Common use of Notice Pursuant to Tex Clause in Contracts

Notice Pursuant to Tex. Bus. & Comm. Code §26.02. THE 4/04 A&R CREDIT AGREEMENT DATED AS OF APRIL 21, 2004, AS AMENDED BY THE 4/05 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20, 2005 AND THE OTHER CREDIT PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20, 2005. FIELDSTONE INVESTMENT CORPORATION By: /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Senior Vice President FIELDSTONE MORTGAGE COMPANY By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Sr. Vice President & Treasurer JPMORGAN CHASE BANK, N.A. By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President Dated as of April 20, 2005 Amending (for the first time) the dated as of April 21, 2004 by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and JPMORGAN CHASE BANK, N.A. $200,000,000 Senior Secured Revolving Credit Index of Defined Terms 4/04 A&R Credit Agreement 4/05 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers Ceiling Rate Change of Control Committed Sum Company Current Credit Agreement Custodian Custody Agreement Facility Fee FIC JPMorgan Lender LIBOR Margin Margin Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total Liabilities

Notice Pursuant to Tex. Bus. & Comm. Code §26.02Section26.02. THE 4/04 A&R CREDIT THIS AGREEMENT DATED AS OF APRIL 21, 2004, AS AMENDED BY THE 4/05 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20, 2005 AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder EXECUTED as of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20, 2005the Effective Date. FIELDSTONE INVESTMENT CORPORATION By: /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Senior Vice President FIELDSTONE LONG BEACH MORTGAGE COMPANY By: /s/ Xxxx Jamex X. Xxxxx Xxxxxxxx Senior Vice President and Chief Financial Officer CHASE BANK OF TEXAS, NATIONAL ASSOCIATION, as the Agent and as a Lender By: Name: Xxxx X. Xxxxx Title: Sr. Vice President & Treasurer JPMORGAN CHASE GUARANTY FEDERAL BANK, N.A. F.S.B., as a Lender By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President Dated BANK UNITED, as a Lender By: Name: Title: BANKBOSTON, N.A. as a Lender By: Name: Title: THE BANK OF NEW YORK, as a Lender By: Name: Title: BANK ONE, TEXAS, N.A. as a Lender By: Name: Title: COMERICA BANK-CALIFORNIA, as a Lender By: Name: Title: 99 BANK OF SCOTLAND, as a Lender By: Name: Title: HIBERNIA NATIONAL BANK, as a Lender By: Name: Title: NATIONAL CITY BANK OF KENTUCKY as a Lender By: Name: Title: Exhibits: Exhibit A-1 - Senior Credit Notes form Exhibit A-2 - Swing Line Note form Exhibit B - Requests for Borrowing forms with Submission List forms Exhibit C - Form of April 20Subordination Agreement Exhibit D - List of the Company's Subsidiaries Exhibit E - Form of Officer's Certificate as to compliance or noncompliance with certain financial covenants Exhibit F - Form of Assignment and Assumption Agreement Exhibit G - Form of Interest Rate Selection Confirmation Exhibit H - Opinions to be included in required opinion of the Company's legal counsel Schedules: Schedule LC - the Lenders' Committed Sums and Subline Funding Limits Schedule UG-SSF - Company Underwriting Guidelines for Single-family Mortgage Loans Schedule QI - List of Qualified Investors, 2005 Amending Qualified Second Lien Mortgage Investors and Qualified High LTV Mortgage Investors Schedule FS - the Lenders' Funding Share fractions Schedule MAC - the Maximum Aggregate Commitment Schedule 7.1(b) - List of debts to be excluded from the subordination required by SECTION 7.1(B) Schedule 8.4 - Summary of material adverse changes and material unrealized losses since the Statement Date Schedule 8.15 - the Company's Plans 100 Schedule 10.1 - List of Contingent Liabilities Schedule 10.4(h)(6) - List of permitted existing unsecured Debt EXHIBIT A-1 TO 4/98 A&R CREDIT AGREEMENT (THE "4/98 [LENDER NAME] SENIOR CREDIT NOTE") $______________________Houston, TexasApril 13, 1998 FOR VALUE RECEIVED, LONG BEACH MORTGAGE COMPANY, a Delaware corporation ("MAKER" or the "COMPANY"), promises to pay to the order of [LENDER NAME] ("PAYEE"), a [LENDER ENTITY FORM], at the main branch of Chase Bank of Texas, National Association, 712 Xxxx Xxxxxx, Xxxxxxx, Xxxxxx Xxxxxx, Texas 77002, or at such other place as the Agent may hereafter designate in writing, in immediately available funds and in lawful money of the United States of America, the principal sum of [LENDER'S COMMITTED SUM] (or the unpaid balance of all principal advanced against this note, if that amount is less), together with interest on the unpaid principal balance of this note from time to time outstanding until maturity at the applicable rate(s) provided for in the Credit Agreement (or at such lesser rate, if any, as the holder of this note -- the "HOLDER", whether or not Payee is such holder -- may in its sole discretion from time to time elect to be applicable for any day or days), and interest on all past due amounts, both principal and accrued interest, at the Past Due Rate; provided that for the first time) full term of this note the dated as interest rate produced by the aggregate of April 21all sums paid or agreed to be paid to Holder for the use, 2004 by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and JPMORGAN CHASE BANK, N.A. $200,000,000 Senior Secured Revolving Credit Index forbearance or detention of Defined Terms 4/04 A&R Credit Agreement 4/05 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers the debt evidenced hereby shall not exceed the Ceiling Rate Change of Control Committed Sum Company Current Credit Agreement Custodian Custody Agreement Facility Fee FIC JPMorgan Lender LIBOR Margin Margin Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total LiabilitiesRate.

Notice Pursuant to Tex. Bus. & Comm. Code §Section 26.02. THE 4/04 A&R 3/04 CREDIT AGREEMENT DATED AS OF APRIL 21, 2004AGREEMENT, AS AMENDED BY THE 4/05 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20THIS AMENDMENT, 2005 AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20of the Effective Date. SUNSET FINANCIAL RESOURCES, 2005INC. FIELDSTONE INVESTMENT CORPORATION By: /s/ Xxxxxx X. Xxxxxxx Xxxxxx ------------------------------------ Name: Xxxxxx X. Xxxxxxx Xxxxxx Title: Senior Vice President FIELDSTONE MORTGAGE COMPANY By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Sr. Vice President & Treasurer EVP JPMORGAN CHASE BANK, N.A. as the Agent and as a Lender By: /s/ Xxx X. Xxxxx Xxxxxxxx ------------------------------------ Name: Xxx X. /s/ Xxxxx Xxxxxxxx ---------------------------------- Title: Vice President Dated as Exhibits: Exhibit 6/04-B - Requests for Borrowing forms with Submission List forms Schedules: Schedule 6/04-AI - list of April 20Approved Investors Schedule 6/04-DQ - Disqualifiers Schedule 6/04-EC - Eligible Collateral EXHIBIT 6/04-B TO 3/04 CREDIT AGREEMENT Request for Borrowing [Letterhead of the Company] [date] JPMorgan Chase Bank 0000 Xxxxxx, 2005 Amending 00xx Xxxxx Xxxxxxx, Xxxxx 00000 Attention: Xxxxx Xxxx Ladies and Gentlemen: SUNSET FINANCIAL RESOURCES, INC. (for the first time"COMPANY") the dated as of April 21, 2004 by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and JPMORGAN CHASE BANKBANK as a lender and as agent (the "AGENT") for the other lender(s) who are parties to it as lenders, N.A. $200,000,000 and such other lenders (all such lenders, including JPMorgan Chase Bank being herein called the "LENDERS") together executed a 3/04 Senior Secured Revolving Credit Index of Defined Terms 4/04 A&R Credit Agreement 4/05 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers Ceiling Rate Change of Control Committed Sum Company dated March 22, 2004 (which, as it may have been or may hereafter be supplemented, amended or restated from time to time, is called the "CURRENT CREDIT AGREEMENT"). Any term defined in the Current Credit Agreement Custodian Custody and used in this Request for Borrowing shall have the meaning given to it in the Current Credit Agreement. The Company currently qualifies under the Current Credit Agreement Facility Fee FIC JPMorgan Lender LIBOR Margin Margin Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total Liabilitiesfor, and hereby requests, an Advance or Advances as set forth below to be made on _________________, 20___ (or, if the Agent is closed that day, on the next day when it is not).

Notice Pursuant to Tex. Bus. & Comm. Code §26.02. THE 4/04 A&R 3/04 CREDIT AGREEMENT DATED AS OF APRIL 21, 2004AGREEMENT, AS AMENDED BY THE 4/05 6/04 AMENDMENT, THE 3/05 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20AND THIS AMENDMENT, 2005 AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20of the Effective Date. SUNSET FINANCIAL RESOURCES, 2005INC. FIELDSTONE INVESTMENT CORPORATION By: /s/ Xxxxxx X. Xxxxxxx Xxxxxxx Name: Xxxxxx X. Xxxxxxx Xxxxxxx Title: Senior Vice President FIELDSTONE MORTGAGE COMPANY By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Sr. Vice President & Treasurer Chief Financial Officer JPMORGAN CHASE BANK, N.A. as the Agent and as a Lender By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President Dated as Exhibit Exhibit 3/21/05-E - Form of April 20, 2005 Amending (for the first time) the dated as Officer’s Certificate EXHIBIT 3/21/05-E TO 3/04 CREDIT AGREEMENT Form of April 21, 2004 by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and Officer’s Certificate with computations to show compliance or non-compliance with certain financial covenants OFFICER’S CERTIFICATE AGENT: JPMORGAN CHASE BANK, N.A. $200,000,000 COMPANY: SUNSET FINANCIAL RESOURCES, INC. SUBJECT PERIOD: ended , 200 DATE: , 200 This certificate is delivered to the Agent under the 3/04 Senior Secured Revolving Credit Index of Defined Terms 4/04 A&R Credit Agreement 4/05 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers Ceiling Rate Change dated as of Control Committed Sum Company March 22, 2004 (as supplemented, amended or restated from time to time, the “Current Credit Agreement”), among the Company, the Agent and the financial institutions now or hereafter parties thereto (the “Lenders”). Unless they are otherwise defined in this request, terms defined in the Current Credit Agreement Custodian Custody Agreement Facility Fee FIC JPMorgan Lender LIBOR Margin Margin Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total Liabilitieshave the same meanings here as there. The undersigned officer of the Company certifies to the Agent and the Lenders that on the date of this certificate that:

Notice Pursuant to Tex. Bus. & Comm. Code §26.02. THE 4/04 12/03 A&R CREDIT AGREEMENT DATED AS OF APRIL 21, 2004AGREEMENT, AS AMENDED BY THE 4/05 3/04 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20MARCH 8, 2005 2004, AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20, 2005of the 3/04 Amendment Effective Date. FIELDSTONE INVESTMENT HOMEBANC MORTGAGE CORPORATION By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Senior Vice Presient Corporation, XX Xxxxxx Xxxxx Bank, et al. JPMORGAN CHASE BANK, as the Agent and as a Lender By: /s/ Xxxxxxx X. Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxxxx Title: Senior Vice President Corporation, XX Xxxxxx Xxxxx Bank, et al. COMMERZBANK AKTIENGESELLSCHAFT NEW YORK AND GRAND CAYMAN BRANCHES as a Lender By: /s/ X. Xxxxx Name: Xxxxx X. Xxxxx Title: Vice President By: /s/ Xxxxxxx XxXxxxxx Name: Xxxxxxx X. XxXxxxxx Title: Vice President Unnumbered counterpart signature page to 3/04 Amendment to Credit Agreement among HomeBanc Mortgage Corporation, XX Xxxxxx Chase Bank, et al. KEYBANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Vice-President Corporation, XX Xxxxxx Xxxxx Bank, et al. U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Vice President Unnumbered counterpart signature page to 3/04 Amendment to Credit Agreement among HomeBanc Mortgage Corporation, XX Xxxxxx Chase Bank, et al. WASHINGTON MUTUAL BANK, as a Lender By: /S/ XXXXXX X. XXXXXX Name: Xxxxxx X. Xxxxxx Title: Vice President Unnumbered counterpart signature page to 3/04 Amendment to Credit Agreement among HomeBanc Mortgage Corporation, XX Xxxxxx Xxxxx Bank, et al. COLONIAL BANK, N.A. as a Lender By: /s/ Xxxxxxxxx X. Xxxxxxx Name: Xxxxxx Xxxxxxxxx X. Xxxxxxx Title: Senior Vice President FIELDSTONE MORTGAGE COMPANY Corporation, XX Xxxxxx Chase Bank, et al. CREDIT LYONNAIS NEW YORK BRANCH, as a Lender By: /s/ Xxxx X. /S/ XXXXXXXXX XXXXX Name: Xxxxxxxxx Xxxxx Title: Senior Vice President Corporation, XX Xxxxxx Xxxxx Bank, et al. NATIONAL CITY BANK OF KENTUCKY, as a Lender By: /S/ XXXX STEVEKING Name: Xxxx X. Xxxxx Steveking Title: Sr. Senior Vice President & Treasurer JPMORGAN CHASE BANKCorporation, N.A. XX Xxxxxx Chase Bank, et al. BANK HAPOALIM as a Lender By: /s/ Xxx /S/ XXXXX X. Xxxxx XXXXXXX Name: Xxx Xxxxx X. Xxxxx Xxxxxxx Title: Vice President Dated as of April 20By: /S/ XXXXX XXX XXXXX Name: Xxxxx Xxx Xxxxx Title: Senior Vice President and Corporate Manager Corporation, 2005 Amending (for the first time) the dated as of April 21XX Xxxxxx Xxxxx Bank, 2004 by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and JPMORGAN CHASE BANK, N.A. $200,000,000 Senior Secured Revolving Credit Index of Defined Terms 4/04 A&R Credit Agreement 4/05 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers Ceiling Rate Change of Control Committed Sum Company Current Credit Agreement Custodian Custody Agreement Facility Fee FIC JPMorgan Lender LIBOR Margin Margin Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total Liabilitieset al. SCHEDULE DQ TO 12/03 CREDIT AGREEMENT DISQUALIFIERS

Notice Pursuant to Tex. Bus. & Comm. Code §26.02. THE 4/04 A&R 3/04 CREDIT AGREEMENT DATED AS OF APRIL 21, 2004AGREEMENT, AS AMENDED BY THE 4/05 6/04 AMENDMENT, THE 3/05 AMENDMENT, THE 3/21/05 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20AND THIS AMENDMENT, 2005 AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20of the Effective Date. SUNSET FINANCIAL RESOURCES, 2005INC. FIELDSTONE INVESTMENT CORPORATION By: /s/ Xxxxxx X. Xxxxxxx Xxxxxxx Name: Xxxxxx X. Xxxxxxx Xxxxxxx Title: Senior Vice President FIELDSTONE MORTGAGE COMPANY By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Sr. Vice President & Treasurer CFO JPMORGAN CHASE BANK, N.A. as the Agent and as a Lender By: /s/ Xxx X. Xxxxx Xxxxxxx Name: Xxx X. Xxxxx Tottele Title: Vice President Dated as of April 208/05 AMENDMENT TO CREDIT AGREEMENT DATED AS OF AUGUST 9, 2005 Amending AMENDING (for the first timeFOR THE FOURTH TIME) the dated as of April 21THE 3/04 SENIOR SECURED CREDIT AGREEMENT DATED AS OF MARCH 22, 2004 by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and SUNSET FINANCIAL RESOURCES, INC. AND JPMORGAN CHASE BANK, N.A. AS ADMINISTRATIVE AGENT, COLLATERAL AGENT AND A LENDER, AND THE OTHER LENDER(S) PARTIES HERETO $200,000,000 Senior Secured Revolving Credit 250,000,000 SENIOR SECURED REVOLVING CREDIT Index of Defined Terms 4/04 A&R Page 3/04 Credit Agreement 4/05 1 3/05 Amendment 4/05 1 3/21/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin 1 8/05 Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers Ceiling Rate Change of Control Committed Sum 1 Agent 1 Agreement 1 Amendment 1 Company 1 Current Credit Agreement Custodian Custody Agreement Facility Fee FIC 1 JPMorgan Lender LIBOR Margin Margin 1 Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total Liabilities2 Table of Contents Page 1 DEFINITIONS 2 1.2 Definitions of General Application. 2 6 COLLATERAL 2 15 MISCELLANEOUS 2 15.7 Counterpart Execution 2

Notice Pursuant to Tex. Bus. & Comm. Code §26.02. THE 4/04 A&R 8/05 CREDIT AGREEMENT DATED AS OF APRIL 21, 2004AGREEMENT, AS AMENDED BY THE 4/05 9/05 AMENDMENT, THE 12/05 AMENDMENT, THE 5/06 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20AND THE 7/06 AMENDMENT, 2005 AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20, 2005of the 7/06 Amendment Effective Date. FIELDSTONE INVESTMENT CORPORATION HOMEBANC CORP. By: /s/ Xxxxxx XXXXX X. Xxxxxxx XXXXXX Name: Xxxxx X. Xxxxxx X. Xxxxxxx Title: Senior Vice President FIELDSTONE HOMEBANC MORTGAGE COMPANY CORPORATION By: /s/ Xxxx XXXXX X. Xxxxx XXXXXX Name: Xxxx Xxxxx X. Xxxxx Xxxxxx Title: Sr. Senior Vice President & Treasurer Unnumbered counterpart signature page to 7/06 Amendment to Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. JPMORGAN CHASE BANK, N.A. as the Agent and as a Lender By: /s/ Xxx XXXXXXX X. Xxxxx XXXXXXXXX Name: Xxx Xxxxxxx X. Xxxxx Xxxxxxxxx Title: Senior Vice President Unnumbered counterpart signature page to 7/06 Amendment to Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. COMMERZBANK AKTIENGESELLSCHAFT NEW YORK AND GRAND CAYMAN BRANCHES as a Lender By: /s/ XXXXX X. XXXXX Name: XXXXX X. XXXXX Title: Vice President Dated By: /s/ XXXXXX X. ARAW Name: Xxxxxx X. Araw Title: Assistant Treasurer Unnumbered counterpart signature page to 7/06 Amendment to Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. KEYBANK NATIONAL ASSOCIATION, as of April 20a Lender By: /s/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Executive Vice President Unnumbered counterpart signature page to 7/06 Amendment to Credit Agreement among HomeBanc Corp., 2005 Amending (for the first time) the dated HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. U.S. BANK NATIONAL ASSOCIATION, as of April 21a Lender By: /s/ XXXXXXX X. XXXXXXXX Name: XXXXXXX X. XXXXXXXX Title: Vice President Unnumbered counterpart signature page to 7/06 Amendment to Credit Agreement among HomeBanc Corp., 2004 by and HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. BNP PARIBAS, as a Lender By: /s/ LAURENT VANDERWIPE Name: LAURENT VANDERWYPE Title: Managing Director By: /s/ XXXXXXXXXX X. XXXXX Name: XXXXXXXXXX X. XXXXX Title: Vice President Unnumbered counterpart signature page to 7/06 Amendment to Credit Agreement among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and JPMORGAN CHASE HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. UNITED OVERSEAS BANK LIMITED NEW YORK AGENCY, as a Lender By: /s/ XXXXXX XXX Name: Xxxxxx Xxx Title: FVP & General Manager By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: AVP Unnumbered counterpart signature page to 7/06 Amendment to Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. FIRST COMMERCIAL BANK, N.A. $200,000,000 Senior Secured Revolving Credit Index of Defined Terms 4/04 A&R NEW YORK AGENCY, as a Lender By: /s/ XXXXX XX Name: Xxxxx Xx Title: V.P. & General Manager Unnumbered counterpart signature page to 7/06 Amendment to Credit Agreement 4/05 among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. BANK HAPOALIM B.M., as a Lender By: /s/ XXXXX X. XXXXXXX Name: XXXXX X. XXXXXXX Title: VICE PRESIDENT By: /s/ XXXXXXX XXXXXXXXXX Name: XXXXXXX XxXXXXXXXX Title: SENIOR VICE PRESIDENT Unnumbered counterpart signature page to 7/06 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers Ceiling Rate Change of Control Committed Sum Company Current to Credit Agreement Custodian Custody Agreement Facility Fee FIC among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Lender LIBOR Margin Margin Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total LiabilitiesChase Bank, N.A., et al.

