Common use of RECITALS OF THE ISSUER Clause in Contracts

RECITALS OF THE ISSUER. The Issuer entered into an Indenture, dated as of August 31, 2010 (the “Original Indenture”), among the Issuer, the Indenture Trustee, Ocwen Financial Corporation (“OFC”), as Administrator, OLS, as Servicer, and Barclays Bank PLC, as Administrative Agent. Under the Original Indenture, the Issuer issued its Series 2010-ADV1 Notes, comprised of term amortizing asset-backed Notes in four classes, and a Variable Funding Note in one Class, all collateralized by the Receivables under the initial Designated Servicing Agreements. On March 5, 2012, OLS sold the economics associated with the servicing rights under the initial Designated Servicing Agreements to HLSS, which is wholly owned by Home Loan Servicing Solutions, Ltd., an exempted company formed under the laws of the Cayman Islands. In addition, as of March 1, 2013 and March 29, 2013, under the Homeward Designated Servicing Agreements, Homeward agreed to sell the economics associated with its servicing rights and all Receivables to OLS, and hire OLS as a subservicer. It is expected that, following the sale of such economics to OLS, OLS, and not Homeward, shall generate all further Receivables with respect to such Homeward Designated Servicing Agreements. In the event that Homeward shall generate further Receivables with respect to such Homeward Designated Servicing Agreements, such Receivables will not be eligible for sale under the Transaction Documents barring an amendment thereto. In addition, on or after March 5, 2012, subject to the terms and provisions of the Transaction Documents, OLS and/or Homeward and/or any other OFC-Owned Servicer may sell the economics and/or Receivables to HLSS or OLS and hire OLS as a subservicer, as applicable, with respect to further Designated Servicing Agreements. When all required consents and ratings agency letters required for a formal change of the named servicer under a Designated Servicing Agreement from OLS, Homeward or any OFC-Owned Servicer to HLSS shall have been obtained, and certified to by HLSS as set forth herein, OLS, Homeward or such other OFC-Owned Servicer, as applicable, shall sell to HLSS all of the servicing rights and obligations under such Designated Servicing Agreement (the “MSR Transfer Date”) pursuant to the Master Servicing Rights Purchase Agreement, dated as of February 10, 2012, and related Sale Supplements, dated as of February 10, 2012, May 1, 2012, August 1, 2012, September 13, 2012, March 13, 2013, May 21, 2013 and July 1, 2013, by and between OLS and HLSS (the “Purchase Agreement”). Until the MSR Transfer Date with respect to any Designated Servicing Agreement, OLS shall continue to be the “Servicer” and will be expected to aggregate and/or make all required Advances under such Designated Servicing Agreement, and shall sell the related receivables to HLSS for cash purchase prices equal to 100% of their respective Receivable Balances, promptly upon their creation, pursuant to the Receivables Sale Agreement. Following the MSR Transfer Date for any Designated Servicing Agreement, HLSS shall be the “Servicer” under such Designated Servicing Agreements, and HLSS shall thereafter make all required Advances under such Designated Servicing Agreements. On March 5, 2012, HLSS acquired the ownership of 100% of the equity interests in the Depositor from OLS, and HLSS assumed the role of Administrator of the facility and under the Indenture from OFC. The Original Indenture was amended and restated by the Amended and Restated Indenture, dated as of March 5, 2012 (the “Amended and Restated Indenture”), the Second Amended and Restated Indenture, dated as of September 13, 2012 (the “Second Amended and Restated Indenture”), the Third Amended and Restated Indenture, dated as of May 21, 2013 (the “Third Amended and Restated Indenture”), the Fourth Amended and Restated Indenture, dated as of August 8, 2013 (the “Fourth Amended and Restated Indenture”), and the Fifth Amended and Restated Indenture, dated as of September 26, 2013 (the “Prior HLSS Indenture”). The amendments effected by this Indenture shall become effective on the Sixth Amendment Effective Date. The Issuer has duly authorized the execution and delivery of this Indenture to provide for the issuance of its Term Notes and Variable Funding Notes, to be issued in one or more Series and/or Classes. All things necessary to make this Indenture a valid agreement of the Issuer, in accordance with its terms, have been done.

