ii) Business Day will thereupon not equal or exceed such aggregate Sellerthe Buyer’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).”

Margin Maintenance. a. If on any date, and at Buyer’s discretion, the product of either (aA) If at the lesser of (i) the current Market Value of a Purchased Asset, or (ii) the unpaid principal balance underlying any time individual Purchased Asset, times the aggregate current Purchase Price Percentage for such Purchased Asset, or (B) the current Market Value of all Purchased Securities subject to Assets times the current Purchase Price Percentage for all Transactions in which a particular party hereto is acting as Buyer Purchased Assets, is less than the aggregate Buyer’s Margin Amount for all then current Purchase Price with respect to such Transactions Purchased Asset(s) as of such date (such deficit, a “Margin Deficit”), then Buyer may by provide notice to Seller require Seller (as such notice is more particularly set forth below and in such TransactionsSections 6(b) and 6(c) below, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin ExcessCall”) of such Margin Deficit. b. In connection with the issuance of a Margin Call, Buyer may, in Buyer’s sole and absolute discretion, require Seller to (i) transfer cash to Buyer to satisfy the Margin Deficit, or (ii) repurchase the affected Purchased Assets at the Repurchase Price thereof. If Seller has not satisfied the Margin Deficit within the applicable Margin Deadline (as more particularly set forth in Section 6(c)), then Buyer may, in its sole and absolute discretion, either (i) notify Seller that Buyer is exercising its rights to sell the affected Purchased Assets as more particularly set forth in Section 6(e) below or (ii) exercise its remedies under Section 15 hereof. In connection with exercising remedies pursuant to this Section 6(b), Buyer shall apply funds received in connection with a Margin Call in such manner as Buyer determines to eliminate the Margin Deficit. If Buyer exercises its rights to sell the related Purchased Assets as set forth in Section 6(e) and the proceeds of such sale are insufficient to satisfy the Margin Deficit, Buyer may by notice in its discretion require Seller to transfer cash to Buyer require to eliminate such Margin Deficit. Once a Margin Deficit has been eliminated, the related Margin Call shall have been satisfied. c. A Margin Call may be given by any written or electronic means. Notice given before [***] (New York City time) on a Business Day shall be met, and the related Margin Deficit satisfied, no later than [***] (New York City time) on such Business Day or such later time as may be communicated by Buyer to Seller in its sole discretion; notice given after [***] (New York City time) on a Business Day shall be met, and the related Margin Deficit satisfied, no later than [***] (New York City time) on the following Business Day or such Transactionslater time as may be communicated by Buyer to Seller in its sole discretion (the foregoing time requirements for satisfying a Margin Deficit, the “Margin Deadlines”). The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. Any late payments, other than those directly related to a Mortgage Loan or Agency Security, shall accrue interest at rate equal to the Accounts Receivable Rate. Any late payments directly related to a Mortgage Loan shall accrue interest at the then applicable Loan Margin, or any late payments directly related to an Agency Security shall accrue interest at the then applicable Agency Security Margin. d. In the event that a Margin Deficit exists or any other funds are due and payable to Buyer, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder or exercise control over any funds in the Seller’s Clearing Account and remit such funds to the Settlement Account, which funds shall be held and applied by Buyer against such Margin Deficit, may be applied by Buyer against amounts due and owing, or any shortfall, with respect to any Purchased Asset. Notwithstanding the foregoing, the Buyer retains the right, in its discretion, to make a Margin Call in accordance with the provisions of this Section 6. e. If Buyer elects to exercise its rights set forth in Section 6(b) above to sell the affected Purchased Assets, Buyer shall have the right to sell the affected Purchased Mortgage Loans (including, without limitation, the Servicing Rights) or Purchased Agency Securities. Such disposition of a Purchased Mortgage Loan may be, at Buyer’s option, on either a servicing-released or a servicing-retained basis. Buyer shall not be required to transfer cash or Purchased Securities give any warranties as to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash Mortgage Loans or any the Purchased Agency Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any such disposition thereof. Buyer may specifically disclaim or all Transactions hereunder, that modify any warranties of title or the respective rights of Buyer like relating to the Purchased Mortgage Loans or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage Purchased Agency Securities. The foregoing procedure for disposition of the Repurchase Prices Purchased Mortgage Loan or the Purchased Agency Security shall not be considered to adversely affect the commercial reasonableness of any sale thereof. Seller agrees that it would not be commercially unreasonable for Buyer to dispose of the Purchased Mortgage Loan or Purchased Agency Security or any portion thereof by using Internet sites that provide for the auction of assets similar to the Purchased Mortgage Loan or the Purchased Agency Security, or that have the reasonable capability of doing so, or that match buyers and sellers of assets. Buyer shall be entitled to place the Purchased Mortgage Loans in a pool for issuance of mortgage-backed securities at the then-prevailing price for such Transactions (which amount or percentage securities and to sell such securities for such prevailing price in the open market. Buyer shall also be agreed entitled to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to sell any or all Transactions hereunder, that of such Purchased Mortgage Loans individually for the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)prevailing price.

Margin Maintenance. Paragraph 4 of the Master Repurchase Agreement is amended in its entirety to read as follows: (a) If at any time Daily until the expiration of the Termination Date (or less frequently if the Buyer, in its sole and absolute discretion, so elects), each of the Sellers, as applicable (or Servicer on Buyer's behalf) will determine (i) the aggregate Market Collateral Value of all Purchased Securities subject Mortgage Assets held by Buyer, (ii) the Repurchase Price as of such date, and the Maximum Facility Amount as of such date. Without limiting the foregoing, each of the Sellers shall deliver to all Transactions Buyer, at any time and from time to time, information in which a particular party hereto is acting as its possession in the ordinary course of its business with respect to the Purchased Mortgage Assets sold by it to assist Buyer is less than in ascertaining the Collateral Value of such Purchased Mortgage Assets. (b) If, on any date, the aggregate Buyer’s Margin Amount for Repurchase Price exceeds the total Collateral Value of all such Transactions Eligible Mortgage Assets (a “"Margin Deficit”"), then Buyer may may, in its sole and absolute discretion, by notice to such Seller (a "Margin Call"), require such Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities Purchased Mortgage Assets that are reasonably acceptable to Buyer (“"Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any Mortgage Assets") to eliminate such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)deficiency. (c) If any Upon receipt of notice is given by from Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before prior to 11:00 a.m. New York City time (which may be transmitted by facsimile), each of the Margin Notice Deadline on any business daySellers, the party receiving such notice as applicable, in its sole discretion, shall transfer either cash or the Additional Purchased Securities as provided in such subparagraph Mortgage Assets no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day Business Day immediately following such noticethe date on which a Margin Call is given. Any cash transferred to Buyer pursuant hereto shall be held by Buyer until the Repurchase Date and shall be applied against the Repurchase Price on the Repurchase Date. (d) Any cash transferred pursuant Buyer's election, in its sole and absolute discretion, not to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to make a Margin Call at any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into Call at any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of time a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)exists.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer any transaction is less than the aggregate Buyer’s Margin Amount for all Repurchase Price (such Transactions (difference is a “margin deficit”) then the Seller shall make a Margin Deficit”), then Transfer to the Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of for the Purchased Securities, after deduction of any including such cash or any Purchased Securities so transferred, Margin Transfer will thereupon equal or exceed the aggregate Repurchase Price. (b) To the extent that a Party calling for a Margin Transfer has previously paid Cash Margin which has not exceed been repaid or delivered Margin Securities in respect of which Equivalent Margin Securities have not been delivered to it, that Party shall be entitled to require that such aggregate Seller’s Margin Amount (increased Transfer be satisfied first by the amount of any Margin Excess as repayment of such date arising from any Transactions in which Cash Margin or the delivery of Equivalent Margin Securities but, subject to this, the composition of a Margin Transfer shall be at the option of the Party making such Seller is acting as Buyer)Margin Transfer. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Any Cash Margin Notice Deadline on any business day, the party receiving such notice transferred shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business be in the relevant market on Base Currency or such day. If any such notice is given after other currency as the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business Parties agree in the relevant market on the next business day following such noticewriting. (d) Any cash transferred pursuant A payment of Cash Margin shall give rise to this Paragraph a debt owing from the Party receiving such payment to the Party making such payment. Such debt shall bear interest at such rate, payable at such times, as may be specified in Annex I hereto and shall be attributed repayable subject to such Transactions as shall be agreed upon by Buyer and Sellerthe terms of this Agreement. (e) Where the Seller and or the Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) becomes obliged under subparagraphs sub-paragraph (a) and (b) of this Paragraph may be exercised only where above to make a Margin Deficit Transfer, it shall transfer Cash Margin or Margin ExcessSecurities or Equivalent Margin Securities within the minimum period specified in Annex I hereto or, if no period is there specified, such minimum period as is customarily required for the case may besettlement or delivery of money, exceeds a specified dollar amount Margin Securities or a specified percentage Equivalent Margin Securities of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)relevant kind. (f) The Seller and Buyer may agreeshall on a quarterly basis mark to market the value of the Buyer’s proprietary interest in the Purchased Securities which is the subject matter of each Transaction, with respect to any or all Transactions hereunder, that for the respective rights purpose of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require implementing the elimination of a minimum Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).set out in Annex I.