Notice Pursuant to Tex. Bus. & Comm. Code §26.02. THE 4/04 A&R CREDIT THIS AGREEMENT DATED AS OF APRIL 21, 2004, AS AMENDED BY THE 4/05 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20, 2005 AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20, 2005of the Effective Date. FIELDSTONE INVESTMENT HOMEBANC CORP. By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Executive Vice President HOMEBANC MORTGAGE CORPORATION By: /s/ Xxxxxx Xxxxx X. Xxxxxxx Name: Xxxxxx Xxxxx X. Xxxxxxx Title: Executive Vice President 120 JPMORGAN CHASE BANK, as the Agent and as a Lender By: /s/ Xxxxxxx X. Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxxxx Title: Senior Vice President FIELDSTONE MORTGAGE COMPANY 000 XXXXXXXXXXX XXXXXXXXXXXXXXXXXX XXX XXXX AND GRAND CAYMAN BRANCHES as a Lender By: /s/ Xxxx Xxxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Sr. Vice President & Treasurer JPMORGAN CHASE BANK, N.A. By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President Dated By: /s/ Xxxxxxx X. XxXxxxxx Name: Xxxxxxx X. XxXxxxxx Title: Vice President 122 KEYBANK NATIONAL ASSOCIATION, as of April 20a Lender By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Executive Vice President 123 U.S. BANK NATIONAL ASSOCIATION, 2005 Amending (for the first time) the dated as of April 21, 2004 by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and JPMORGAN CHASE BANK, N.A. $200,000,000 Senior Secured Revolving Credit a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Vice President 124 Index of Defined Terms 4/04 A&R Page 3/6-5/6 Hybrid ARM 3 6/04 Credit Agreement 4/05 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate 1 Acknowledgment Agreement 3 Adjusted Tangible Net Worth 3 Advance 5 Advance Rate 14 Affiliate 5 Aged Loan 23 Agency 5 Agent 1 Agent’s Fee 58 Aggregate Committed Sum 5 Agreement 1 Alt-A Loan 6 Appraisal 6 Appraised Value 6 Approved Investor 6 Approved Servicing Agreement 6 Approved Servicing Appraiser 6 Authorized Company Representative 6 Base Rate Alternate 41 Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Tranche 43 Basic Papers 6 Bloomberg British Bankers Association LIBOR Page 38 Book Collateral Value 7 Book Construction/Permanent Loan Collateral Value 10 Book HELOC/Second Lien Loan Collateral Value 11 Book Prime Loan Collateral Value 11 Book Repurchased Loan Collateral Value 12 Book Residential Lot Loan Collateral Value 12 Book Subprime Loan Collateral Value 13 Borrowing 7 Borrowing Base Rate Borrower Borrowers 7 Broker’s Price Opinion 7 Business Day 7 Cash Equivalents 8 Ceiling Rate 41 Central Elements 8 Change of Control 8 Chapter 346 38 Class of Borrowings 38 Collateral 9 Collateral Value 10 Commitment 14 Index of Defined Terms (continued) Page Commitments Cancellation Date 36 Committed Sum 14 Companies 1 Companies’ Underwriting Guidelines 14 Company 1 Company Customer 14 Construction/Permanent Loan 15 Construction/Permanent Loan Collateral Value 10 Continuing Lender 56 Control 5 Conventional Loan 15 Credit Line 15 Cumulative Loan-to-Value Ratio 15 Current Appraisal 15 Current Broker’s Price Opinion 15 Current Credit Agreement 1 Custodian 15 Custodian’s Fees 15 Custody Agreement 16 Customer 16 Dated Assets 44 Dated Liabilities 44 Debt 16 Default 16 Defeasance Account 17 Determination Date 17 Dry Loan 17 Electronically Submitted 17 Eligible Assignee 113 Eligible Manufactured Housing Loan 18 Enforcement Advance 18 Enforcement Advances Collateral 10 ERISA 18 Eurodollar Reserve Requirements 38 Event of Default 18 Facilities 18 Facilities Papers 18 Facility 18 Facility Fee FIC 57 Xxxxxx Mae 19 Xxxxxx Xxx Contract 66 Federal Funds Effective Rate 39 FHA 19 FICA 19 Index of Defined Terms (continued) Page FICO 19 File 19 Financial Statements 77 Xxxxxxx Mac 19 Funding Share 19 GAAP 19 Xxxxxx Xxx 20 Governmental Authority 20 Hazard Insurance Policy 20 HC 1 HELOC/Second Lien Loan Collateral Value 11 High LTV Construction/Permanent Loan 20 HMC 1 HUD 20 In Default 20 In Foreclosure/REO 20 Indemnified Liabilities 106 Indemnified Parties 106 Index 38 Information Security Program 21 Interest Only Loan 21 Interest Period 40 Interest Rate Option 40 Interest Rate Selection Confirmation 52 Internal Revenue Code 21 Investor Loan 21 JPMorgan 1 Jumbo Loan 21 Late Pledged (Seasoned) Loan 21 Law 21 Legal Requirement 21 Lender 21 Lender Affiliate 22 Lenders 1 LIBOR 39 LIBOR Business Day 40 LIBOR Fixed Rate 41 LIBOR Fixed Rate Tranches 43 Lien 22 Line 22 Line Limit 22 Liquidity 22 Loan 22 Loan Modification 22 Index of Defined Terms (continued) Page Loan Papers 22 Long Warehoused (Aged) Loan 23 Margin 40 Margin Stock 23 Market Value 23 Maturity Date 24 Maximum Aggregate Commitment 24 MBS 24 Mortgage 24 Mortgage Assignment 24 Mortgage Loan 24 Mortgage Note 24 Mortgaged Premises 24 Multiemployer Plan 24 New Lender 56 Nonfunding Lender 29 Nonrecourse Debt 25 Nonrecourse Facility 25 Note Payment Account 25 Notices 114 Obligations 26 Officer’s Certificate 26 Operating Subsidiaries 26 Original Pledge Date 26 X&X Xxxxxxx 00 X&X Advances Collateral 9 Past Due Rate 42 Permitted Guarantees Encumbrances 27 Person 27 Plan 27 Pledged Loan 27 Pledged Loans Curtailment Report 27 Pledged Servicing 63 Pledged Servicing Portfolio 28 Pledged to the Agent 28 Previous Credit Agreement 2 Prime Loan 29 Prime Loan Collateral Value 11 Prime Rate 38 Principal Balance 29 Privacy Requirements 29 Pro Rata 29 Property 30 PUHC Act 30 Index of Defined Terms (continued) Page Purchase Commitment 30 Rate 41 Receivables Collateral 9 Receivables Collateral Value 13 Redemption Amount 30 Redemption Call 30 Regulation D 31 Regulation Q 31 Regulation U 31 Regulation X 31 Reimbursement Rights 62 Replacement Date 56 Replacement Lender 56 Repurchased Loan 31 Repurchased Loan Collateral 9 Repurchased Loan Collateral Value 12 Request for Borrowing 31 Required Lenders 32 Residential Lot Loan 32 Residential Lot Loan Collateral Value 12 Retiring Lender 56 Second Lien Loan 32 Security Instruments 32 Senior Credit Notes 32 Serviced Loans 32 Servicer 33 Servicing Agreement 33 Servicing Appraisal 33 Servicing Claim 33 Servicing Collateral 9 Servicing Collateral Value 13 Servicing Financing Sublimit 33 Servicing Receivable Advance 33 Servicing Receivable Advances Collateral, 9 Servicing Rights 33 Single-family 34 Single-family Collateral 10 Single-family Loan 34 Single-purpose Finance Subsidiary 34 Solvent 34 Stated Rate 42 Statement Date 34 Statement Date Financial Statements 77 Submission List 34 Index of Defined Terms (continued) Page Subordination Agreement 34 Subprime Loan 34 Subprime Loan Collateral Value 13 Subsidiary 34 Super Jumbo Loan 35 Supplemental Papers 35 Swing Line 35 Swing Line Borrowing Due Date 35 Swing Line Limit 35 Swing Line Note 46 T&I Advance 35 T&I Advances Collateral 9 Taxes 36 Termination Date 36 Texas Finance Code 41 Total LiabilitiesLiabilities 36 Total Pledged Servicing List 36 Total Recourse Debt 36 Xxxxxxx 00 XXX 00 XX 00 Voting Stock 36 Warehouse Transmission File 36 Wet Loan 36 Wet Warehousing 37 Wet Warehousing Sublimit 37 Whole Loans 38

Notice Pursuant to Tex. Bus. & Comm. Code §26.02. THE 4/04 A&R 8/05 CREDIT AGREEMENT DATED AS OF APRIL 21, 2004AGREEMENT, AS AMENDED BY THE 4/05 9/05 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20, 2005 AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20of the 9/05 Amendment Effective Date. HOMEBANC CORP. By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Senior Vice President HOMEBANC MORTGAGE CORPORATION By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Senior Vice President Senior Secured Credit Agreement among HomeBanc Corp., 2005HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. FIELDSTONE INVESTMENT CORPORATION JPMORGAN CHASE BANK, N.A. as the Agent and as a Lender By: /s/ Xxxxxxx X. Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxxxx Title: Senior Vice President Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. COMMERZBANK AKTIENGESELLSCHAFT NEW YORK AND GRAND CAYMAN BRANCHES as a Lender By: /s/ Xxxxxx X. Xxxxxxx Araw Name: Xxxxxx X. Araw Title: Assistant Treasurer By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: Assistant Treasurer Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. KEYBANK NATIONAL ASSOCIATION, as a Lender By: Name: Title: Senior Vice President FIELDSTONE MORTGAGE COMPANY Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Vice President Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. BNP PARIBAS, as a Lender By: /s/ Xxxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Sr. Vice President & Treasurer JPMORGAN CHASE BANK, N.A. By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President Dated By: /s/ Xxxxxxxxxx X. Xxxxx Name: Xxxxxxxxxx X. Xxxxx Title: Vice President Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. UNITED OVERSEAS BANK LIMITED NEW YORK AGENCY, as of April 20a Lender By: /s/ Xxxxx Yew Xxxx Name: Xxxxx Yew Xxxx Title: FVP and General Manager By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: VP and Deputy General Manager Senior Secured Credit Agreement among HomeBanc Corp., 2005 Amending (for the first time) the dated as of April 21HomeBanc Mortgage Corporation, 2004 by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and JPMORGAN CHASE JPMorgan Chase Bank, et al. FIRST COMMERCIAL BANK, N.A. $200,000,000 NEW YORK AGENCY, as a Lender By: /s/ Xxxxx X.X.Xx Name: Xxxxx X. X. Xx Title: VP & GM Senior Secured Revolving Credit Index of Defined Terms 4/04 A&R Credit Agreement 4/05 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers Ceiling Rate Change of Control Committed Sum Company Current among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. BANK HAPOALIM B.M., as a Lender By: Name: Title: Senior Secured Credit Agreement Custodian Custody Agreement Facility Fee FIC JPMorgan Lender LIBOR Margin Margin Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total Liabilitiesamong HomeBanc Corp., HomeBanc Mortgage Corporation,