RECITALS OF THE ISSUER. The Issuer entered into an Indenture, dated as of August 31July 1, 2010 2013 (the “Original Indenture”), among the Issuer, the Indenture Trustee, Ocwen Financial Corporation (“OFC”)Nationstar, as Administrator, OLS, administrator and as Servicer, and Barclays Bank PLCCredit Suisse AG, New York Branch, as Administrative Agent. Under the Original Indenture, the Issuer issued its Series 2010-ADV1 Notes, comprised of term amortizing asset-backed Notes in four classes, Nationstar has sold (and a Variable Funding Note in one Class, all collateralized by the Receivables under the initial Designated Servicing Agreements. On March 5, 2012, OLS sold the economics associated with will sell from time to time) certain rights to the servicing rights under the initial Designated Servicing Agreements to HLSS, which is wholly owned by Home Loan Servicing Solutions, Ltd., an exempted company formed under the laws of the Cayman Islands. In addition, as of March 1, 2013 and March 29, 2013, under the Homeward Designated Servicing Agreements, Homeward agreed to sell the economics associated with its servicing rights and all Receivables to OLS, and hire OLS as a subservicer. It is expected that, following the sale of such economics to OLS, OLS, and not Homeward, shall generate all further Receivables with respect to such Homeward Designated Servicing Agreements. In the event that Homeward shall generate further Receivables with respect to such Homeward Designated Servicing Agreements, such Receivables will not be eligible for sale under the Transaction Documents barring an amendment thereto. In addition, on or after March 5, 2012, subject to the terms and provisions of the Transaction Documents, OLS and/or Homeward and/or any other OFC-Owned Servicer may sell the economics and/or Receivables to HLSS or OLS and hire OLS as a subservicer, as applicable, with respect to further Designated Servicing AgreementsAdvance Purchaser. When all required consents and ratings agency letters required for a formal change of the named servicer under a Designated Servicing Agreement from OLS, Homeward or any OFC-Owned Servicer Nationstar to HLSS Advance Purchaser shall have been obtained, and certified Nationstar shall transfer to by HLSS as set forth herein, OLS, Homeward or such other OFC-Owned Servicer, as applicable, shall sell to HLSS all of the Advance Purchaser certain servicing rights and obligations under such Designated Servicing Agreement (the related “MSR Transfer Date”) pursuant to the Master Servicing Rights Purchase Agreement, Agreement dated as of February 10, 2012, and related Sale Supplements, dated as of February 10, 2012, May 1, 2012, August 1, 2012, September 13, 2012, March 13, 2013, May 21December 17, 2013 and July 1any applicable related Sale Supplement entered into from time to time, 2013in each case, by and between OLS Nationstar and HLSS Advance Purchaser (in each case, as amended, restated, supplemented, or otherwise modified from time to time, the “Purchase Agreement”). Nationstar sold certain servicing fees accrued and accruing under the Designated Servicing Agreements to Advance Purchaser pursuant to the Purchase Agreement. Until the MSR Transfer Date with respect to any Designated Servicing Agreement, OLS Nationstar shall continue to be the “Servicer” and will be expected to aggregate and/or make all required Advances under such Designated Servicing Agreement, and shall sell the related receivables Nationstar Additional Advance Receivables to HLSS Advance Purchaser for cash purchase prices equal to 100% of their respective Receivable Balances, promptly immediately upon their creation, pursuant to the Receivables Sale Agreement. Following the MSR Transfer Date for any Designated Servicing Agreement, HLSS Advance Purchaser shall be the “Servicer” under such Designated Servicing Agreements, and HLSS Advance Purchaser shall thereafter make all required Advances under such Designated Servicing Agreements. On March 5the Effective Date, 2012, HLSS acquired Advance Purchaser shall acquire the ownership of 100% of the equity interests in the Depositor from OLSNationstar, and HLSS assumed Advance Purchaser shall assume the role of Administrator of the facility and under the Indenture from OFCNationstar. The Original Indenture Issuer’s prior legal name was “Nationstar Servicer Advance Receivables Trust 2013-CS. On the date hereof, the Certificate of Trust was amended and restated by to change the Amended and Restated Indenture, dated as of March 5, 2012 (the “Amended and Restated Indenture”), the Second Amended and Restated Indenture, dated as of September 13, 2012 (the “Second Amended and Restated Indenture”), the Third Amended and Restated Indenture, dated as of May 21, 2013 (the “Third Amended and Restated Indenture”), the Fourth Amended and Restated Indenture, dated as of August 8, 2013 (the “Fourth Amended and Restated Indenture”), and the Fifth Amended and Restated Indenture, dated as of September 26, 2013 (the “Prior HLSS Indenture”). The amendments effected by this Indenture shall become effective on the Sixth Amendment Effective Date. The Issuer has duly authorized the execution and delivery of this Indenture to provide for the issuance of its Term Notes and Variable Funding Notes, to be issued in one or more Series and/or Classes. All things necessary to make this Indenture a valid agreement name of the Issuer, in accordance with its terms, have been doneIssuer to “NRZ Servicer Advance Receivables Trust CS”.