Margin Maintenance. (a) If If, at any time (including, with respect to any Purchased Security or Purchased Loan, by way of failure of any of the aggregate representations and warranties set forth in Section 10(B)(vii), (ix) or (xx) (in the case of clause (xx), with respect to the affected Purchased Securities or Purchased Loans only)), the Market Value of all any of the Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is or any of the Purchased Loans shall be less than the aggregate Buyer’s 's Margin Amount for all such Transactions Purchased Securities or Purchased Loans, respectively (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer (without the payment of any Exit Fee) (A) cash or (B) additional Securities reasonably collateral acceptable to Buyer (“Additional Purchased Securities”)in its sole and absolute discretion, so that the cash and aggregate sum obtained by adding the Market Value of each of the Purchased Securities, including any Securities or Purchased Loans for which a Margin Deficit exists plus such Additional Purchased Securities, will thereupon cash and additional collateral shall equal or exceed the Deficit Cure Amount for such aggregate Buyer’s Margin Amount (decreased by Purchased Securities or Purchased Loans, respectively, as of the amount of same date. Seller's failure to cure any Margin Deficit as required by the preceding sentence shall constitute an Event of such date arising from any Transactions Default under the Transaction Documents and shall entitle Buyer to exercise its remedies under Section 14 of this Agreement (including, without limitation, the liquidation remedy provided for in which such Buyer is acting as SellerSection 14(a)(iv) of this Agreement). (b) If at any time the aggregate Market Value of all any Purchased Securities subject Security in any Rating Category or Purchased Loan in any Collateral Type Grouping multiplied by the "Original Purchase Percentage" for such Rating Category or such Collateral Type Grouping (or in the case of a CDO Eligible Asset during the CDO Ramp-Up Period, the Original Purchase Percentage equal to all Transactions 77%, if so elected by Seller) as such Original Purchase Percentage may be adjusted in which a particular party hereto is acting as Seller exceeds accordance with this Agreement shall be greater than the aggregate Seller’s Margin Amount Repurchase Price for all the Transaction relating to such Transactions at such time Purchased Security or Purchased Loan, respectively (a “"Margin Excess”), ") then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer to Seller cash or Purchased Securities in an amount (expressed in dollars) up to Sellerthe Margin Excess; provided, so that the aggregate Market Value of the Purchased Securities, after deduction of any such transfer of cash or any Purchased Securities so transferred(1) shall be subject to the restrictions set forth in the parenthetical in and the proviso to the definition of "Purchase Price", will thereupon (2) shall not exceed such aggregate Seller’s Margin Amount be in an amount less than $500,000 and (increased 3) shall be evidenced by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)amended and restated Confirmations. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (bSection 4(a) of this Paragraph at or before the Margin Notice Deadline Agreement on any business dayBusiness Day, the party receiving such notice Seller shall transfer cash or Additional Purchased Securities additional collateral as provided in such subparagraph Section 4(a) by no later than the close of business in the relevant market on such day. If any such notice is given seventy-two (72) hours after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close giving of business in the relevant market on the next business day following such notice. Notice required pursuant to Section 4(a) of this Agreement may be given by any means of telecopier or telegraphic transmission and shall be delivered in accordance with the terms of this Agreement. The failure of Buyer, on any one or more occasions, to exercise its rights under Section 4(a) of this Agreement shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer or Seller to do so at a later date. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under Section 4(a) of this Agreement shall not limit such party's rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (d) Any cash additional collateral transferred to Buyer pursuant to Section 4(a) of this Paragraph Agreement with respect to any Purchased Securities or any Purchased Loans shall be attributed to increasing the aggregate Market Value of such Transactions as shall be agreed upon by Purchased Securities or Purchased Loans, respectively, for which there was a Margin Deficit. Any cash transferred to Buyer and Seller. (epursuant to Section 4(a) Seller and Buyer may agree, of this Agreement with respect to any Purchased Securities or all Transactions hereunderany Purchased Loans shall be attributed to decreasing the Repurchase Price for such Purchased Security or Purchased Loan, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where respectively, for which there was a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)Deficit. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) 3.1 If at any time time, the aggregate Market Value of all any Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is Asset shall be less than the aggregate Buyer’s Margin Amount Purchase Price less any unpaid Price Differential for all such Transactions Purchased Asset (a “an "Asset Margin Deficit”"), then Buyer may by notice Seller shall transfer cash to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), Buyers so that the sum obtained by adding the Market Value of such Purchased Asset plus such cash shall equal or exceed the Purchase Price less any unpaid Price Differential for such Purchased Asset as of the same date; provided that, so long as no Default or Event of Default has occurred and is continuing, to the extent that the Market Value of one or more other Purchased Assets (the "Other Assets") shall exceed the aggregate Purchase Price for the Purchased Asset in respect of which an Asset Margin Deficit exists, then the amount of such Asset Margin Deficit shall be satisfied in part or in whole by the Purchase Price for the Other Assets being deemed to increase to an amount not to exceed the Market Value of the Purchased SecuritiesOther Assets (and Seller shall remain liable to provide Buyers with any additional cash that may be required so that, including after giving effect to such increase in the Purchase Price for such Other Assets and the provision of any additional cash, no Asset Margin Deficit shall exist). Buyers shall provide Seller with a reconciliation statement setting forth any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by adjustment to the amount Purchase Price of the Other Assets. Seller's failure to cure any Asset Margin Deficit as required by the preceding sentence shall constitute an Event of such date arising from any Transactions Default under the Transaction Documents and shall entitle Buyers to exercise their remedies under Section 11 of the Agreement (including, without limitation, the liquidation remedy provided for in which such Buyer is acting as SellerSection 11.2(e) of this Agreement). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) 3.2 If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Asset Margin Notice Deadline Deficit exists on any business dayBusiness Day, the party receiving such notice Seller shall transfer the cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities required to be transferred pursuant to Section 3.1 by no later than the close of business in the relevant market on the next business day Business Day following such notice. Notice required pursuant to Section 3.1 of this Agreement may be given by any means of facsimile transmission and shall be delivered in accordance with the terms of this Agreement. The failure of either Buyer on any one or more occasions, to exercise its rights under this Section 3 shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of such Buyer to do so at a later date. Seller agrees that any failure or delay by a Buyer to exercise its rights under this Section 3 shall not limit such Buyer's rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. (d) 3.3 Any cash transferred to Buyers pursuant to Section 3.1 of this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, Agreement on account of an Asset Margin Deficit with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may Purchased Asset shall be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of applied to reduce the Repurchase Prices Price for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)Purchased Asset under the relevant Transaction. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s Seller`s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time either (i) the aggregate Market Value of all Purchased Securities Assets subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s MV Margin Amount for all such Transactions, or (ii) the aggregate unpaid principal balance of the Purchased Assets for all Transactions is less than the aggregate Par Margin Amount for all such Transactions, in each case as determined by Buyer, (a “Margin Deficit”), then ) shall exist. If a Margin Deficit exists Buyer may require Seller by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or at the Seller’s option (and provided Seller has additional Securities reasonably acceptable to Buyer Eligible Assets), additional Eligible Assets (“Additional Purchased SecuritiesAssets”)) as required in Section 6(c) hereof, so that both (x) the cash and aggregate Market Value of the Purchased SecuritiesAssets, including any such Additional Purchased SecuritiesAssets, will thereupon equal or exceed such aggregate Buyer’s MV Margin Amount, and (y) the cash and unpaid principal balance of such Purchased Assets, including any such Additional Purchased Assets and Purchased Assets, will therefore equal or exceed such aggregate Par Margin Amount (decreased either requirement, a “Margin Call”). Any cash paid by the amount of any Seller to reduce a Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)shall be applied to reduce the then outstanding aggregate Purchase Price. (b) If at Notice required pursuant to Section 6(a) may be given (i) by any time the aggregate Market Value of all Purchased Securities subject to all Transactions means provided in Section 21 hereof, (ii) via electronic mail which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all may also include an excel spreadsheet, or (iii) in such Transactions at such time (a “Margin Excess”), then Seller may by notice other format acceptable to Buyer require Buyer in such Transactionsits sole discretion. Any notice given on a Business Day preceding 12:00 p.m. (New York City time) shall be met, at Buyer’s optionand the related Margin Call satisfied, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than 5:00 p.m. (New York City time) on the close of business in same Business Day. Any notice given on a Business Day following the relevant market on such day. If any such notice is given after 12:00 p.m. (New York City time) shall be met, and the related Margin Notice DeadlineCall satisfied, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market 5:00 p.m. (New York City time) on the next business day following such notice. (d) Any cash transferred pursuant Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights under this Paragraph Section 6, shall be attributed not change or alter the terms and conditions to such Transactions as shall be agreed upon by which this Agreement is subject or limit the right of Buyer and Seller. (e) to do so at a later date. Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in September 1996 Master Repurchase Agreement such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time on any date the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all any Purchased Asset as of such Transactions date is less than the Repurchase Price for such Purchased Asset (a “Margin Deficit”)) with respect to a Purchased Asset that is not a Credit Event Loan, then Buyer may by notice to Seller in the form of Exhibit X (a “Margin Deficit Notice”) require Seller in such Transactionsto, at Seller’s option, no later than two (2) Business Days following the receipt of a Margin Deficit Notice (the “Margin Deadline”) to transfer to Buyer cash the extent such Margin Deficit equals or additional Securities reasonably acceptable to Buyer exceeds the Minimum Transfer Amount (“Additional Purchased Securities”taking into account all Margin Deficits in the aggregate for such date), so that the cash and aggregate Market Value subject to Article 4(d), (i) repurchase such Purchased Asset at its respective Repurchase Price, (ii) make a payment in reduction of the Purchase Price of such Purchased SecuritiesAsset, including or in lieu of a payment in reduction such Purchase Price, deliver Cash Equivalents, subject to Buyer’s reasonable satisfaction as additional posted collateral, or (iii) choose any combination of the foregoing, such Additional Purchased Securitiesthat, will thereupon equal or exceed after giving effect to such aggregate transfers, repurchases and payments, Buyer’s Margin Amount for each Purchased Asset, considered individually, shall be equal to or greater than the related Repurchase Price for each such Purchased Asset. In connection with the delivery of Cash Equivalents in accordance with clause (decreased ii) above, Seller shall deliver to Buyer any additional documents (including, without limitation, to the extent not covered by the amount any previously delivered legal opinions, one or more opinions of counsel reasonably satisfactory to Buyer) and take any Margin Deficit as of actions reasonably necessary in Buyer’s discretion for Buyer to have a first priority, perfected security interest in such date arising from any Transactions in which such Buyer is acting as Seller)Cash Equivalents. (b) If at any time on any date a Margin Deficit exists as of such date with respect to a Credit Event Loan and a Credit Event has occurred and is continuing, then Buyer may by notice to Seller in the form of a Margin Deficit Notice require Seller to, at Seller’s option, no later than the applicable Margin Deadline to the extent such Margin Deficit equals or exceeds the Minimum Transfer Amount (taking into account all Margin Deficits in the aggregate Market Value of all Purchased Securities for such date), subject to all Transactions Article 4(d), (i) repurchase such Purchased Asset at its respective Repurchase Price, (ii) make a payment in which reduction of the Purchase Price of such Purchased Asset, or in lieu of a particular party hereto is acting payment in reduction such Purchase Price, deliver Cash Equivalents, subject to Buyer’s reasonable satisfaction as Seller exceeds additional posted collateral, or (iii) choose any combination of the aggregate Sellerforegoing, such that, after giving effect to such transfers, repurchases and payments, Buyer’s Margin Amount for all each Purchased Asset, considered individually, shall be equal to or greater than the related Repurchase Price for each such Transactions at such time Purchased Asset. In connection with the delivery of Cash Equivalents in accordance with clause (a “Margin Excess”)ii) above, then Seller may by notice shall deliver to Buyer require any additional documents (including, without limitation, to the extent not covered by any previously delivered legal opinions, one or more opinions of counsel reasonably satisfactory to Buyer) and take any actions reasonably necessary in Buyer’s discretion for Buyer to have a first priority, perfected security interest in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Cash Equivalents. (c) If The failure of Buyer, on any notice one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is given subject or limit the right of Buyer to do so at a later date. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or Seller waive Buyer’s rights under subparagraph (a) this Agreement or (b) of this Paragraph at otherwise existing by law or before the Margin Notice Deadline on in any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeway create additional rights for Seller. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions So long as shall be agreed upon by Buyer no Event of Default has occurred and Seller. (e) Seller and Buyer may agreeis continuing, following the occurrence of a Margin Deficit with respect to any or all Transactions hereunderPurchased Asset, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a prior to delivering any Margin Deficit or Margin ExcessNotice, as the case may beBuyer shall consider (without any obligation to agree), exceeds in lieu of a specified dollar amount or repurchase of such Purchased Asset at its respective Repurchase Price, a specified percentage payment in reduction of the Repurchase Prices for Purchase Price of such Transactions (which amount Purchased Asset, or percentage shall be agreed the delivery of Cash Equivalents, agreeing to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, amend the related Confirmation with respect to the Applicable Spread for such Purchased Asset (and, correspondingly, the Advance Rate for such Purchased Asset) for the applicable higher Buyer’s Margin LTV shown in Schedule I to the Fee Letter, based upon the LTV of such Purchased Asset as of the date of the determination of such Margin Deficit; provided that, for the avoidance of doubt, Buyer shall have no obligation to agree to, or to negotiate with respect to, any or all Transactions hereunder, that the respective rights of Buyer such amendment and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a may deliver any related Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to Notice in any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)case.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any LEGAL02/42117271v5 Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer Xxxxx and SellerXxxxxx. (e) Seller and Buyer Xxxxx may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer Xxxxx and Seller prior to entering into any such Transactions). (f) Seller and Buyer Xxxxx may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer Xxxxx and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all any Purchased Asset is less than the Repurchase Price for such Transactions Purchased Asset (a “Margin Deficit”), then then, so long as such Margin Deficit equals or exceeds £150,000, Buyer may by notice to Seller in the form of Exhibit VII (a “Margin Deficit Notice”) require Seller to (i) repurchase such Purchased Asset at its Repurchase Price, (ii) make a payment in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value reduction of the outstanding Purchase Price for such Purchased SecuritiesAsset, including or (iii) choose any combination of the foregoing, such Additional Purchased Securitiesthat, will thereupon equal or exceed after giving effect to such aggregate transfers, repurchases and payments, Buyer’s Margin Amount (decreased for such Purchased Asset, shall be equal to or greater than the related Repurchase Price for such Purchased Asset. Seller shall perform the obligations under this Article 4(a) by the amount close of any the next succeeding Business Day if the Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as SellerNotice was received by Seller prior to 3:00 p.m. New York City time, or, the second (2nd) succeeding Business Day if the Margin Notice was received by Seller after 3:00 p.m. New York City time (the “Margin Deadline”). (b) If The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at any time the aggregate Market Value of all Purchased Securities subject a later date. Seller and Buyer each agree that a failure or delay by Buyer to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at exercise its rights hereunder shall not limit or waive Buyer’s option, to transfer cash rights under this Agreement or Purchased Securities to otherwise existing by law or in any way create additional rights for Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given In addition to the Approved Valuations delivered by Seller in accordance with Article 11(z), Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before shall have the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant right to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect require additional Approved Valuations from time-to-time relating to any or all Transactions hereunder, that of the respective rights Purchased Assets. Buyer shall request such additional Approved Valuations in writing and Seller shall procure and deliver such requested Approved Valuations within forty five (45) Business Days of Buyer or Seller receipt of such request (or both) under subparagraphs (a) such other time period as determined by the Buyer in its sole discretion). In the event that any additional Approved Valuation relating to a Purchased Asset and (b) of requested pursuant to this Paragraph may be exercised only where Article 4(c), when considered together with the other criteria used to determine Market Value in accordance with this Agreement, results in a Margin Deficit or Margin Excessrelating to the applicable Purchased Asset, as then the case may be, exceeds a specified dollar amount or a specified percentage cost of the Repurchase Prices for such Transactions (which amount or percentage additional valuation shall be agreed an obligation of Seller. In the event that any additional Approved Valuation relating to by Buyer a Purchased Asset and Seller prior requested pursuant to entering into any such Transactionsthis Article 4(c). (f) Seller and Buyer may agree, when considered together with respect the other criteria used to any or all Transactions hereunderdetermine Market Value in accordance with this Agreement, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of does not result in a Margin Deficit or a Margin Excessrelating to the applicable Purchased Asset, as then the case may be, may cost of such additional valuation shall be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)an obligation of Buyer.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).such