Notice Pursuant to Tex. Bus. & Comm. Code §26.02. THE 4/04 A&R 8/05 CREDIT AGREEMENT DATED AS OF APRIL 21, 2004AGREEMENT, AS AMENDED BY THE 4/05 9/05 AMENDMENT, THE 9/06 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20, 2005 AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder EXECUTED as of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20, 2005the 9/06 Amendment Effective Date. FIELDSTONE INVESTMENT CORPORATION HOMEBANC CORP. By: /s/ Xxxxxx XXXXX X. Xxxxxxx XXXXXX Name: Xxxxx X. Xxxxxx X. Xxxxxxx Title: Senior Vice President FIELDSTONE HOMEBANC MORTGAGE COMPANY CORPORATION By: /s/ Xxxx XXXXX X. Xxxxx XXXXXX Name: Xxxx Xxxxx X. Xxxxx Xxxxxx Title: Sr. Senior Vice President & Treasurer Unnumbered counterpart signature page to 9/06 Amendment to 8/05 Amended and Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. JPMORGAN CHASE BANK, N.A. as the Agent and as a Lender By: /s/ Xxx X. Xxxxx XXXXX XXXXXXXX Name: Xxx XXXXX XXXXXXXX Title: VICE PRESIDENT Unnumbered counterpart signature page to 9/06 Amendment to 8/05 Amended and Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. COMMERZBANK AKTIENGESELLSCHAFT NEW YORK AND GRAND CAYMAN BRANCHES as a Lender By: /s/ XXXXXX X. Xxxxx ARAW Name: Xxxxxx X. Araw Title: Assistant Treasurer By: /s/ XXXXXXX X. XxXXXXXX Name: Xxxxxxx X. XxXxxxxx Title: Vice President Dated Unnumbered counterpart signature page to 9/06 Amendment to 8/05 Amended and Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. KEYBANK NATIONAL ASSOCIATION, as a Lender By: /s/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Executive Vice President Unnumbered counterpart signature page to 9/06 Amendment to 8/05 Amended and Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ XXXXXXX X. XXXXXXXX Name: XXXXXXX X. XXXXXXXX Title: Vice President Unnumbered counterpart signature page to 9/06 Amendment to 8/05 Amended and Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. BNP PARIBAS, as a Lender By: /s/ LAURENT VANDERZYPPE Name: LAURENT VANDERZYPPE Title: Managing Director By: /s/ XXXXXXXXXX X. XXXXX Name: XXXXXXXXXX X. XXXXX Title: Vice President Unnumbered counterpart signature page to 9/06 Amendment to 8/05 Amended and Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. UNITED OVERSEAS BANK LIMITED NEW YORK AGENCY, as a Lender By: /s/ XXXXXX XXX Name: Xxxxxx Xxx Title: FVP & General Manager By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: AVP Unnumbered counterpart signature page to 9/06 Amendment to 8/05 Amended and Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. FIRST COMMERCIAL BANK, NEW YORK AGENCY, as a Lender By: /s/ XXXXX X..X. XX Name: Xxxxx X. X. Xx Title: SVP & General Manager Unnumbered counterpart signature page to 9/06 Amendment to 8/05 Amended and Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. BANK HAPOALIM B.M., as a Lender By: /s/ XXXXX X. XXXXXXX Name: XXXXX X. XXXXXXX Title: VICE PRESIDENT By: /s/ XXXXXXX XxXXXXXXXX Name: XXXXXXX XxXXXXXXXX Title: Senior Vice President Exhibits Exhibit 9/06-E - Form of April 20Officer’s Certificate Unnumbered counterpart signature page to 9/06 Amendment to 8/05 Amended and Restated Senior Secured Credit Agreement among HomeBanc Corp., 2005 Amending (for the first time) the dated as HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. EXHIBIT 9/06-E TO 8/05 CREDIT AGREEMENT Form of April 21, 2004 by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and Officer’s Certificate with computations to show compliance or non-compliance with certain financial covenants OFFICER’S CERTIFICATE AGENT: JPMORGAN CHASE BANK, N.A. $200,000,000 COMPANY: HOMEBANC CORPORATION (“HC”) SUBJECT PERIOD: ended , 200 DATE: , 200 This certificate is delivered to the Agent under the 8/05 Amended and Restated Senior Secured Revolving Credit Index of Defined Terms 4/04 A&R Credit Agreement 4/05 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers Ceiling Rate Change dated as of Control Committed Sum Company August 1, 2005 (as supplemented, amended or restated from time to time, the “Current Credit Agreement”), among HC, its Subsidiary, HomeBanc Mortgage Corporation, the Agent and the financial institutions now or hereafter parties thereto (the “Lenders”). Unless they are otherwise defined in this request, terms defined in the Current Credit Agreement Custodian Custody Agreement Facility Fee FIC JPMorgan Lender LIBOR Margin Margin Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total Liabilitieshave the same meanings here as there. The undersigned officer of HC certifies to the Agent and the Lenders that on the date of this certificate that:

Notice Pursuant to Tex. BusBUS. & CommCOMM. Code §26.02CODE ss.26.02. THIS AGREEMENT, THE 4/04 A&R CREDIT AGREEMENT DATED AS OF APRIL 21, 2004, AS AMENDED BY THE 4/05 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20, 2005 NOTE AND THE OTHER CREDIT PAPERS TOGETHER AND ALL OTHER LOAN DOCUMENTS EXECUTED BY ANY OF THE PARTIES SUBSTANTIALLY CONCURRENTLY HEREWITH CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. ([The remainder rest of this page is intentionally blank; unnumbered counterpart signature pages followpage follows.) ] EXECUTED effective as April 20of the date first above written. CHASE BANK OF TEXAS, 2005NATIONAL ASSOCIATION By:______________________________ Name:____________________________ Title:___________________________ AMERICAN BUSINESS CREDIT, INC. FIELDSTONE INVESTMENT CORPORATION By: /s/ :______________________________ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Senior Xxxxxx, Executive Vice President FIELDSTONE and Chief Financial Officer HOMEAMERICAN CREDIT, INC. d/b/a UPLAND MORTGAGE COMPANY By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Sr. :______________________________ Xxxxxx Xxxxxx, Executive Vice President and Chief Financial Officer NEW JERSEY MORTGAGE & Treasurer JPMORGAN CHASE BANKINVESTMENT CORP. By:______________________________ Xxxxxx Xxxxxx, N.A. By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Executive Vice President Dated and Chief Financial Officer Unnumbered counterpart signature page for Loan Agreement between American Business Credit, Inc., et al, and Chase Bank of Texas, National Association, $5 million revolving line of credit EXHIBITS: SCHEDULES S - List of the Borrowers' Subsidiaries EXHIBIT A TO LOAN AGREEMENT (A copy of the Class R Certificate follows this page.) EXHIBIT B TO LOAN AGREEMENT REQUEST FOR CREDIT Chase Bank of Texas, National Association 000 Xxxx Xxxxxx, 0xx Xxxxx Xxxxxxx, Xxxxx 00000 Attention: Xx. Xxxxxxx X. Nicholson Ladies and Gentlemen: The undersigned hereby certifies that he is the Executive Vice President and Chief Financial Officer of American Business Credit, Inc., HomeAmerican Credit, Inc. and New Jersey Mortgage & Investment Corp. ("Borrower"), and that as such is authorized to execute this Request for Credit (the "Request") on behalf of April 20such Borrower pursuant to the Loan Agreement (as it may have been or may be supplemented, 2005 Amending (for amended or restated from time to time, the first time"Loan Agreement") the dated as of April 21December 30, 2004 1998, by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY American Business Credit, Inc, HomeAmerican Credit, Inc. d/b/a Upland Mortgage, and JPMORGAN CHASE BANKNew Jersey Mortgage & Investment Corp., N.A. $200,000,000 Senior Secured Revolving Credit Index as borrowers, and Chase Bank of Defined Terms 4/04 A&R Credit Texas, National Association ("Lender"). The Loan requested hereby is to be in the amount set forth in (b) below and is requested to be made on December 31, 1998, which is a Business Day. On behalf of such Borrower, the undersigned further certifies, represents and warrants as follows (each capitalized term used herein having the same meaning given to it in the Loan Agreement 4/05 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers Ceiling Rate Change of Control Committed Sum Company Current Credit Agreement Custodian Custody Agreement Facility Fee FIC JPMorgan Lender LIBOR Margin Margin Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total Liabilitiesunless otherwise specified herein):