RECITALS OF THE ISSUER. The Issuer entered into an Indenture, dated as of August 31September 19, 2010 2013 (the “Original Indenture”), among the Issuer, the Indenture Trustee, Ocwen Financial Corporation (“OFC”)Nationstar, as Administrator, OLS, administrator and as Servicer, and Barclays Bank PLC, as Administrative Agent. Under the Original Indenture, the Issuer issued its Series 2010-ADV1 Notes, comprised of term amortizing asset-backed Notes in four classes, Nationstar has sold (and a Variable Funding Note in one Class, all collateralized by the Receivables under the initial Designated Servicing Agreements. On March 5, 2012, OLS sold the economics associated with will sell from time to time) certain rights to the servicing rights under the initial Designated Servicing Agreements to HLSS, which is wholly owned by Home Loan Servicing Solutions, Ltd., an exempted company formed under the laws of the Cayman Islands. In addition, as of March 1, 2013 and March 29, 2013, under the Homeward Designated Servicing Agreements, Homeward agreed to sell the economics associated with its servicing rights and all Receivables to OLS, and hire OLS as a subservicer. It is expected that, following the sale of such economics to OLS, OLS, and not Homeward, shall generate all further Receivables with respect to such Homeward Designated Servicing Agreements. In the event that Homeward shall generate further Receivables with respect to such Homeward Designated Servicing Agreements, such Receivables will not be eligible for sale under the Transaction Documents barring an amendment thereto. In addition, on or after March 5, 2012, subject to the terms and provisions of the Transaction Documents, OLS and/or Homeward and/or any other OFC-Owned Servicer may sell the economics and/or Receivables to HLSS or OLS and hire OLS as a subservicer, as applicable, with respect to further Designated Servicing AgreementsAdvance Purchaser. When all required consents and ratings agency letters required for a formal change of the named servicer under a Designated Servicing Agreement from OLS, Homeward or any OFC-Owned Servicer Nationstar to HLSS Advance Purchaser shall have been obtained, and certified Nationstar shall transfer to by HLSS as set forth herein, OLS, Homeward or such other OFC-Owned Servicer, as applicable, shall sell to HLSS all of the Advance Purchaser certain servicing rights and obligations under such Designated Servicing Agreement (the related “MSR Transfer Date”) pursuant to the Master Servicing Rights Purchase Agreement, Agreement dated as of February 10, 2012, and related Sale Supplements, dated as of February 10, 2012, May 1, 2012, August 1, 2012, September 13, 2012, March 13, 2013, May 21December 17, 2013 and July 1any applicable related Sale Supplement entered into from time to time, 2013in each case, by and between OLS Nationstar and HLSS Advance Purchaser (in each case, as amended, restated, supplemented, or otherwise modified from time to time, the “Purchase Agreement”). Nationstar sold certain servicing fees accrued and accruing under the Designated Servicing Agreements, to Advance Purchaser pursuant to the Purchase Agreement. Until the MSR Transfer Date with respect to any Designated Servicing Agreement, OLS Nationstar shall continue to be the “Servicer” and will be expected to aggregate and/or make all required Advances under such Designated Servicing Agreement, and shall sell the related receivables Nationstar Additional Advance Receivables to HLSS Advance Purchaser for cash purchase prices equal to 100% of their respective Receivable Balances, promptly immediately upon their creation, pursuant to the Receivables Sale Agreement. Following the MSR Transfer Date for any Designated Servicing Agreement, HLSS Advance Purchaser shall be the “Servicer” under such Designated Servicing Agreements, and HLSS Advance Purchaser shall thereafter make all required Advances under such Designated Servicing Agreements. On March 5the Effective Date, 2012, HLSS acquired Advance Purchaser shall acquire the ownership of 100% of the equity interests in the Depositor from OLSNationstar, and HLSS assumed Advance Purchaser shall assume the role of Administrator of the facility and under the Indenture from OFCNationstar. The Original Indenture Issuer’s prior legal name was “Nationstar Servicer Advance Receivables Trust 2013-BC”. On the date hereof, the Certificate of Trust was amended and restated by to change the Amended and Restated Indenture, dated as of March 5, 2012 (the “Amended and Restated Indenture”), the Second Amended and Restated Indenture, dated as of September 13, 2012 (the “Second Amended and Restated Indenture”), the Third Amended and Restated Indenture, dated as of May 21, 2013 (the “Third Amended and Restated Indenture”), the Fourth Amended and Restated Indenture, dated as of August 8, 2013 (the “Fourth Amended and Restated Indenture”), and the Fifth Amended and Restated Indenture, dated as of September 26, 2013 (the “Prior HLSS Indenture”). The amendments effected by this Indenture shall become effective on the Sixth Amendment Effective Date. The Issuer has duly authorized the execution and delivery of this Indenture to provide for the issuance of its Term Notes and Variable Funding Notes, to be issued in one or more Series and/or Classes. All things necessary to make this Indenture a valid agreement name of the Issuer, in accordance with its terms, have been doneIssuer to “NRZ Servicer Advance Receivables Trust BC”.