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close dose of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions Purchased Assets is less than the Repurchase Price for all Purchased Assets (a “Margin Deficit”), then Buyer may by notice to Seller in the form of Exhibit XII (a “Margin Deficit Notice”) require Seller in such Transactionsto, at Seller’s option, no later than three (3) Business Days following the receipt of a Margin Deficit Notice (the “Margin Deadline”) to the extent such Margin Deficit equals or exceeds the Minimum Transfer Amount, (i) transfer to Buyer cash or for no additional Securities reasonably acceptable consideration (by transfer to Buyer or its designee (“including the Custodian) Additional Purchased Securities”)Eligible Collateral, so that the cash and aggregate Market Value (ii) repurchase some or all of the Purchased SecuritiesAssets at their respective Repurchase Prices, including (iii) make a payment (subject to the requirements with respect to termination set forth in Article 3 hereof) in reduction of the Purchase Price, or (iv) choose any combination of the foregoing, such Additional Purchased Securitiesthat, will thereupon equal or exceed after giving effect to such aggregate transfers, repurchases and payments, Buyer’s Margin Amount (decreased by for each Purchased Asset, considered individually, shall be equal to or greater than the amount of any Margin Deficit as of Repurchase Price for such date arising from any Transactions in which such Buyer is acting as Seller)Purchased Asset. (b) If at The failure of Buyer, on any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s optionone or more occasions, to transfer cash exercise its rights hereunder, shall not change or Purchased Securities alter the terms and conditions to Seller, which this Agreement is subject or limit the right of Buyer to do so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no a later than the close of business in the relevant market on such daydate. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto to this Agreement is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so ) such that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunderunder this Agreement, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunderunder this Agreement, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder under this Agreement (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time either (i) the aggregate Market Value of all Purchased Securities Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s MV Margin Amount for all such Transactions, or (ii) the aggregate unpaid principal balance of the Purchased Loans for all Transactions is less than the aggregate Par Margin Amount for all such Transactions (either such event, a “Margin Deficit”), then the Buyer may may, by notice to Seller the related Seller, require such Seller in such Transactions, at Seller’s option, Transactions to transfer to the Buyer cash or or, at the Buyer’s option (and provided such Seller has additional Securities reasonably acceptable to Buyer Eligible Loans), additional Eligible Loans (“Additional Purchased SecuritiesLoans”)) within one (1) Business Day of such notice by Buyer, so that both (x) the cash and aggregate Market Value of the Purchased SecuritiesLoans, including any such Additional Purchased SecuritiesLoans, will thereupon equal or exceed such aggregate Buyer’s MV Margin Amount, and (y) the cash and unpaid principal balance of such Purchased Loans, including any such Additional Purchased Loans and Purchased Loans, will therefore equal or exceed such aggregate Par Margin Amount (decreased by either requirement, a “Margin Call” ); provided that if such Seller transfers cash, Buyer shall deposit such cash into a non-interest bearing account until the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)next succeeding Repurchase Date. (b) If at any time the aggregate Market Value of all Purchased Securities subject Notice required pursuant to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller Section 6(a) may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is be given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before any means provided in Section 21 hereof. Any notice given on a Business Day preceding the Margin Notice Deadline on any business dayshall be met, and the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph related Margin Call satisfied, no later than 5:00 p.m. New York City time on the close of business in the relevant market same Business Day. Any notice given on such day. If any such notice is given after a Business Day following the Margin Notice DeadlineDeadline shall be met, and the party receiving such notice shall transfer such cash or Securities related Margin Call satisfied, no later than the close of business in the relevant market 5:00 p.m. New York City time on the next business day following such notice. (d) Any cash transferred pursuant Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights under this Paragraph Section 6, shall be attributed not change or alter the terms and conditions to such Transactions as shall be agreed upon which this Agreement is subject or limit the right of Buyer to do so at a later date. Sellers and Buyer each agree that a failure or delay by Buyer and to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for any Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) 7.1 If at on any time day prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased the Underlying Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than falls below the aggregate Buyer’s Purchase Price of the Underlying Securities plus the Margin Amount for all such Transactions (the difference being a “Margin Deficit”), then Buyer the Parties consent that the Trustee (acting on behalf of the Client) may by notice to Seller the Dealer require Seller the Dealer in such Transactions, at Seller’s optionTransaction, to transfer to Buyer cash or the Trustee (on behalf of the Client) additional Securities reasonably acceptable to Buyer the Trustee (acting on behalf of the Client) (“Additional Purchased Margin Securities”), ) so that the cash and aggregate Market Value of the Purchased Underlying Securities, including and any such Additional Purchased Margin Securities, will thereupon shall be equal to or shall exceed such aggregate Buyer’s the Purchase Price of the Underlying Securities plus the Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) 7.2 If at any time prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller the Underlying Assets exceeds the aggregate Seller’s Purchase Price of the Underlying Securities plus the Required Margin Amount for all such Transactions at such time Transaction (the difference being a “Margin Excess”), then Seller the Parties agree that the Dealer may by notice to Buyer the Trustee (acting on behalf of the Client) require Buyer the Trustee in such Transactions, at Buyer’s optionTransaction, to transfer cash or Purchased to the Dealer Underlying Securities with a Market Value equivalent to Sellerthe Margin Excess, so provided that the aggregate Market Value of the Purchased SecuritiesUnderlying Assets, after deduction of any such cash or any Purchased Underlying Securities so transferred, will thereupon not exceed such aggregate Seller’s the Purchase Price of the Underlying Securities plus the Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) 7.3 If any notice is given by Buyer or Seller under subparagraph the Trustee (aacting on behalf of the Client) or (b) of this Paragraph the Dealer under Clause7.1 or Clause7.2 at or before the Margin Notice Deadline on any business dayBusiness Day, the party Trustee (acting on behalf of the Client) or the Dealer (as the case may be) receiving such notice shall transfer cash or Additional Purchased the Margin Securities as provided in such subparagraph clause no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving Trustee (acting on behalf of the Client) or the Dealer (as the case may be)receiving such notice shall transfer such cash or the Margin Securities no later than the close of business in the relevant market on the next business day Business Day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that 7.4 For the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage purposes of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed calculations set out in Clause 7.1 and Clause 7.2, in order to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agreedetermine, with respect to any or all Transactions hereunderrespectively, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of whether there is a Margin Deficit or a Margin Excess, as the case may be, may Market Value of Underlying Securities shall be exercised whenever such a aggregated with the Market Value of any Margin Deficit or Margin Excess exists with Securities previously transferred in respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)of the Transaction.

