Reallocations. (a) If one or more of the Sale Agreements is terminated on or prior to the Closing Date, Seller and Purchaser will use good faith efforts to increase the Purchaser Excess Spread Percentage of any Sale Agreement that is entered into on the Closing Date to better reflect the business understanding of the parties; provided, however, that no Purchaser Excess Spread Percentage shall exceed 75%. (b) The sum of the Base Purchase Prices (as defined in each Sale Agreement) and the Supplemental Purchase Prices (as defined in the Sale Agreements relating to the GNMA Mortgage Loans and/or Non-Agency Mortgage Loans, as applicable) (the “Aggregate Purchase Price”) payable by Purchaser and Other Purchasers pursuant to the Sale Agreements shall not exceed $450,000,000 or such higher amount as may be mutually agreed upon by Purchaser and Other Purchasers in their sole discretion (such price, the “Maximum Purchase Price”). In the event that the Aggregate Purchase Price (without giving effect to the limitation in the immediately preceding sentence) exceeds the Maximum Purchase Price, the Purchaser Excess Spread Percentages (as defined in each Sale Agreement) shall be reduced such that the Aggregate Purchase Price paid by Purchaser and Other Purchasers pursuant to the Sale Agreements equals the Maximum Purchase Price, allocated pursuant to each Sale Agreement as is mutually agreed upon between Purchaser and Other Purchasers in their sole discretion.
Appears in 9 contracts
Samples: Current Excess Servicing Spread Acquisition Agreement, Current Excess Servicing Spread Acquisition Agreement (Nationstar Mortgage Holdings Inc.), Current Excess Servicing Spread Acquisition Agreement (Newcastle Investment Corp)