RECITALS OF THE ISSUER. The Issuer entered into an Indenture, dated as of August 31, 2010 (the “Original Indenture”), among the Issuer, the Indenture Trustee, Ocwen Financial Corporation (“OFC”), as Administrator, OLS, as Servicer, and Barclays Bank PLC, as Administrative Agent. Under the Original Indenture, the Issuer issued its Series 2010-ADV1 Notes, comprised of term amortizing asset-backed Notes in four classes, and a Variable Funding Note in one ClassNote, all collateralized by the Receivables under the initial Designated Servicing Agreements. On March 5, 2012, OLS sold now is selling the economics associated with the servicing rights under the initial Designated Servicing Agreements to HLSS, which is wholly owned by Home Loan Servicing Solutions, Ltd., an exempted company formed under the laws of the Cayman Islands. In addition, as of March 1, 2013 and March 29, 2013, under the Homeward Designated Servicing Agreements, Homeward agreed to sell the economics associated with its servicing rights and all Receivables to OLS, and hire OLS as a subservicer. It is expected that, following the sale of such economics to OLS, OLS, and not Homeward, shall generate all further Receivables with respect to such Homeward Designated Servicing Agreements. In the event that Homeward shall generate further Receivables with respect to such Homeward Designated Servicing Agreements, such Receivables will not be eligible for sale under the Transaction Documents barring an amendment thereto. In addition, on or after March 5, 2012, subject to the terms and provisions of the Transaction Documents, OLS and/or Homeward and/or any other OFC-Owned Servicer may sell the economics and/or Receivables to HLSS or OLS and hire OLS as a subservicer, as applicable, with respect to further Designated Servicing Agreements. When all required consents and ratings agency letters required for a formal change of the named servicer under a Designated Servicing Agreement from OLS, Homeward or any OFC-Owned Servicer OLS to HLSS shall have been obtained, and certified to by HLSS as set forth herein, OLS, Homeward or such other OFC-Owned Servicer, as applicable, OLS shall sell to HLSS all of the servicing rights and obligations under such Designated Servicing Agreement (the “MSR Transfer Date”) pursuant to the Master Servicing Rights Purchase AgreementAgreement and related Sale Supplement, dated as of February 10, 2012, and related Sale Supplements, dated as of February 10, 2012, May 1, 2012, August 1, 2012, September 13, 2012, March 13, 2013, May 21, 2013 and July 1, 2013, by and between OLS and HLSS (the “Purchase Agreement”). Until the MSR Transfer Date with respect to any Designated Servicing Agreement, OLS shall continue to be the “Servicer” and will be expected to aggregate and/or make all required Advances under such Designated Servicing Agreement, and shall sell the related receivables to HLSS for cash purchase prices equal to 100% of their respective Receivable Balances, promptly immediately upon their creation, pursuant to the Receivables Sale Agreement and the Purchase Agreement. Following the MSR Transfer Date for any Designated Servicing Agreement, HLSS shall be the “Servicer” under such Designated Servicing Agreements, and HLSS shall thereafter make all required Advances under such Designated Servicing Agreements. On March 5, 2012the Effective Date, HLSS acquired shall acquire the ownership of 100% of the equity interests in the Depositor from OLS, and HLSS assumed shall assume the role of Administrator of the facility and under the Indenture from OFC. The Class D Notes issued under the Original Indenture was amended shall be paid in full and restated by retired on or prior to the Amended and Restated Indenture, dated as of March 5, 2012 (the “Amended and Restated Indenture”), the Second Amended and Restated Indenture, dated as of September 13, 2012 (the “Second Amended and Restated Indenture”), the Third Amended and Restated Indenture, dated as of May 21, 2013 (the “Third Amended and Restated Indenture”), the Fourth Amended and Restated Indenture, dated as of August 8, 2013 (the “Fourth Amended and Restated Indenture”)Effective Date, and the Fifth Amended and Restated other Classes of Notes shall be amended to have terms consistent with those set forth in this Indenture, dated as of September 26, 2013 (the “Prior HLSS Indenture”). The amendments effected by this Indenture shall become effective on the Sixth Amendment Effective Date; provided, that the amendments to add the definition of “Servicer Ratings Downgrade” and the revisions to clause (v) of the definition of “Early Amortization Event,” clause (i) of the definition of “Facility Eligible Servicing Agreement” and clause (vii) of the definition of “Funding Conditions,” shall be effective retroactively on the original Closing Date. The Issuer has duly authorized the execution and delivery of this Indenture to provide for the issuance of its three Classes of Term Notes and the issuance of one Class of Variable Funding Notes, to be issued as described more fully in one or more Series and/or ClassesArticle V and Article VI. All things necessary to make this Indenture a valid agreement of the Issuer, in accordance with its terms, have been done.