Margin Maintenance. (a) If at any time either (i) the aggregate Market Value of all Purchased Securities Assets subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s MV Margin Amount for all such Transactions, or (ii) the aggregate unpaid principal balance of the Purchased Assets for all Transactions is less than the aggregate Par Margin Amount for all such Transactions (either such event, a “Margin Deficit”), then Buyer may may, by notice to Seller Seller, require Seller in such Transactions, at Seller’s option, Transactions to transfer to Buyer cash or or, at Buyer’s option (and provided Seller has additional Securities reasonably acceptable to Buyer Eligible Assets), additional Eligible Assets (“Additional Purchased SecuritiesAssets”)) within one (1) Business Day of such notice by Buyer, so that both (x) the cash and aggregate Market Value of the Purchased SecuritiesAssets, including any such Additional Purchased SecuritiesAssets, will thereupon equal or exceed such aggregate Buyer’s MV Margin Amount, and (y) the cash and unpaid principal balance of such Purchased Assets, including any such Additional Purchased Assets and Purchased Assets, will therefore equal or exceed such aggregate Par Margin Amount (decreased by either requirement, a “Margin Call”); provided that so long as the amount aggregate outstanding Purchase Price is at least $100,000,000, Buyer shall not provide notice of any a Margin Call to Seller until the Margin Deficit as of equals or exceeds $250,000; provided further that if Seller transfers cash, Buyer shall deposit such date arising from any Transactions in which such Buyer is acting as Seller)cash into a non-interest bearing account until the next succeeding Repurchase Date. (b) If at Notice required pursuant to Section 6(a) may be given by (i) by any time the aggregate Market Value of all Purchased Securities subject to all Transactions means provided in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all Section 21 hereof, (ii) via electronic mail in an excel spreadsheet format, or (iii) in such Transactions at such time (a “Margin Excess”), then Seller may by notice other format acceptable to Buyer require Buyer in such Transactionsits sole discretion. Any notice given on a Business Day preceding 12:00 p.m. (New York City time) shall be met, at Buyer’s optionand the related Margin Call satisfied, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than 5:00 p.m. (New York City time) on the close of business in same Business Day. Any notice given on a Business Day following 12:00 p.m. (New York City time) shall be met, and the relevant market on such day. If any such notice is given after the related Margin Notice DeadlineCall satisfied, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market 5:00 p.m. (New York City time) on the next business day following such notice. (d) Any cash transferred pursuant Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights under this Paragraph Section 6, shall be attributed not change or alter the terms and conditions to such Transactions as shall be agreed upon by which this Agreement is subject or limit the right of Buyer and Seller. (e) to do so at a later date. Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time Agent shall have the aggregate right to determine the Market Value of all any Purchased Securities subject Asset on a daily basis in its good faith sole discretion consistent with its valuation practices for similar loans being sold by sellers similar to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”)Seller; provided, then Buyer may by notice to Seller require Seller in such Transactionshowever, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Seller may request that the Buyer provide reasonable detail regarding its determination of Market Value, as well as to demonstrate that such Market Value of has been determined in accordance with the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)definition thereof. (b) If at any time the Agent determines that the aggregate Market Value Asset Base of all Purchased Securities subject Assets and all Eligible Loans proposed to all Transactions be sold in which a particular party hereto such Transaction is acting as Seller exceeds less than the aggregate Seller’s Margin Amount outstanding Purchase Price of all Purchased Assets for all such Transactions at (such time excess, a “Margin Deficit”), then subject to the last sentence of this paragraph, Buyer may, by notice to Seller (a “Margin ExcessCall”), require Seller to transfer to Buyer cash or Substitute Assets approved by Buyer in its sole discretion in an amount sufficient to cure such Margin Deficit. If Buyer delivers a Margin Call to Seller on or prior to 10:00 a.m. (New York City time) on any Business Day, then Seller may by notice shall transfer the required amount of cash or Substitute Assets to Buyer no later than 5:00 p.m. (New York City time) on the date that is the same Business Days after Seller’s receipt of such Margin Call. In the event Buyer delivers a Margin Call to a Seller after 10:00 a.m. (New York City time) on any Business Day, Seller will be required to transfer the required amount of cash or Substitute Assets no later than 5:00 p.m. (New York City time) on the date that is the next Business Days after Seller’s receipt of such Margin Call. Notwithstanding the foregoing, provided that no Default or Event of Default shall have occurred and be continuing, Buyer shall not require the Seller to satisfy a Margin Call and no Margin Call shall be required to be made unless the Margin Deficit shall equal or exceed [***], as determined by Buyer in such Transactionsits reasonable, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)good faith discretion. (c) If Buyer’s election, in its sole and absolute discretion, not to make a Margin Call at any notice time there is given by Buyer a Margin Deficit will not in any way limit or Seller under subparagraph (a) or (b) of this Paragraph impair its right to make a Margin Call at or before the any time a Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeDeficit exists. (d) Any cash transferred to Buyer pursuant to this Paragraph shall Section 6(b) above will be attributed applied to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage repayment of the Repurchase Prices for such Price of outstanding Transactions (which amount or percentage shall be agreed pursuant to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (aSection 4(a)(i) and (b) of this Paragraph any Substitute Assets will be deemed to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Purchased Assets.