Notice Pursuant to Tex. Bus. & Comm. Code §26.02. THE 4/04 A&R 6/04 CREDIT AGREEMENT DATED AS OF APRIL 21, 2004AGREEMENT, AS AMENDED BY THE 6/23/04 AMENDMENT, THE 4/05 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20AND THE 6/05 AMENDMENT, 2005 AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20of the 6/05 Amendment Effective Date. HOMEBANC CORP. By: Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Senior Vice President HOMEBANC MORTGAGE CORPORATION By: Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Senior Vice President Senior Secured Credit Agreement among HomeBanc Corp., 2005HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. FIELDSTONE INVESTMENT CORPORATION JPMORGAN CHASE BANK, N.A. as the Agent and as a Lender By: /s/ R. Xxxxx Xxxxxxxx Name: R. Xxxxx Xxxxxxxx Title: Senior Vice President Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. COMMERZBANK AKTIENGESELLSCHAFT NEW YORK AND GRAND CAYMAN BRANCHES as a Lender By: /s/ Xxxxxx X. Xxxxxxx Araw Name: Xxxxxx X. Xxxxxxx Araw Title: Senior Assistant Treasurer By: /s/ Xxxxxxx X. XxXxxxxx Name: Xxxxxxx X. XxXxxxxx Title: Vice President FIELDSTONE MORTGAGE COMPANY Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. KEYBANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx X. Xxxxx Xxxxxx Name: Xxxx X. Xxxxx Xxxxxx Title: Sr. Executive Vice President & Treasurer JPMORGAN CHASE BANKSenior Secured Credit Agreement among HomeBanc Corp., N.A. HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxx Xxxxx X. Xxxxx Name: Xxx Xxxxx X. Xxxxx Title: Vice President Dated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. CALYON NEW YORK BRANCH as of April 20a Lender By: /s/ Xxxxxxxxx Xxxxx Name: Xxxxxxxxx Xxxxx Title: Managing Director By: /s/ W. Xxx Xxxxxxx Name: W. Xxx Xxxxxxx Title: Managing Director Senior Secured Credit Agreement among HomeBanc Corp., 2005 Amending (for the first time) the HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. BNP PARIBAS, as a Lender By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Vice President By: /s/ Xxxxxxxxxx X. Xxxxx Name: Xxxxxxxxxx X. Xxxxx Title: Vice President Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. UNITED OVERSEAS BANK LIMITED NEW YORK AGENCY, as a Lender By: /s/ Xxxxx Yew Xxxx Name: Xxxxx Yew Xxxx Title: FVP & General Manager By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: VP & Deputy General Manager Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. SOVEREIGN BANK, as a Lender By: /s/ Xxxxxxx X. Xxxxx Name: Xxxxxxx X. Xxxxx Title: Vice President Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. COLONIAL BANK, N.A., as a Lender By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Vice President Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. FIRST COMMERCIAL BANK, NEW YORK AGENCY, as a Lender By: Name: Title: Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. BANK HAPOALIM B.M., as a Lender By: Name: Title: Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. dated as of April 21June 24, 2005 amending the 6/04 AMENDED AND RESTATED SENIOR SECURED CREDIT AGREEMENT dated as of June 7, 2004 by and among FIELDSTONE INVESTMENT HOMEBANC CORP. and HOMEBANC MORTGAGE CORPORATION FIELDSTONE MORTGAGE COMPANY and JPMORGAN CHASE BANK, N.A. as Administrative Agent, Collateral Agent and a Lender, and the other Lender(s) parties hereto KEYBANK NATIONAL ASSOCIATION as Syndication Agent U.S. BANK NATIONAL ASSOCIATION and COMMERZBANK, A.G., NEW YORK BRANCH as Documentation Agents X.X. XXXXXX SECURITIES INC. Sole Bookrunner and Lead Arranger $200,000,000 525,000,000 Senior Secured Revolving Credit Index of Defined Terms 4/04 A&R Page 6/04 Credit Agreement 4/05 1 6/05 Amendment 4/05 2 6/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin 2 Adjusted Tangible Net Worth 2 Agent 1 Agreement 1 Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers Ceiling Rate Change of Control Committed Sum 1 Companies 1 Company 1 Current Credit Agreement Custodian Custody 1 HC 1 HMC 1 JPMorgan 1 Lenders 1 Prepayment Event 2 Qualified Subordinated Debt 2 Subordination Agreement Facility Fee FIC JPMorgan Lender LIBOR Margin Margin Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total Liabilities4 Table of Contents Page 1 DEFINITIONS 2 1.1. Defined Terms 2 7 COLLATERAL 4 8 CONDITIONS PRECEDENT 4 9 REPRESENTATIONS 5 11 NEGATIVE COVENANTS 5 12 DEFAULTS AND REMEDIES 5 16 MISCELLANEOUS 6

Notice Pursuant to Tex. Bus. & Comm. Code §26.02. THE 4/04 A&R CREDIT THIS AGREEMENT DATED AS OF APRIL 21, 2004, AS AMENDED BY THE 4/05 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20, 2005 AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder of this page is intentionally blank; unnumbered counterpart signature pages follow.) 124 EXECUTED effective as April 20of the Effective Date. HOMEBANC CORP. By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Senior Vice President and Chief Investment Officer HOMEBANC MORTGAGE CORPORATION By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Senior Vice President Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., 2005HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. FIELDSTONE INVESTMENT CORPORATION JPMORGAN CHASE BANK, N.A., as the Agent and as a Lender By: /s/ Xxxxxxx X. Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxxxx Title: Senior Vice President Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. COMMERZBANK AKTIENGESELLSCHAFT NEW YORK AND GRAND CAYMAN BRANCHES as a Lender By: /s/ Xxxxxx X. Araw Name: Xxxxxx X. Araw Title: Assistant Treasurer By: /s/ Xxxxxxx X. XxXxxxxx Name: Xxxxxxx X. XxXxxxxx Title: Vice President Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. KEYBANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: Executive Vice President Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Vice President Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. BNP PARIBAS, as a Lender By: /s/ Laurent Vanderzyppe Name: Laurent Vanderzyppe Title: Director By: /s/ Xxxxxxxxxx X. XxXxx Name: Xxxxxxxxxx X. Xxxx Title: Vice President Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. UNITED OVERSEAS BANK LIMITED NEW YORK AGENCY, as a Lender By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Vice President and Deputy General Manager By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: First Vice President and General Manager Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. FIRST COMMERCIAL BANK, NEW YORK AGENCY, as a Lender By: /s/ Xxxxx X. X. Xx Name: Xxxxx X. X. Xx Title: Vice President and General Manager Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. BANK HAPOALIM B.M., as a Lender By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Vice President By: /s/ Xxxxxx Xxxxxxx Name: Xxxxxx Xxxxxxx Title: First Vice President Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. SCHEDULE MAC TO 8/05 CREDIT AGREEMENT (Updates of this Schedule are effective only if signed by a Vice President or more senior officer of JPMorgan Chase Bank, N.A., Agent; no signature is required unless this is an update Schedule) The Maximum Aggregate Commitment from and after the following dates is as follows: Maximum Aggregate Commitment From and after Update certified effective by the undersigned officer of JPMorgan Chase Bank, N.A., Agent $500,000,000 August 1, 2005 through the Maturity Date By: /s/ Xxxxxxx X. Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxxxx Title: Senior Vice President FIELDSTONE MORTGAGE COMPANY ByExhibits: /s/ Xxxx X. Xxxxx NameExhibit A-1 - Senior Credit Notes form Exhibit A-2 - Swing Line Note form Exhibit B - Requests for Borrowing forms with Submission List forms Exhibit C - Form of Total Pledged Servicing List Exhibit D - List of the Companies’ Subsidiaries Exhibit E - Form of Officer’s Certificate as to compliance or noncompliance with certain financial covenants Exhibit F - Form of Assignment and Assumption Agreement Exhibit G - Opinion provisions Exhibit H - Form of Interest Option Selection Confirmation Schedules: Xxxx X. Xxxxx Title: Sr. Vice President & Treasurer JPMORGAN CHASE BANK, N.A. By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President Dated Schedule AI - List of Approved Investors Schedule AR - List of Authorized Company Representatives Schedule LC - The Lenders’ Committed Sums Schedule DQ - Disqualifiers Schedule EC - Eligible Collateral Schedule UG-SSF - Companies’ Underwriting Guidelines for Single-family Mortgage Loans Schedule MAC - Current Maximum Aggregate Commitment Schedule SA - Schedule of Servicing Agreements the Companies’ Receivables Under Which are Pledged Schedule 2.3 - Terms of each Company’s Obligations to Pay Borrowings by the Other Company Schedule 7.1(h) - List of Pledged Servicing as of April 20the Effective Date Schedule 9.4 - Summary of contingent liabilities and material adverse changes and material unrealized losses since the Statement Date Schedule 9.16 - The Companies’ Plans Schedule 15 - List of Lenders and Addresses for Notices EXHIBIT A-1 TO 8/05 CREDIT AGREEMENT (The “8/05 [Lender name] Senior Credit Note”) $ Houston, Texas August 1, 2005 Amending FOR VALUE RECEIVED, HOMEBANC CORP., a Georgia corporation, and its wholly-owned subsidiary, HOMEBANC MORTGAGE CORPORATION, a Delaware corporation (“Makers” or the “Companies”) jointly and severally to pay to the order of [Lender Name] (“Payee”), a [Lender entity form], at the main Houston branch of JPMorgan Chase Bank, N.A., 000 Xxxx Xxxxxx, Xxxxxxx, Xxxxxx Xxxxxx, Texas 77002, or at such other place as the Agent may hereafter designate in writing, in immediately available funds and in lawful money of the United States of America, the principal sum of [Lender’s Committed Sum] (or the unpaid balance of all principal advanced against this note, if that amount is less), together with interest on the unpaid principal balance of this note from time to time outstanding until maturity at the applicable rate(s) provided for in the Credit Agreement (or at such lesser rate, if any, as the holder of this note — the “Holder”, whether or not Payee is such holder — may in its sole discretion from time to time elect to be applicable for any day or days), and interest on all past due amounts, both principal and accrued interest, at the Past Due Rate; provided that for the first time) full term of this note the dated as interest rate produced by the aggregate of April 21all sums paid or agreed to be paid to Holder for the use, 2004 by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and JPMORGAN CHASE BANK, N.A. $200,000,000 Senior Secured Revolving Credit Index forbearance or detention of Defined Terms 4/04 A&R Credit Agreement 4/05 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers the debt evidenced hereby shall not exceed the Ceiling Rate Change of Control Committed Sum Company Current Credit Agreement Custodian Custody Agreement Facility Fee FIC JPMorgan Lender LIBOR Margin Margin Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total LiabilitiesRate.