RECITALS OF THE ISSUER. The Issuer entered into an that certain Indenture (as amended prior to the date hereof, the “Existing Indenture”), dated as of August 3128, 2010 2015 (the “Original IndentureClosing Date”), among the Issuer, the Indenture Trustee, Ocwen Financial Corporation HLSS, OLS and Credit Suisse. The parties hereto wish to amend and restate the Existing Indenture pursuant to this Indenture such that the Existing Indenture continues in full force and effect as amended hereby and, except with respect to the terms that have been amended pursuant to this Indenture, all obligations of the parties hereto (including representations and warranties made and covenants to be performed prior to the Effective Date) under the Existing Indenture will remain outstanding and continue in full force and effect, unpaid, unimpaired and undischarged, and all liens created under the Existing Indenture will continue in full force and effect, unimpaired and undischarged, having the same perfection and priority for payment and performance of the obligations of the parties hereto as were in place under the Existing Indenture. On the Effective Date, the parties are entering into this Indenture. OLS, HLSS and HLSS MSR – EBO Acquisition LLC (“OFCMSR – EBO”), as Administrator, OLS, as Servicer, and Barclays Bank PLC, as Administrative Agent. Under the Original Indenture, the Issuer issued its Series 2010-ADV1 Notes, comprised assignee of term amortizing asset-backed Notes in four classes, and a Variable Funding Note in one Class, all collateralized by the Receivables under the initial Designated Servicing Agreements. On March 5, 2012, OLS sold the economics associated with the servicing rights under the initial Designated Servicing Agreements to HLSS, which is wholly owned by Home Loan Servicing Solutions, Ltd.) are parties to MSR Purchase Agreement (as defined below). Pursuant to the MSR Purchase Agreement, an exempted company formed under the laws of the Cayman Islands. In addition, as of March 1, 2013 and March 29, 2013, under the Homeward Designated Servicing Agreements, Homeward agreed to sell the OLS sold certain economics associated with its various residential mortgage loan servicing rights agreements to HLSS. Pursuant to the Master Agreement (as defined below) and all Receivables to OLS, and hire OLS the Transfer Agreement (as a subservicer. It is expected that, following the sale of such economics to OLSdefined below), OLS, HLSS, MSR – EBO and not Homeward, shall generate all further Receivables with respect to such Homeward Designated Servicing Agreements. In the event that Homeward shall generate further Receivables with respect to such Homeward Designated Servicing Agreements, such Receivables will not be eligible for sale under the Transaction Documents barring an amendment thereto. In addition, on or after March 5, 2012, subject to the terms and provisions of the Transaction Documents, OLS and/or Homeward and/or any other OFC-Owned Servicer may sell the economics and/or Receivables to HLSS or OLS and hire OLS as a subservicerNRM, as applicable, with respect to further Designated Servicing Agreements. When have agreed that on any date on or after the Effective Date in which all required consents and ratings rating agency letters required for a formal change of the named servicer under a certain Designated Servicing Agreement from OLS, Homeward or any OFC-Owned Servicer to HLSS Agreements shall have been obtained, and certified OLS shall transfer to by HLSS NRM the related Servicing Rights Assets (as set forth herein, OLS, Homeward or such other OFC-Owned Servicer, as applicable, shall sell to HLSS all defined in the Transfer Agreement defined below) in respect of the servicing rights and obligations under such Designated Servicing Agreement in accordance with the terms of the Transfer Agreement. Upon any such transfer, OLS will subservice the related mortgage loans on behalf of NRM pursuant the NRM Subservicing Agreement (as defined below). In the “event that NRM does not become the named servicer under any particular Designated Servicing Agreement as contemplated by the Master Agreement and the Transfer Agreement, and subject to the terms and conditions of those agreements (i) HLSS may cause its interests in respect of such Designated Servicing Agreement to be governed by the New RMSR Agreement (as defined below) instead of the MSR Transfer Date”Purchase Agreement as contemplated by the Master Agreement, (ii) OLS may repurchase its interests in the related mortgage servicing rights, as contemplated by the Master Agreement or (iii) HLSS may, pursuant to the MSR Purchase Agreement but subject to the limitations set forth in the Master Servicing Rights Purchase Agreement, dated become the named servicer thereunder. Upon any such transfer contemplated by (iii) above, OLS will subservice the related mortgage loans pursuant the MSR Subservicing Agreement (as of February 10, 2012, and related Sale Supplements, dated as of February 10, 2012, May 1, 2012, August 1, 2012, September 13, 2012, March 13, 2013, May 21, 2013 and July 1, 2013, by and between OLS and HLSS (the “Purchase Agreement”defined below). Until Upon any repurchase contemplated by (ii) above, such agreement shall no longer be a Designated Servicing Agreement. Prior to the MSR Transfer Date with respect to any Designated Servicing Agreement, OLS shall continue to (i) be the “Servicer” and will be expected under such Designated Servicing Agreement, (ii) have the obligation to aggregate and/or make all the required Advances under such Designated Servicing Agreement, and shall sell (iii) have the right to collect the related receivables to HLSS for cash purchase prices equal to 100% Receivables in reimbursement of their respective Receivable Balances, promptly upon their creation, pursuant such Advances. Prior to the Receivables Sale Agreement. Following the MSR Transfer Date for with respect to any Designated Servicing Agreement, HLSS upon its disbursement of an Advance pursuant to a Designated Servicing Agreement (including