Margin Maintenance. (a) If a. Absent a Default, and at any time the aggregate Market Value of all Purchased Securities Assets subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s Buyer's option, to transfer to Buyer cash or additional Securities reasonably Purchased Assets acceptable to Buyer and (“in the case of Loans) which conform in all respects to the applicable representations and warranties set forth in Appendix A to the Custodial Agreement ("Additional Purchased Securities”Assets"), so that the cash and aggregate Market Value of the Purchased SecuritiesAssets, including any such Additional Purchased SecuritiesAssets, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased such requirement, a "Margin Call"). In lieu of such a transfer, Seller may repurchase any Purchased Asset giving rise to a Margin Call if such repurchase timely satisfies the Margin Call. In the event that a Margin Call is satisfied, Seller shall, during the 30-day period following the Margin Call, be permitted to repurchase the Purchased Assets by payment of the Repurchase Price allocable to such assets (as determined by Buyer in good faith) net of any dollar amount of the Margin Call paid by Seller that is allocable to such assets (as so determined). Absent a Default, Buyer shall not make a Margin Call prior to a Repurchase Date solely by reason of accrued and unpaid Price Differential. Simultaneously with a Margin Call, Buyer shall identify the Purchased Assets giving rise to the Margin Call and provide Seller with any backup materials reasonably requested by Seller that explain the Margin Call. b. Notice required pursuant to Paragraph 6 a) above may be given on a Business Day by any means. Any notice given on a Business Day shall be met by the amount close of business on the following Business Day. The failure of Buyer, on any Margin Deficit as one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of such date arising from Buyer to do so at a later date. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's rights under this Agreement or otherwise existing by law or in any Transactions in which such Buyer is acting as way create additional rights for Seller). (b) If c. Absent a Default, and not more frequently than weekly, Buyer shall at the written request of Seller or any time Member of Seller release to Seller any amount by which the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller Assets exceeds the aggregate Seller’s Buyer's Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value outstanding Purchase Price of all Purchased Securities Mortgage Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less greater than the aggregate Buyer’s Margin Amount for all Asset Value of such Purchased Mortgage Loans subject to Transactions (a “Margin Deficit”), and such Margin Deficit is greater than the Minimum Margin Threshold, then Buyer may by notice to a Responsible Officer of Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable in an amount at least equal to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of (such date arising from any Transactions in which such Buyer is acting as Selleramount, a “Margin Payment”). (b) If at Buyer delivers a Margin Call to Seller on or prior to [***] (New York City time) on any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Business Day, then Seller may by notice shall transfer the Margin Payment to Buyer require or its designee no later than [***] (New York City time) on such Business Day. In the event Buyer in such Transactionsdelivers a Margin Call to Seller after [***] (New York City time) on any Business Day, at Buyer’s option, Seller shall be required to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of Margin Payment no later than [***] (New York City time) on the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)following Business Day. (c) If Seller shall transfer any notice Margin Payment to the account of Buyer that is given by Buyer or Seller under subparagraph (a) or (breferenced in Section 10(a) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeAgreement. (d) Any cash transferred pursuant In the event that a Margin Deficit exists with respect to this Paragraph any Purchased Mortgage Loans, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be attributed to such Transactions as shall be agreed upon held by Buyer against the related Margin Deficit and Seller(ii) may be applied by Buyer against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Xxxxx retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 7. (e) The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Agreement or limit the right of Buyer to do so at a later date. Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at on any time date the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Assets is less than Buyer’s 's Margin Amount (decreased by a "Margin Deficit"), then the Buyer may make a margin call on the Seller (a "Margin Call"), specifying, as applicable, the amount of any the Margin Deficit and how payment of the Margin Deficit will be applied to reduce the components of the Repurchase Price. If a Margin Call is made, the Seller shall be obligated, within the time period set forth below, to pay to the Buyer such amount of the outstanding Securities Purchase Price and Price Differential thereon (and, if applicable, the then outstanding amounts referred to in clause (C) of the definition of Repurchase Price) all as specified by the Buyer and as is needed to eliminate the Margin Deficit (and the portion of any such date arising from payment applied by the Buyer to the Securities Purchase Price shall permanently reduce the Securities Purchase Price) (each such payment, a "Permanent Margin Payment"). The Seller shall have two (2) Business Days (not extending beyond the Termination Date) to satisfy any Transactions in which such Margin Call. Any Income on the Purchased Assets may be applied by Buyer is acting as Seller)at its option to make Permanent Margin Payments. (b) If at Notice required pursuant to Section 5(a) may be given by any time means. The failure of the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Buyer, then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s optionon any one or more occasions, to transfer cash exercise its rights hereunder shall not change or Purchased Securities alter the terms and conditions to Seller, so that which this Agreement is subject or limit the aggregate Market Value right of the Purchased Securities, after deduction of any such cash Buyer to do so at a later date. The Seller and the Buyer agree that a failure or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased delay by the amount of Buyer to exercise its rights hereunder shall not limit or waive the Buyer's rights under this Agreement or otherwise existing by law or in any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before way create additional rights for the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time either (i) the aggregate Market Value of all Purchased Securities Assets subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s MV Margin Amount for all such Transactions, or (ii) the aggregate unpaid principal balance (or in the case of REO Property, the REO Valuation) of the Purchased Assets for all Transactions is less than the aggregate Par Margin Amount for all such Transactions (either such event, a “Margin Deficit”), then Buyer may may, by notice to Seller the related Seller, require such Seller in such Transactions, at Seller’s option, Transactions to transfer to Buyer cash or or, at Buyer’s option (and provided such Seller has additional Securities reasonably acceptable to Buyer Eligible Assets), additional Eligible Assets (“Additional Purchased SecuritiesAssets”)) within one (1) Business Day of such notice by Buyer, so that both (x) the cash and aggregate Market Value of the Purchased SecuritiesAssets, including any such Additional Purchased SecuritiesAssets, will thereupon equal or exceed such aggregate Buyer’s MV Margin Amount, and (y) the cash and unpaid principal balance of such Purchased Assets, including any such Additional Purchased Assets and Purchased Assets, will therefore equal or exceed such aggregate Par Margin Amount (decreased by either requirement, a “Margin Call”); provided that if such Seller transfers cash, Buyer shall deposit such cash into a non-interest bearing account until the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)next succeeding Repurchase Date. (b) If at Notice required pursuant to Section 6(a) may be given by (i) by any time the aggregate Market Value of all Purchased Securities subject to all Transactions means provided in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all Section 21 hereof, (ii) via electronic mail in an excel spreadsheet format, or (iii) in such Transactions at such time (a “Margin Excess”), then Seller may by notice other format acceptable to Buyer require Buyer in such Transactionsits sole discretion. Any notice given on a Business Day preceding 12:00 p.m. (New York City time) shall be met, at Buyer’s optionand the related Margin Call satisfied, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than 5:00 p.m. (New York City time) on the close of business in same Business Day. Any notice given on a Business Day following 12:00 a.m. (New York City time) shall be met, and the relevant market on such day. If any such notice is given after the related Margin Notice DeadlineCall satisfied, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market 5:00 p.m. (New York City time) on the next business day following such notice. (d) Any cash transferred pursuant Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights under this Paragraph Section 6, shall be attributed not change or alter the terms and conditions to such Transactions as shall be agreed upon which this Agreement is subject or limit the right of Buyer to do so at a later date. Sellers and Buyer each agree that a failure or delay by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Sellers.