Notice Pursuant to Tex. Bus. & Comm. Code §26.02. THE 4/04 A&R 8/05 CREDIT AGREEMENT DATED AS OF APRIL 21, 2004AGREEMENT, AS AMENDED BY THE 4/05 9/05 AMENDMENT, THE 12/05 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20, 2005 AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20of the 12/05 Amendment Effective Date. HOMEBANC CORP. By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Senior Vice President HOMEBANC MORTGAGE CORPORATION By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Senior Vice President Senior Secured Credit Agreement among HomeBanc Corp., 2005HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. FIELDSTONE INVESTMENT CORPORATION JPMORGAN CHASE BANK, N.A. as the Agent and as a Lender By: /s/ Xxxxxxx X. Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxxxx Title: Senior Vice President Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. COMMERZBANK AKTIENGESELLSCHAFT NEW YORK AND GRAND CAYMAN BRANCHES as a Lender By: /s/ Xxxxxx X. Xxxxxxx Araw Name: Xxxxxx X. Xxxxxxx Araw Title: Senior Assistant Treasurer By: /s/ Xxxxxxx X. XxXxxxxx Name: Xxxxxxx X. XxXxxxxx Title: Vice President FIELDSTONE MORTGAGE COMPANY Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. KEYBANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx X. Xxxxx Xxxxxx Name: Xxxx X. Xxxxx Xxxxxx Title: Sr. Executive Vice President & Treasurer JPMORGAN CHASE BANKSenior Secured Credit Agreement among HomeBanc Corp., N.A. HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxx Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Vice President Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. BNP PARIBAS, as a Lender By: /s/ Xxxxx X. Xxxxx Name: Xxx Xxxxx X. Xxxxx Title: Vice President Dated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. UNITED OVERSEAS BANK LIMITED NEW YORK AGENCY, as a Lender By: /s/ Xxxx, Xxxxx Yew Name: Xxxx, Xxxxx Yew Title: FVP & General Manager By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: VP & Deputy General Manager Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. FIRST COMMERCIAL BANK, NEW YORK AGENCY, as a Lender By: /s/ Xxxxx X.X.Xx Name: Xxxxx X.X.Xx Title: VP & GM Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. BANK HAPOALIM B.M., as a Lender By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Vice President By: /s/ Xxxxxxx XxXxxxxxxx Name: Xxxxxxx XxXxxxxxxx Title: Senior Vice President Exhibits Exhibit 12/05-E - Form of April 20Officer’s Certificate Senior Secured Credit Agreement among HomeBanc Corp., 2005 Amending (for the first time) the dated as HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. EXHIBIT 12/05-E TO 8/05 CREDIT AGREEMENT Form of April 21, 2004 by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and Officer’s Certificate with computations to show compliance or non-compliance with certain financial covenants OFFICER’S CERTIFICATE AGENT: JPMORGAN CHASE BANK, N.A. $200,000,000 COMPANY: HOMEBANC CORPORATION (“HC”) SUBJECT PERIOD: ended , 200 DATE: , 200 This certificate is delivered to the Agent under the 8/05 Amended and Restated Senior Secured Revolving Credit Index of Defined Terms 4/04 A&R Credit Agreement 4/05 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers Ceiling Rate Change dated as of Control Committed Sum Company August 1, 2005 (as supplemented, amended or restated from time to time, the “Current Credit Agreement”), among HC, its Subsidiary, HomeBanc Mortgage Corporation, the Agent and the financial institutions now or hereafter parties thereto (the “Lenders”). Unless they are otherwise defined in this request, terms defined in the Current Credit Agreement Custodian Custody Agreement Facility Fee FIC JPMorgan Lender LIBOR Margin Margin Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total Liabilitieshave the same meanings here as there. The undersigned officer of HC certifies to the Agent and the Lenders that on the date of this certificate that:

Notice Pursuant to Tex. Bus. & Comm. Code §26.02. THE 4/04 A&R 8/05 CREDIT AGREEMENT DATED AS OF APRIL 21, 2004AGREEMENT, AS AMENDED BY THE 4/05 9/05 AMENDMENT, THE 12/05 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20AND THE 5/06 AMENDMENT, 2005 AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20, 2005of the 5/06 Amendment Effective Date. FIELDSTONE INVESTMENT CORPORATION HOMEBANC CORP. By: /s/ Xxxxxx XXXXX X. Xxxxxxx XXXXXX Name: Xxxxx X. Xxxxxx X. Xxxxxxx Title: Senior Vice President FIELDSTONE HOMEBANC MORTGAGE COMPANY CORPORATION By: /s/ Xxxx XXXXX X. Xxxxx XXXXXX Name: Xxxx Xxxxx X. Xxxxx Xxxxxx Title: Sr. Senior Vice President & Treasurer Unnumbered counterpart signature page to 5/06 Amendment to Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. JPMORGAN CHASE BANK, N.A. as the Agent and as a Lender By: /s/ Xxx XXXXXXX X. Xxxxx XXXXXXXXX Name: Xxx Xxxxxxx X. Xxxxx Xxxxxxxxx Title: Senior Vice President Unnumbered counterpart signature page to 5/06 Amendment to Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. COMMERZBANK AKTIENGESELLSCHAFT NEW YORK AND GRAND CAYMAN BRANCHES as a Lender By: /s/ XXXXXXX X. XXXXXX Name: Xxxxxxx X. Xxxxxx Title: Senior Vice President By: /s/ XXXXXXX X. XXXXXXXX Name: Xxxxxxx X. XxXxxxxx Title: Vice President Dated Unnumbered counterpart signature page to 5/06 Amendment to Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. KEYBANK NATIONAL ASSOCIATION, as a Lender By: /s/ XXXX XXXXXX Name: Xxxx Xxxxxx Title: Executive Vice President Unnumbered counterpart signature page to 5/06 Amendment to Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ XXXXXXX X. XXXXXXXX Name: XXXXXXX X. XXXXXXXX Title: Vice President Unnumbered counterpart signature page to 5/06 Amendment to Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. BNP PARIBAS, as a Lender By: Name: Title: Unnumbered counterpart signature page to 5/06 Amendment to Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. UNITED OVERSEAS BANK LIMITED NEW YORK AGENCY, as a Lender By: /s/ XXXX, XXXXX YEW Name: Xxxx, Xxxxx Yew Title: FVP & General Manager By: /s/ XXXXX XXXXX Name: Xxxxx Xxxxx Title: AVP Unnumbered counterpart signature page to 5/06 Amendment to Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. FIRST COMMERCIAL BANK, NEW YORK AGENCY, as a Lender By: /s/ XXXXX XX Name: Xxxxx Xx Title: VP & General Manager Unnumbered counterpart signature page to 5/06 Amendment to Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. BANK HAPOALIM B.M., as a Lender By: /s/ XXXXX X. XXXXXXX Name: XXXXX X. XXXXXXX Title: VICE PRESIDENT By: /s/ XXXXXX XXXXXXX Name: XXXXXX XXXXXXX Title: FIRST VICE PRESIDENT Exhibits Exhibit 5/06-E - Form of April 20Officer’s Certificate Unnumbered counterpart signature page to 5/06 Amendment to Credit Agreement among HomeBanc Corp., 2005 Amending HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. EXHIBIT 5/06-E TO 8/05 CREDIT AGREEMENT Form of Officer’s Certificate with computations to show compliance or non-compliance with certain financial covenants (for the first timeform revised by 5/06 Amendment) the dated as of April 21, 2004 by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and OFFICER’S CERTIFICATE AGENT: JPMORGAN CHASE BANK, N.A. $200,000,000 COMPANY: HOMEBANC CORPORATION (“HC”) SUBJECT PERIOD: ended , 200 DATE: , 200 This certificate is delivered to the Agent under the 8/05 Amended and Restated Senior Secured Revolving Credit Index of Defined Terms 4/04 A&R Credit Agreement 4/05 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers Ceiling Rate Change dated as of Control Committed Sum Company August 1, 2005 (as supplemented, amended or restated from time to time, the “Current Credit Agreement”), among HC, its Subsidiary, HomeBanc Mortgage Corporation, the Agent and the financial institutions now or hereafter parties thereto (the “Lenders”). Unless they are otherwise defined in this request, terms defined in the Current Credit Agreement Custodian Custody Agreement Facility Fee FIC JPMorgan Lender LIBOR Margin Margin Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total Liabilitieshave the same meanings here as there. The undersigned officer of HC certifies to the Agent and the Lenders that on the date of this certificate that:

Notice Pursuant to Tex. Bus. & Comm. Code §26.02. THE 4/04 A&R 6/04 CREDIT AGREEMENT DATED AS OF APRIL 21, 2004AGREEMENT, AS AMENDED BY THE 4/05 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 206/23/04 AMENDMENT, 2005 AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20, 2005of the 6/23/04 Amendment Effective Date. FIELDSTONE INVESTMENT HOMEBANC CORP. By: /s/ Name: Title: HOMEBANC MORTGAGE CORPORATION By: /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Unnumbered counterpart signature page to 6/23/04 Amended & Restated Senior Vice President FIELDSTONE MORTGAGE COMPANY By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: SrSecured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. Vice President & Treasurer JPMORGAN CHASE BANK, N.A. as the Agent and as a Lender By: /s/ Xxx X. Xxxxx /S/ Name: Xxx X. Xxxxx Title: Vice President Dated as of April 20, 2005 Amending (for the first time) the dated as of April 21, 2004 by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and JPMORGAN CHASE BANK, N.A. $200,000,000 Unnumbered counterpart signature page to 6/23/04 Amended & Restated Senior Secured Revolving Credit Index of Defined Terms 4/04 A&R Credit Agreement 4/05 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers Ceiling Rate Change of Control Committed Sum Company Current among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. COMMERZBANK AKTIENGESELLSCHAFT NEW YORK AND GRAND CAYMAN BRANCHES as a Lender By: /S/ Name: Title: By: /S/ Name: Title: Unnumbered counterpart signature page to 6/23/04 Amended & Restated Senior Secured Credit Agreement Custodian Custody among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. KEYBANK NATIONAL ASSOCIATION, as a Lender By: /S/ Name: Title: Unnumbered counterpart signature page to 6/23/04 Amended & Restated Senior Secured Credit Agreement Facility Fee FIC among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. U.S. BANK NATIONAL ASSOCIATION, as a Lender LIBOR Margin Margin Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total LiabilitiesBy: /S/ Name: Title:

Notice Pursuant to Tex. Bus. & Comm. Code §26.02. THE 4/04 A&R 3/04 CREDIT AGREEMENT DATED AS OF APRIL 21, 2004AGREEMENT, AS AMENDED BY THE 4/05 6/04 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20AND THIS AMENDMENT, 2005 AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20of the Effective Date. SUNSET FINANCIAL RESOURCES, 2005INC. FIELDSTONE INVESTMENT CORPORATION By: /s/ Xxxxxx X. Xxxxxxx Xxxxxxx Name: Xxxxxx X. Xxxxxxx Xxxxxxx Title: Senior Vice President FIELDSTONE MORTGAGE COMPANY By: /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Sr. Vice President & Treasurer Chief Financial Officer Counterpart signature page for 3/05 Amendment to Credit Agreement among Sunset Financial Resources, Inc., JPMorgan Chase Bank, N.A. as a lender and as agent and representative of the other lenders party thereto from time to time, and such other lenders JPMORGAN CHASE BANK, N.A. as the Agent and as a Lender By: /s/ Xxx X. Xxxxx Xxxxxxxx Name: Xxx X. Xxxxx Xxxxxxxx Title: Vice President Dated Exhibits: Exhibit 3/05-B - Requests for Borrowing forms with Submission List and Total Pledged MBS List forms Schedules: Schedule 3/05-EC - Eligible Collateral Schedule 3/05-10.6(h) - Permitted Debt as of April 20Xxxxx 0, 2005 Amending 0000 Xxxxxxxxxxx signature page for 3/05 Amendment to Credit Agreement among Sunset Financial Resources, Inc., JPMorgan Chase Bank, N.A. as a lender and as agent and representative of the other lenders party thereto from time to time, and such other lenders EXHIBIT 3/05-B TO CREDIT AGREEMENT Request for Borrowing [Letterhead of the Company] [date] JPMorgan Chase Bank, N.A. 0000 Xxxxxx, 12th Floor Houston, Texas 77002 Attention: Xxxxx Xxxx Ladies and Gentlemen: SUNSET FINANCIAL RESOURCES, INC. (for the first time“Company”) the dated as of April 21, 2004 by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and JPMORGAN CHASE BANK, N.A. $200,000,000 as a lender and as agent (the “Agent”) for the other lender(s) who are parties to it as lenders, and such other lenders (all such lenders, including JPMorgan Chase Bank, N.A. being herein called the “Lenders”) together executed a 3/04 Senior Secured Revolving Credit Index of Defined Terms 4/04 A&R Credit Agreement 4/05 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers Ceiling Rate Change of Control Committed Sum Company dated March 22, 2004 (which, as it may have been or may hereafter be supplemented, amended or restated from time to time, is called the “Current Credit Agreement”). Any term defined in the Current Credit Agreement and used in this Request for Borrowing shall have the meaning given to it in the Current Credit Agreement. The Company currently qualifies under the Current Credit Agreement for, and hereby requests, an Advance or Advances as set forth below to be made on , 20 (or, if the Agent is closed that day, on the next day when it is not). Single-family Warehousing Advance(s): Wet Advance: $ Dry Advance: $ Total Single-family Warehousing Advance: $ Commercial Warehousing Advance(s) $ MBS Financing Advance(s) $ Total Borrowing $ After giving effect as required by the Credit Agreement to the requested Advance, the Borrowing Base will equal or exceed the outstanding principal balance of the Loan and such balance will not exceed the Aggregate Committed Sum. (Check the block for each of the following paragraphs that is applicable.) ¨ This Request for Borrowing includes a request for a Single-family Warehousing Advance. If the Current Credit Agreement requires new Collateral to support the requested Advance, (i) the Company has attached and submits herewith the relevant Submission List(s) and (ii) the Basic Papers for all items of Collateral described or referred to therein have been submitted — or are being submitted concurrently herewith — to the Custodian. ¨ This Request for Borrowing includes a request for a Wet Warehousing Advance (to finance Wet Single-family Loans.) If the Current Credit Agreement requires new Collateral to support the requested Advance, the Company has attached and submits herewith the relevant Submission List(s) (the Basic Papers for all such Wet Loans will be delivered to the Custodian Custody on or before seven (7) Business Days after funding of the requested Advance). ¨ This Request for Borrowing includes a request for a Commercial Warehousing Advance. If the Current Credit Agreement Facility Fee FIC requires new Collateral to support the requested Advance, (i) the Company has attached and submits herewith the relevant Submission List(s) and (ii) the Basic Papers for all items of Collateral described or referred to therein have been submitted — or are being submitted concurrently herewith — to the Custodian. ¨ This Request for Borrowing includes a request for an MBS Financing Advance. Attached is a Total Pledged MBS List listing all MBS currently Pledged to the Agent, including any being pledged concurrently with this Request for Borrowing. All such MBS listed have been delivered to JPMorgan, as securities intermediary, to be held in securities account no. , for which the Company has executed a pledged securities account agreement in JPMorgan’s customary form. The Company hereby grants to the Agent a security interest in all such new Collateral and (as to Collateral) all related Loan Papers, and they are hereby made subject to the security interest to the Agent created by the Current Credit Agreement, for the Pro Rata benefit of the Lenders, effective immediately. The proceeds of the Advance should be deposited in the Company’s Note Payment Account number 00113329123 with JPMorgan Chase Bank, N.A. The Company acknowledges that the Agent and the Lenders will rely on the truth of each statement in this request and its attachments in funding the requested Advance. No Default has occurred under the Facilities Papers that has not been cured by the Company or declared in writing by the Agent to have been waived, and no Event of Default has occurred under the Facilities Papers that the Agent has not declared in writing to have been cured or waived. There has been no material adverse change in any of the Central Elements in respect of the Company or any of its Subsidiaries since the date of the Company’s most recent annual audited Financial Statements that have been delivered to the Agent. All items that the Company is required to furnish to the Agent, its designated custodian or the Lenders for this requested Advance and otherwise have been delivered, or will be delivered before this requested Advance is funded, in all respects as required by the Current Credit Agreement and the other Facilities Papers. All Collateral papers described or referred to in the Submission List(s) (if any) submitted to the Agent with this Request for Borrowing conform in all respects with all applicable requirements of the Current Credit Agreement and the other Facilities Papers. There has been no change in the information furnished to the Agent or any Lender LIBOR Margin Margin Maturity to enable it to verify the identity of the Company as required by Section 326 of the USA Patriot Act except as follows: (none) The Company hereby warrants and represents to the Agent and the Lenders that none of the Collateral (including, but not limited to, Collateral described or referred to in this request) is pledged to any Person other than the Agent or supports any borrowing or repurchase agreement funding other than Borrowings under the Current Credit Agreement. The undersigned officer hereby certifies that all of the Company’s representations and warranties (a) in the Current Credit Agreement and all of the other Facilities Papers (except only to the extent that (i) such a representation or warranty speaks to a specific date or (ii) the facts on which a representation or warranty is based have been changed by transactions or conditions contemplated or expressly permitted by the Facilities Papers), (b) in this Request for Borrowing, are true and correct on the date of this Request for Borrowing and (c) that the Company qualifies for funding of the requested Advance. SUNSET FINANCIAL RESOURCES, INC. By: Name Title: Attached (check if applicable): ¨ Submission List for Eligible Single-family Collateral (Dry Loans and/or Wet Loans) ¨ Submission List for Eligible Commercial Collateral (Dry Loans only) ¨ Total Pledged MBS List SUBMISSION LIST FOR SINGLE FAMILY COLLATERAL Date: TO: JPMorgan Chase Bank, N.A. 0000 Xxxxxx, 00xx Xxxxx Xxxxxxx, Xxxxx 00000 Attention: Xx. Xxxxx Xxxx, Mortgage Banking Warehouse Services Phone: (000) 000-0000 Fax: (000) 000-0000 email: xxxxx.xxxx@xxxxxxxxxxxxx.xxx FROM: Sunset Financial Resources, Inc. 00000 Xxxxxxxxx Xxxxxxx X, Xxxxx 000 Xxxxxxxxxxxx, Xxxxxxx 00000 Attention: Phone: Fax: email: Sunset Financial Resources, Inc. submits the following list of Single-family Loans in support of the Request for Borrowing dated to which this Submission List is attached and hereby pledges them to the Agent (for itself and as agent for the other Lenders): BRANCH NUMBER LOAN NUMBER BORROWER OR CUSTOMER NAME NOTE DATE NOTE LOAN AMOUNT LOAN TYPE SUBMISSION LIST FOR COMMERCIAL COLLATERAL Date: TO: JPMorgan Chase Bank, N.A. 0000 Xxxxxx, 12th Floor Houston, Texas 77002 Attention: Xx. Xxxxx Xxxx, Mortgage Banking Warehouse Services Phone: (000) 000-0000 Fax: (000) 000-0000 email: xxxxx.xxxx@xxxxxxxxxxxxx.xxx FROM: Sunset Financial Resources, Inc. 00000 Xxxxxxxxx Xxxxxxx X, Xxxxx 000 Xxxxxxxxxxxx, Xxxxxxx 00000 Attention: Phone: Fax: email: Sunset Financial Resources, Inc. submits the following list of Commercial Mortgage Loans in support of the Request for Borrowing dated to which this Submission List is attached and hereby pledges them to the Agent (for itself and as agent for the other Lenders): BRANCH NUMBER LOAN NUMBER BORROWER OR CUSTOMER NAME NOTE DATE NOTE LOAN AMOUNT LOAN TYPE TOTAL PLEDGED MBS LIST Date: TO: JPMorgan Chase Bank, N.A. 0000 Xxxxxx, 12th Floor Houston, Texas 77002 Attention: Xx. Xxxxx Xxxx, Mortgage Banking Warehouse Services Phone: (000) 000-0000 Fax: (000) 000-0000 email: xxxxx.xxxx@xxxxxxxxxxxxx.xxx FROM: Sunset Financial Resources, Inc. 00000 Xxxxxxxxx Xxxxxxx X, Xxxxx 000 Xxxxxxxxxxxx, Xxxxxxx 00000 Attention: Phone: Fax: email: Sunset Financial Resources, Inc. (i) submits the following list of all MBS currently Pledged to the Agent in support of the Request for Borrowing dated to which this list is attached, (ii) certifies that all of such MBS have been delivered to JPMorgan, as securities intermediary, to be held in securities account no. , and that they are all Eligible MBS Collateral and (iii) hereby pledges them to the Agent (for itself and as agent for the other Lenders): Date Past Due Rate Permitted Guarantees Rate Stated Rate Total Liabilitiesof MBS Issuer Series Coupon Amount CUSIP SCHEDULE 3/05-EC ELIGIBLE COLLATERAL The two categories of Eligible Collateral are defined and described as follows:

Notice Pursuant to Tex. Bus. & Comm. Code §26.02. THE 4/04 A&R 6/04 CREDIT AGREEMENT DATED AS OF APRIL 21, 2004AGREEMENT, AS AMENDED BY THE 6/23/04 AMENDMENT AND THE 4/05 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20AMENDMENT, 2005 AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20of the 4/05 Amendment Effective Date. HOMEBANC CORP. By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Senior Vice President HOMEBANC MORTGAGE CORPORATION By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Senior Vice President Senior Secured Credit Agreement among HomeBanc Corp., 2005HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. FIELDSTONE INVESTMENT CORPORATION JPMORGAN CHASE BANK, as the Agent and as a Lender By: /s/ Xxxxxxx X. Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxxxx Title: Senior Vice President Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. COMMERZBANK AKTIENGESELLSCHAFT NEW YORK AND GRAND CAYMAN BRANCHES as a Lender By: /s/ Xxxxxx X. Xxxxxxx Araw Name: Xxxxxx X. Xxxxxxx Araw Title: Senior Assistant Treasurer By: /s/ Xxxxxxx X. XxXxxxxx Name: Xxxxxxx X. XxXxxxxx Title: Vice President FIELDSTONE MORTGAGE COMPANY Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. KEYBANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Executive Vice President Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Vice President Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. CALYON NEW YORK BRANCH as a Lender By: /s/ Xxxxxxxxx Xxxxx Name: Xxxxxxxxx Xxxxx Title: Managing Director Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. BNP PARIBAS, as a Lender By: /s/ Xxxxxxxxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Sr. Vice President & Treasurer JPMORGAN CHASE BANK, N.A. By: /s/ Xxx X. Xxxxx Name: Xxx Xxxxxxxxxx X. Xxxxx Title: Vice President Dated By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Title: Vice President Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. UNITED OVERSEAS BANK LIMITED NEW YORK AGENCY, as of April 20a Lender By: /s/ Xxxxx Yew Xxxx Name: Xxxxx Yew Xxxx Title: FVP & General Manager By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: VP & Deputy General Manager Senior Secured Credit Agreement among HomeBanc Corp., 2005 Amending (for the first time) the dated as of April 21HomeBanc Mortgage Corporation, 2004 by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and JPMORGAN CHASE JPMorgan Chase Bank, et al. SOVEREIGN BANK, N.A. $200,000,000 as a Lender By: /s/ Xxxxxxx X. Xxxxx Name: Xxxxxxx X. Xxxxx Title: Vice President Senior Secured Revolving Credit Index of Defined Terms 4/04 A&R Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. COLONIAL BANK, N.A., as a Lender By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Vice President Unnumbered counterpart signature page to 4/05 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers Ceiling Rate Change of Control Committed Sum Company Current to 6/04 Amended and Restated Senior Secured Credit Agreement Custodian Custody among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. FIRST COMMERCIAL BANK, NEW YORK AGENCY, as a Lender By: /s/ Xxxxx N. J. Ju Name: Xxxxx N. J. Ju Title: VP & GM Senior Secured Credit Agreement Facility Fee FIC among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. BANK HAPOALIM B.M., as a Lender LIBOR Margin Margin Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total LiabilitiesBy: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Vice President By: /s/ Xxxxxx Xxxxxxx Name: Xxxxxx Xxxxxxx Title: First Vice President Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, et al. Table of Contents (continued)

Notice Pursuant to Tex. Bus. & Comm. Code §26.02. THE 4/04 A&R CREDIT THIS AGREEMENT DATED AS OF APRIL 21, 2004, AS AMENDED BY THE 4/05 AMENDMENT TO CREDIT AGREEMENT DATED AS OF APRIL 20, 2005 AND THE OTHER CREDIT FACILITIES PAPERS TOGETHER CONSTITUTE A WRITTEN LOAN AGREEMENT WHICH REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. (The remainder of this page is intentionally blank; unnumbered counterpart signature pages follow.) EXECUTED effective as April 20of the Effective Date. HOMEBANC CORP. By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Senior Vice President and Chief Investment Officer HOMEBANC MORTGAGE CORPORATION By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Senior Vice President Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., 2005HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. FIELDSTONE INVESTMENT CORPORATION JPMORGAN CHASE BANK, N.A., as the Agent and as a Lender By: /s/ Xxxxxxx X. Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxxxx Title: Senior Vice President Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. COMMERZBANK AKTIENGESELLSCHAFT NEW YORK AND GRAND CAYMAN BRANCHES as a Lender By: /s/ Xxxxxx X. Araw Name: Xxxxxx X. Araw Title: Assistant Treasurer By: /s/ Xxxxxxx X. XxXxxxxx Name: Xxxxxxx X. XxXxxxxx Title: Vice President Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. KEYBANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: Executive Vice President Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxxxx X. Xxxxxxxx Name: Xxxxxxx X. Xxxxxxxx Title: Vice President Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. BNP PARIBAS, as a Lender By: /s/ Laurent Vanderzyppe Name: Laurent Vanderzyppe Title: Director By: /s/ Xxxxxxxxxx X. XxXxx Name: Xxxxxxxxxx X. Xxxx Title: Vice President Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. UNITED OVERSEAS BANK LIMITED NEW YORK AGENCY, as a Lender By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Vice President and Deputy General Manager By: /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: First Vice President and General Manager Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. FIRST COMMERCIAL BANK, NEW YORK AGENCY, as a Lender By: /s/ Xxxxx X. X. Xx Name: Xxxxx X. X. Xx Title: Vice President and General Manager Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. BANK HAPOALIM B.M., as a Lender By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Vice President By: /s/ Xxxxxx Xxxxxxx Name: Xxxxxx Xxxxxxx Title: First Vice President Unnumbered counterpart signature page to 8/05 Amended & Restated Senior Secured Credit Agreement among HomeBanc Corp., HomeBanc Mortgage Corporation, JPMorgan Chase Bank, N.A., et al. SCHEDULE MAC TO 8/05 CREDIT AGREEMENT (Updates of this Schedule are effective only if signed by a Vice President or more senior officer of JPMorgan Chase Bank, N.A., Agent; no signature is required unless this is an update Schedule) The Maximum Aggregate Commitment from and after the following dates is as follows: Maximum Aggregate Commitment From and after Update certified effective by the undersigned officer of JPMorgan Chase Bank, N.A., Agent $500,000,000 August 1, 2005 through the Maturity Date By: /s/ Xxxxxxx X. Xxxxxxxxx Name: Xxxxxxx X. Xxxxxxxxx Title: Senior Vice President FIELDSTONE MORTGAGE COMPANY ByExhibits: /s/ Xxxx X. Xxxxx NameExhibit A-1 - Senior Credit Notes form Exhibit A-2 - Swing Line Note form Exhibit B - Requests for Borrowing forms with Submission List forms Exhibit C - Form of Total Pledged Servicing List Exhibit D - List of the Companies’ Subsidiaries Exhibit E - Form of Officer’s Certificate as to compliance or noncompliance with certain financial covenants Exhibit F - Form of Assignment and Assumption Agreement Exhibit G - Opinion provisions Exhibit H - Form of Interest Option Selection Confirmation Schedules: Xxxx X. Xxxxx Title: Sr. Vice President & Treasurer JPMORGAN CHASE BANK, N.A. By: /s/ Xxx X. Xxxxx Name: Xxx X. Xxxxx Title: Vice President Dated Schedule AI - List of Approved Investors Schedule AR - List of Authorized Company Representatives Schedule LC - The Lenders’ Committed Sums Schedule DQ - Disqualifiers Schedule EC - Eligible Collateral Schedule UG-SSF - Companies’ Underwriting Guidelines for Single-family Mortgage Loans Schedule MAC - Current Maximum Aggregate Commitment Schedule SA - Schedule of Servicing Agreements the Companies’ Receivables Under Which are Pledged Schedule 2.3 - Terms of each Company’s Obligations to Pay Borrowings by the Other Company Schedule 7.1(h) - List of Pledged Servicing as of April 20the Effective Date Schedule 9.4 - Summary of contingent liabilities and material adverse changes and material unrealized losses since the Statement Date Schedule 9.16 - The Companies’ Plans Schedule 15 - List of Lenders and Addresses for Notices EXHIBIT A-1 TO 8/05 CREDIT AGREEMENT (The “8/05 [Lender name] Senior Credit Note”) $ Houston, Texas August 1, 2005 Amending FOR VALUE RECEIVED, HOMEBANC CORP., a Georgia corporation, and its wholly-owned subsidiary, HOMEBANC MORTGAGE CORPORATION, a Delaware corporation (“Makers” or the “Companies”) jointly and severally to pay to the order of [Lender Name] (“Payee”), a [Lender entity form], at the main Houston branch of JPMorgan Chase Bank, N.A., 000 Xxxx Xxxxxx, Xxxxxxx, Xxxxxx Xxxxxx, Texas 77002, or at such other place as the Agent may hereafter designate in writing, in immediately available funds and in lawful money of the United States of America, the principal sum of [Lender’s Committed Sum] (or the unpaid balance of all principal advanced against this note, if that amount is less), together with interest on the unpaid principal balance of this note from time to time outstanding until maturity at the applicable rate(s) provided for in the Credit Agreement (or at such lesser rate, if any, as the holder of this note — the “Holder”, whether or not Payee is such holder — may in its sole discretion from time to time elect to be applicable for any day or days), and interest on all past due amounts, both principal and accrued interest, at the Past Due Rate; provided that for the first time) full term of this note the dated as interest rate produced by the aggregate of April 21all sums paid or agreed to be paid to Holder for the use, 2004 by and among FIELDSTONE INVESTMENT CORPORATION FIELDSTONE MORTGAGE COMPANY and JPMORGAN CHASE BANK, N.A. $200,000,000 Senior Secured Revolving Credit Index forbearance or detention of Defined Terms 4/04 A&R Credit Agreement 4/05 Amendment 4/05 Amendment Effective Date Acceleration Date Alternate Base Rate Alternate Base Rate Margin Amendment Balances Equivalent Margin Balances Equivalent Rate Base Rate Borrower Borrowers the debt evidenced hereby shall not exceed the Ceiling Rate Change of Control Committed Sum Company Current Credit Agreement Custodian Custody Agreement Facility Fee FIC JPMorgan Lender LIBOR Margin Margin Maturity Date Past Due Rate Permitted Guarantees Rate Stated Rate Total LiabilitiesRate.