the Subserviced Servicing Agreements), OLS, as servicer, becomes the beneficiary of a contractual right to be reimbursed for such Advance in accordance with the terms of the related Designated Servicing Agreement (including the Subserviced Servicing Agreements) in accordance with the terms of the Purchase Agreement. Following the NRM Transfer Date with respect to any Designated Servicing Agreement, NRM shall thereafter (i) be the “Servicer” under such Designated Servicing AgreementsAgreement, and HLSS shall thereafter (ii) have the obligation to make all the required Advances under such Designated Servicing AgreementsAgreement, and (iii) have the right to collect the related Receivables in reimbursement of such Advances. On March 5Upon the disbursement of an Advance by a subservicer (on or after the related Transfer Date) pursuant to a Designated Servicing Agreement and upon payment for such Advance to such subservicer, 2012NRM becomes the beneficiary of a contractual right to be reimbursed for such Advance in accordance with the terms of the related Designated Servicing Agreement. Following the MSR Transfer Date (if any) for any Designated Servicing Agreement, HLSS acquired shall thereafter (i) be the ownership “Servicer” under such Designated Servicing Agreement, (ii) have the obligation to make the required Advances under such Designated Servicing Agreement, and (iii) have the right to collect the related Receivables in reimbursement of 100% such Advances. Upon the disbursement of an Advance by a subservicer (on or after the related Transfer Date) pursuant to a Designated Servicing Agreement and upon payment for such Advance to such subservicer, HLSS becomes the beneficiary of a contractual right to be reimbursed for such Advance in accordance with the terms of the equity interests related Designated Servicing Agreement. OLS and Homeward Residential Inc. (“Homeward”) have entered into agreements whereby OLS subservices loans under the Homeward Designated Servicing Agreements described or referenced on Schedule 2 to the Receivables Sale Agreement. Upon any transfer pursuant to the Transfer Agreement, OLS will then subservice the related loans pursuant to the NRM Subservicing Agreement. Pursuant to Section 12.1 of the Existing Indenture, with prior notice to each Note Rating Agency that is then rating any Outstanding Notes and with the consent of the Issuer, the Indenture Trustee, the Administrator, the Servicer, the Subservicer (whose consent shall be required only to the extent that an amendment to the Existing Indenture would materially affect the Subservicer), the Administrative Agent and any applicable Derivative Counterparty and without consent of any of the Noteholders or any other Person, the Issuer, the Administrator, the Servicer, the Administrative Agent and the Indenture Trustee upon delivery by the Issuer of an Issuer Tax Opinion (unless such opinion is waived pursuant to Section 12.1(a) or 12.1(c) of the Existing Indenture), an Officer’s Certificate complying with 12.1(c) of the Existing Indenture and either (i) confirmation in writing to the Indenture Trustee by each Note Rating Agency currently rating the Outstanding Notes that such amendment will not cause a Ratings Effect (as defined below) on any Outstanding Notes or (ii) if the Administrator and the Administrative Agents determine in their reasonable judgment that an applicable Note Rating Agency no longer provides such written confirmation described in the Depositor from OLSforegoing clause (i), (a) written notice by the Administrator to the related Note Rating Agency and HLSS assumed (b) written consent of each Administrative Agent, may enter into one or more amendments to the role of Administrator Existing Indenture. As of the facility date hereof, Credit Suisse International is the sole Derivative Counterparty and under has agreed to consent to the amendment and restatement of the Existing Indenture in the form of this Indenture by its signature attached hereto. Pursuant to Section 12.3 of the Existing Indenture, the Issuer shall also deliver to the Indenture from OFC. The Original Indenture was amended Trustee an Opinion of Counsel stating that the execution of such amendment is authorized and restated permitted by the Amended Indenture and Restated Indenture, dated as of March 5, 2012 that all conditions precedent thereto have been satisfied (the “Amended and Restated Indenture”), the Second Amended and Restated Indenture, dated as of September 13, 2012 (the “Second Amended and Restated Indenture”), the Third Amended and Restated Indenture, dated as of May 21, 2013 (the “Third Amended and Restated Indenture”), the Fourth Amended and Restated Indenture, dated as of August 8, 2013 (the “Fourth Amended and Restated IndentureAuthorization Opinion”), and pursuant to Section 1.3 of the Fifth Amended and Restated Existing Indenture, dated as the Issuer shall deliver an Officer’s Certificate stating that all conditions precedent, if any, provided for in the Existing Indenture relating to a proposed action have been complied with. Such Authorization Opinion and such Officer’s Certificate have been delivered. Pursuant to Section 1.3 of September 26the Existing Indenture, 2013 (the “Prior HLSS Indenture”). The amendments effected by this Issuer shall also furnish to the Indenture shall become effective on Trustee an Opinion of Counsel stating that in the Sixth Amendment Effective Dateopinion of such counsel all conditions precedent to a proposed action, if any, have been complied with, which has been included in the Authorization Opinion. The Issuer has duly authorized the execution and delivery of this Indenture to provide for the issuance of its Variable Funding and Term Notes and Variable Funding Notes, to be issued in one or more Series and/or Classes. All things necessary to make this Indenture a valid agreement of the Issuer, in accordance with its terms, have been done. All defined terms used herein but not otherwise defined shall have the meaning assigned to such term in the Transaction Documents.