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that or Agent on behalf of Buyer) determines the cash and aggregate Market Value of the Purchased Securities, including any Loans at such Additional Purchased Securities, will thereupon equal intervals as determined by Buyer (or exceed such aggregate Agent on behalf of Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions ) in which such Buyer is acting as Seller)its good faith discretion. (b) If at any time the aggregate Market Value of all Purchased Securities Loans subject to all outstanding Transactions in which a particular party hereto plus any prior Margin Call cash and Substitute Loans then held by Buyer is acting as Seller exceeds less than the aggregate Seller’s Margin Amount Purchase Price for all such Transactions at such time (a “Margin ExcessDeficit”), then Seller subject to the last sentence of this paragraph, Buyer (or Agent on behalf of Buyer) may by notice to Buyer Seller (a “Margin Call”) require Buyer in such Transactions, at Buyer’s option, Seller to transfer to Buyer cash or Purchased Securities to Seller, Substitute Loans approved by Buyer (or Agent on behalf of Buyer) in its sole discretion so that the aggregate Market Value of the Purchased SecuritiesLoans, after deduction of including any such cash or Substitute Loans and any Purchased Securities so transferredprior Margin Call cash and Substitute Loans then held by Buyer, will thereupon not equal or exceed such the aggregate Purchase Price for all outstanding Transactions. If Buyer (or Agent on behalf of Buyer) delivers a Margin Call to Seller on or prior to 10:00 a.m. (Eastern time) on any Business Day, then Seller shall transfer the required amount of cash or Substitute Loans to Buyer no later than 5:00 p.m. (Eastern time) on the [***] Day. In the event Buyer (or Agent on behalf of Buyer) delivers a Margin Call to a Seller after 10:00 a.m. (Eastern time) on any Business Day, Seller will be required to transfer the required amount of cash or Substitute Loans no later than 5:00 p.m. (Eastern time) on the date that is [***] after Seller’s Margin Amount (increased by the amount of any Margin Excess as receipt of such date arising from any Transactions Margin Call. Notwithstanding the foregoing, provided that no Default or Event of Default shall have occurred and be continuing, Buyer (or Agent on behalf of Buyer) shall not require Seller to satisfy a Margin Call and no Margin Call shall be required to be made unless the Margin Deficit shall equal or exceed [***], as determined by Buyer (or Agent on behalf of Buyer) in which such Seller is acting as Buyer)its reasonable, good faith discretion. (c) If Buyer’s (or Agent’s on behalf of Buyer) election, in its sole and absolute discretion, not to make a Margin Call at any notice time there is given by Buyer a Margin Deficit will not in any way limit or Seller under subparagraph (a) or (b) of this Paragraph impair its right to make a Margin Call at or before the any time a Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeDeficit exists. (d) Any cash transferred to Buyer pursuant to this Paragraph shall Section 6(b) above will be attributed applied to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage repayment of the Repurchase Prices for such Price of outstanding Transactions (which amount or percentage shall be agreed pursuant to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (aSection 4(a)(i) and (b) of this Paragraph any Substitute Loans will be deemed to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Purchased Loans.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate aggre- gate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph subpara- graph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin 4 ■¡ September 1996 ■¡ Master Repurchase Agreement Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”)", then the Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”)', so that the cash and aggregate Market Value of the Purchased Securities, including Including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in In which such Buyer is Is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is Is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, 's option to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in In which such Seller is Is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, . may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer Buyer, may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller Seller, may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) If any notice is given by Buyer or Seller under subparagraph sub-paragraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased 4 ¡ September 1996 ¡ Master Repurchase Agreement by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value Purchaser determines in good faith (based on such factors as the Purchaser determines to rely on in its discretion, including, but not limited to, a credit analysis of the Underlying Mortgaged Properties and/or the current market conditions for the Purchased Assets) that the Margin Base for all Purchased Securities subject to all Transactions Assets (as determined by the Purchaser in which a particular party hereto is acting as Buyer its good faith discretion on such date) is less than the aggregate Buyer’s Margin Amount Purchase Price for all such outstanding Transactions plus the Note Purchase Margin (in each case a “Margin Deficit”), then Buyer the Purchaser may by notice to Seller require the Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value form of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time Exhibit X (a “Margin ExcessDeficit Notice”), then ) require the Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer Purchaser cash or Additional Purchased Securities as provided Assets in such subparagraph the amount of the Margin Deficit to the Purchaser by no later than the close of business in the relevant market on such dayMargin Correction Deadline. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any All cash transferred to the Purchaser pursuant to this Paragraph Section 2.7 shall be deposited in the Collection Account and shall be attributed to such Transaction or Transactions as that caused the Margin Deficit to reduce the outstanding Purchase Price to which it has been attributed. Transfers of Eligible Assets to the Purchaser under this Section 2.7 shall be agreed upon by Buyer subject to the same conditions and Seller. (e) Seller and Buyer may agreerequirements that are applicable to the transfers of Eligible Assets under Section 2.2. The Purchaser’s election, with respect in its discretion, not to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where deliver a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into Notice at any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of time there is a Margin Deficit shall not waive the Margin Deficit or a Margin Excess, as in any way limit or impair the case may be, may be exercised whenever such Purchaser’s right to deliver a Margin Deficit Notice at any time the same or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Margin Deficit exists.

Margin Maintenance. (a) If at on any time date the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Assets is less than Buyer’s 's Margin Amount (decreased by a "Margin Deficit"), then the Buyer may make a margin call on the Seller (a "Margin Call"), specifying, as applicable, the amount of any the Margin Deficit and how payment of the Margin Deficit will be applied to reduce the components of the Repurchase Price. If a Margin Call is made, the Seller shall be obligated, within the time period set forth below, to pay to the Buyer such amount of the outstanding Securities Purchase Price and Price Differential thereon (and, if applicable, the then outstanding amounts referred to in clause (C) of the definition of Repurchase Price) all as specified by the Buyer and as is needed to eliminate the Margin Deficit (and the portion of any such date arising from payment applied by the Buyer to the Securities Purchase Price shall permanently reduce the Securities Purchase Price) (each such payment, a "Permanent Margin Payment"). The Seller shall have two (2) Business Days (not extending beyond the Termination Date) to satisfy any Transactions in which such Margin Call. Any Income on the Purchased Assets and the other Collateral may be applied by the Buyer is acting as Seller)at its option to make Permanent Margin Payments. (b) If at any time In addition, the aggregate Market Value Seller agrees to make payments to the Buyer to reduce the Securities Purchase Price during the term of all Purchased Securities subject this Agreement in the amounts referred to all Transactions as the Minimum Monthly Paydowns. Such payments shall be made, from and after January 1, 2005, in which a particular party hereto is acting as Seller exceeds accordance with the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value provisions of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Section 6 hereof. (c) If any notice is Notice required pursuant to Section 5(a) may be given by Buyer or Seller under subparagraph (a) or (b) any means. The failure of this Paragraph at or before the Margin Notice Deadline Buyer, on any business dayone or more occasions, to exercise its rights hereunder shall not change or alter the party receiving such notice terms and conditions to which this Agreement is subject or limit the right of the Buyer to do so at a later date. The Seller and the Buyer agree that a failure or delay by the Buyer to exercise its rights hereunder shall transfer cash not limit or Additional Purchased Securities as provided waive the Buyer's rights under this Agreement or otherwise existing by law or in such subparagraph no later than any way create additional rights for the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If If, at any time (including, with respect to any Purchased Security or Purchased Loan, by way of failure of any of the aggregate representations and warranties set forth in Section 10(B)(vii), (ix) or (xx) (in the case of clause (xx), with respect to the affected Purchased Securities or Purchased Loans only)), the Market Value of all any of the Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions or any (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer A) cash or (B) additional Securities reasonably collateral acceptable to Buyer (“Additional Purchased Securities”)in its sole and absolute discretion, so that the cash and aggregate sum obtained by adding the Market Value of each of the Purchased Securities, including any Securities or Purchased Loans for which a Margin Deficit exists plus such Additional Purchased Securities, will thereupon cash and additional collateral shall equal or exceed the Deficit Cure Amount for such aggregate Buyer’s Margin Amount (decreased by Purchased Securities or Purchased Loans, respectively, as of the amount of same date. Seller's failure to cure any Margin Deficit as required by the preceding sentence shall constitute an Event of such date arising from any Transactions Default under the Transaction Documents and shall entitle Buyer to exercise its remedies under Section 14 of this Agreement (including, without limitation, the liquidation remedy provided for in which such Buyer is acting as SellerSection 14(a)(iv) of this Agreement). (b) If at any time the aggregate Market Value of all any Purchased Securities subject Security in any Rating Category or Purchased Loan in any Collateral Type Grouping multiplied by the "Original Purchase Percentage" for such Rating Category or such Collateral Type Grouping as such Original Purchase Percentage may be adjusted in accordance with this Agreement shall be greater than the Repurchase Price for the Transaction relating to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time Purchased Security or Purchased Loan, respectively (a “"Margin Excess”), ") then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer to Seller cash or Purchased Securities in an amount (expressed in dollars) up to Sellerthe Margin Excess; provided, so that the aggregate Market Value of the Purchased Securities, after deduction of any such transfer of cash or any Purchased Securities so transferred(1) shall be subject to the restrictions set forth in the parenthetical in and the proviso to the definition of "Purchase Price", will thereupon (2) shall not exceed such aggregate Seller’s Margin Amount be in an amount less than $500,000 and (increased 3) shall be evidenced by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)amended and restated Confirmations. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (bParagraph 4(a) of this Paragraph at or before the Margin Notice Deadline Agreement on any business dayBusiness Day, the party receiving such notice Seller shall transfer cash or Additional Purchased Securities additional collateral as provided in such subparagraph Paragraph 4(a) by no later than the close of business in the relevant market on such day. If any such notice is given seventy-two (72) hours after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close giving of business in the relevant market on the next business day following such notice. Notice required pursuant to Paragraph 4(a) of this Agreement may be given by any means of telecopier or telegraphic transmission and shall be delivered in accordance with the terms of this Agreement. The failure of Buyer, on any one or more occasions, to exercise its rights under Paragraph 4(a) of this Agreement shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer or Seller to do so at a later date. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under Paragraph 4(a) of this Agreement shall not limit such party's rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (d) Any cash additional collateral transferred to Buyer pursuant to Paragraph 4(a) of this Paragraph Agreement with respect to any Purchased Securities or any Purchased Loans shall be attributed to increasing the aggregate Market Value of such Transactions as shall be agreed upon by Purchased Securities or Purchased Loans, respectively, for which there was a Margin Deficit. Any cash transferred to Buyer and Seller. (epursuant to Paragraph 4(a) Seller and Buyer may agree, of this Agreement with respect to any Purchased Securities or all Transactions hereunderany Purchased Loans shall be attributed to decreasing the Repurchase Price for such Purchased Security or Purchased Loan, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where respectively, for which there was a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)Deficit. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time Buyer determines the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased SecuritiesAssets at such intervals as determined by Buyer which might be daily in its good faith sole discretion consistent with its valuation practices for similar loans being sold by sellers similar to Seller; provided, including any however, that the Seller may request that the Buyer provide reasonable detail regarding its determination of Market Value, as well as to demonstrate that such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by Market Value has been determined in accordance with the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)definition thereof. (b) If at any time the aggregate Purchase Price for all Purchased Assets subject to outstanding Transactions is greater than the sum of (i) any prior Margin Call cash then held by the Buyer, and (ii) the product of (a) the Applicable Percentage and (b) the Market Value of all Purchased Securities Assets (such excess, a “Margin Deficit”), then subject to all Transactions in which a particular party hereto is acting as the last sentence of this paragraph, Buyer may, by notice to Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin ExcessCall”), require Seller to transfer to Buyer cash or Substitute Assets approved by Buyer in its sole discretion in an amount sufficient to cure such Margin Deficit. If Buyer delivers a Margin Call to Seller on or prior to 10:00 a.m. (New York City time) on any Business Day, then Seller may by notice shall transfer the required amount of cash or Substitute Assets to Buyer no later than 5:00 p.m. (New York City time) on the date that is the same Business Days after Seller’s receipt of such Margin Call. In the event Buyer delivers a Margin Call to a Seller after 10:00 a.m. (New York City time) on any Business Day, Seller will be required to transfer the required amount of cash or Substitute Assets no later than 5:00 p.m. (New York City time) on the date that is the next Business Days after Seller’s receipt of such Margin Call. Notwithstanding the foregoing, provided that no Default or Event of Default shall have occurred and be continuing, Buyer shall not require the Seller to satisfy a Margin Call and no Margin Call shall be required to be made unless the Margin Deficit shall equal or exceed [***], as determined by Buyer in such Transactionsits reasonable, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)good faith discretion. (c) If Buyer’s election, in its sole and absolute discretion, not to make a Margin Call at any notice time there is given by Buyer a Margin Deficit will not in any way limit or Seller under subparagraph (a) or (b) of this Paragraph impair its right to make a Margin Call at or before the any time a Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeDeficit exists. (d) Any cash transferred to Buyer pursuant to this Paragraph shall Section 6(b) above will be attributed applied to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage repayment of the Repurchase Prices for such Price of outstanding Transactions (which amount or percentage shall be agreed pursuant to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (aSection 4(a)(i) and (b) of this Paragraph any Substitute Assets will be deemed to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Purchased Assets.

Margin Maintenance. (a) If at any time Buyer shall determine the aggregate Market Value Repurchase Price Cap of all each Purchased Securities subject to all Transactions in Loan on each Business Day and shall determine (i) the amount, if any, by which a particular party hereto is acting as Buyer the Repurchase Price Cap is less than the aggregate Buyer’s Margin Amount for all such Transactions Repurchase Price (excluding Price Differential) (a “Margin Deficit”)) and (ii) the amount, then Buyer may if any, by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer which the Repurchase Price Cap exceeds the Repurchase Price (excluding Price Differential) (“Additional Purchased SecuritiesMargin Excess”). If, so after the date that the cash and aggregate Market Value Buyer shall have delivered a Margin Notice for any Purchased Loan to Seller, a Margin Excess shall exist for such Purchased Loan, Buyer shall give Seller prompt notice of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as existence and size of such date arising from any Transactions in which such Buyer is acting as Seller)Margin Excess. (b) If at any time the aggregate Market Value of all a Margin Deficit exists with respect to a Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time Loan, then Buyer may by notice (a “Margin ExcessNotice”), then ) to the Master Seller may by notice (on behalf of the applicable Series Seller) require the applicable Series Seller to transfer to Buyer require Buyer cash in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of the Margin Deficit for such Purchased Loan by no later than the Margin Deadline on the date that is three (3) Business Days following the date of receipt of such Margin Notice. The applicable Series Seller’s failure to cure any Margin Excess Deficit as required by this paragraph shall constitute a Transaction Event of such date arising from any Transactions in which such Seller is acting as Buyer)Default with respect to the applicable Transaction under the Transaction Documents and shall entitle Buyer to exercise its remedies under Section 13(c) of this Agreement. (c) If at any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where time a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to a Purchased Loan, then Master Seller may by notice delivered to Buyer require Buyer to transfer to Master Seller on behalf of the applicable Series Seller cash in an amount up to the Margin Excess by no later than the Margin Deadline on the date that is three (3) Business Days following Buyer’s receipt of such notice from Master Seller; provided, however, that (1) any single Transaction hereunder such transfer of cash shall not be in an amount less than $100,000, (calculated without regard 2) any such transfer of cash shall not cause the Repurchase Price for the applicable Purchased Loan to exceed the Repurchase Price Cap for such Transaction, and (3) no Default or Event of Default under this Agreement shall have occurred and be continuing. (d) The failure of, or delay by, Buyer or Seller, on any one or more occasions, to exercise its respective rights under Section 4(b) or 4(c) of this Agreement shall not (i) change or alter the terms and conditions to which this Agreement is subject, (ii) limit the right of such party to do so at a later date, (iii) limit such party’s rights under this Agreement or otherwise existing by law, or (iv) in any way create additional rights for such party. (e) If Master Seller and/or any applicable Series Seller(s) transfer(s) cash to Buyer on account of Margin Deficits relating to more than one Purchased Loan, but such cash is insufficient to fully satisfy such Margin Deficits (after giving effect to any other Transaction outstanding netting pursuant to Section 4(f)), Buyer shall have the right to designate the Purchased Loan(s) and Margin Deficit(s) to which such payments shall be applied, in its sole and absolute discretion. (f) Buyer and Master Seller acknowledge and agree that, so long as no Default or Event of Default shall have occurred and be continuing, then notwithstanding the provisions of Sections 4(a) through 4(c) hereof, Margin Excess and Margin Deficit shall be netted for all the Transactions under this Agreement, and the aggregate amount of the Margin Excess (if any) for all Transactions shall be credited against the aggregate Margin Deficit owed under Section 4(b) and only the net amount need be paid; provided, that any net payment to Master Seller shall be subject to the conditions set forth in Section 4(c). (g) Notwithstanding anything contained in Section 16 to the contrary, notice of Margin Excess or Margin Deficit may be delivered by Master Seller or Buyer, respectively, via email, without the need to also deliver such notice by one of the other means set forth in Section 16, and shall be deemed received upon the sending of such email; provided that the transmitting party did not receive an electronic notice of a delivery failure.

Margin Maintenance. (a) a. If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) b. If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) c. If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before (the “Margin Notice Deadline Deadline”) on any business dayBusiness Day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business Business day following such notice. (d) d. Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer Xxxxx and SellerXxxxxx. (e) e. Seller and Buyer Xxxxx may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) f. Seller and Buyer Xxxxx may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer Xxxxx and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).