RECITALS OF THE ISSUER. The Issuer entered into an Indenture, dated as of August 31, 2010 (the “Original Indenture”), among the Issuer, the Indenture Trustee, Ocwen Financial Corporation (“OFC”), as Administrator, OLS, as Servicer, and Barclays Bank PLC, as Administrative Agent. Under the Original Indenture, the Issuer issued its Series 2010-ADV1 Notes, comprised of term amortizing asset-backed Notes in four classes, and a Variable Funding Note in one ClassNote, all collateralized by the Receivables under the initial Designated Servicing Agreements. On March 5, 2012, OLS sold now intends to sell the economics associated with the servicing rights under the initial Designated Servicing Agreements to HLSS, which is wholly owned by Home Loan Servicing Solutions, Ltd., an exempted company formed under the laws of the Cayman Islands. In addition, as of March 1, 2013 and March 29, 2013, under the Homeward Designated Servicing Agreements, Homeward agreed to sell the economics associated with its servicing rights and all Receivables to OLS, and hire OLS as a subservicer. It is expected that, following the sale of such economics to OLS, OLS, and not Homeward, shall generate all further Receivables with respect to such Homeward Designated Servicing Agreements. In the event that Homeward shall generate further Receivables with respect to such Homeward Designated Servicing Agreements, such Receivables will not be eligible for sale under the Transaction Documents barring an amendment thereto. In addition, on or after March 5, 2012, subject to the terms and provisions of the Transaction Documents, OLS and/or Homeward and/or any other OFC-Owned Servicer may sell the economics and/or Receivables to HLSS or OLS and hire OLS as a subservicer, as applicable, with respect to further Designated Servicing Agreements. When all required consents and ratings agency letters required for a formal change of the named servicer under a the Designated Servicing Agreement Agreements from OLS, Homeward or any OFC-Owned Servicer OLS to HLSS shall have been obtained, and certified to by HLSS as set forth herein, OLS, Homeward or such other OFC-Owned Servicer, as applicable, OLS shall sell to HLSS all of the servicing rights and obligations under such the Designated Servicing Agreement Agreements (the “MSR Transfer Date”) pursuant to the Master Servicing Rights Purchase AgreementAgreement and Sale Supplement, to be dated as of February 10on or about [ ], 2012, and related Sale Supplements, dated as of February 10, 2012, May 1, 2012, August 1, 2012, September 13, 2012, March 13, 2013, May 21, 2013 and July 1, 20132011, by and between OLS and HLSS (the “Purchase Agreement”). Until the MSR Transfer Date with respect to any Designated Servicing AgreementDate, OLS shall continue to be the “Servicer” and will be expected to aggregate and/or make all required Advances under such the Designated Servicing AgreementAgreements, and shall sell the related receivables to HLSS for cash purchase prices equal to 100% of their respective Receivable Balances, promptly immediately upon their creation, pursuant to the Receivables Sale Agreement. Following the MSR Transfer Date for any Designated Servicing AgreementDate, HLSS shall be the “Servicer” under such the Designated Servicing Agreements, and HLSS shall thereafter make all required Advances under such the Designated Servicing Agreements. On March 5, 2012the Effective Date, HLSS acquired shall acquire the ownership of 100% of the equity interests in the Depositor from OLS, and HLSS assumed shall assume the role of Administrator of the facility and under the Indenture from OFC. The Class D Notes issued under the Original Indenture was amended shall be paid in full and restated by retired on the Amended and Restated Indenture, dated as of March 5, 2012 (the “Amended and Restated Indenture”), the Second Amended and Restated Indenture, dated as of September 13, 2012 (the “Second Amended and Restated Indenture”), the Third Amended and Restated Indenture, dated as of May 21, 2013 (the “Third Amended and Restated Indenture”), the Fourth Amended and Restated Indenture, dated as of August 8, 2013 (the “Fourth Amended and Restated Indenture”)Effective Date, and the Fifth Amended and Restated other Classes of Notes shall be amended to have terms consistent with those set forth in this Indenture, dated as of September 26, 2013 (the “Prior HLSS Indenture”). The amendments effected by this Indenture shall become effective on the Sixth Amendment Effective Date. The Issuer has duly authorized the execution and delivery of this Indenture to provide for the issuance of its three Classes of Term Notes and the issuance of one Class of Variable Funding Notes, to be issued as described more fully in one or more Series and/or ClassesArticle V and Article VI. All things necessary to make this Indenture a valid agreement of the Issuer, in accordance with its terms, have been done.

RECITALS OF THE ISSUER. The Issuer entered into has duly authorized the creation of (i) an Indenture, dated as issue of August 31, 2010 8.125% Senior Notes Due 2023 (the “Original IndentureInitial 2023 Notes”) and (ii) an issue of 9.125% Senior Notes Due 2026 (the “Initial 2026 Notes” and, together with the Initial 2023 Notes, the “Initial Notes”), among the Issuer, the Indenture Trustee, Ocwen Financial Corporation (“OFC”), as Administrator, OLS, as Servicer, and Barclays Bank PLC, as Administrative Agent. Under the Original Indenture, the Issuer each issued its Series 2010-ADV1 Notes, comprised of term amortizing asset-backed Notes in four classes, and a Variable Funding Note in one Class, all collateralized by the Receivables under the initial Designated Servicing Agreements. On March 5, 2012, OLS sold the economics associated with the servicing rights under the initial Designated Servicing Agreements to HLSS, which is wholly owned by Home Loan Servicing Solutions, Ltd., an exempted company formed under the laws of the Cayman Islands. In addition, as of March 1, 2013 and March 29, 2013, under the Homeward Designated Servicing Agreements, Homeward agreed to sell the economics associated with its servicing rights and all Receivables to OLS, and hire OLS as a subservicer. It is expected that, following the sale of such economics to OLS, OLS, and not Homeward, shall generate all further Receivables with respect to such Homeward Designated Servicing Agreements. In the event that Homeward shall generate further Receivables with respect to such Homeward Designated Servicing Agreements, such Receivables will not be eligible for sale under the Transaction Documents barring an amendment thereto. In addition, on or after March 5, 2012, subject to the terms and provisions of the Transaction Documents, OLS and/or Homeward and/or any other OFC-Owned Servicer may sell the economics and/or Receivables to HLSS or OLS and hire OLS as a subservicer, as applicable, with respect to further Designated Servicing Agreements. When all required consents and ratings agency letters required for a formal change of the named servicer under a Designated Servicing Agreement from OLS, Homeward or any OFC-Owned Servicer to HLSS shall have been obtained, and certified to by HLSS as set forth herein, OLS, Homeward or such other OFC-Owned Servicer, as applicable, shall sell to HLSS all of the servicing rights and obligations under such Designated Servicing Agreement (the “MSR Transfer Date”) pursuant to the Master Servicing Rights Purchase Agreement, dated as of February 10, 2012, and related Sale Supplements, dated as of February 10, 2012, May 1, 2012, August 1, 2012, September 13, 2012, March 13, 2013, May 21, 2013 and July 1, 2013, by and between OLS and HLSS (the “Purchase Agreement”). Until the MSR Transfer Date with respect to any Designated Servicing Agreement, OLS shall continue to be the “Servicer” and will be expected to aggregate and/or make all required Advances under such Designated Servicing Agreement, and shall sell the related receivables to HLSS for cash purchase prices equal to 100% of their respective Receivable Balances, promptly upon their creation, pursuant to the Receivables Sale Agreement. Following the MSR Transfer Date for any Designated Servicing Agreement, HLSS shall be the “Servicer” under such Designated Servicing Agreements, and HLSS shall thereafter make all required Advances under such Designated Servicing Agreements. On March 5, 2012, HLSS acquired the ownership of 100% of the equity interests in the Depositor from OLS, and HLSS assumed the role of Administrator of the facility and under the Indenture from OFC. The Original Indenture was amended and restated by the Amended and Restated Indenture, dated as of March 5, 2012 (the “Amended and Restated Indenture”), the Second Amended and Restated Indenture, dated as of September 13, 2012 (the “Second Amended and Restated Indenture”), the Third Amended and Restated Indenture, dated as of May 21, 2013 (the “Third Amended and Restated Indenture”), the Fourth Amended and Restated Indenture, dated as of August 8, 2013 (the “Fourth Amended and Restated Indenture”), and the Fifth Amended and Restated Indenture, dated as of September 26, 2013 (the “Prior HLSS Indenture”). The amendments effected by this Indenture shall become effective on the Sixth Amendment Effective Date. The date hereof and to provide therefor the Issuer has duly authorized the execution and delivery of this Indenture to provide for the issuance of its Term Notes and Variable Funding Notes, to be issued in one or more Series and/or ClassesIndenture. All things necessary have been done to make the Notes (as defined below), when executed by the Issuer and authenticated and delivered hereunder and duly issued by the Issuer, the valid and legally binding obligations of the Issuer and to make this Indenture a valid and legally binding agreement of the Issuer, in accordance with their and its terms. Each of the parties hereto is entering into this Indenture for the benefit of the other parties and for the equal and ratable benefit of the Holders (as defined below) of (i) the Issuer’s Initial Notes and (ii) any Additional Notes (as defined below) that may be issued from time to time under this Indenture. Upon consummation of the Merger, have been done(i) Merger Sub shall be merged with and into Nationstar, with Nationstar surviving the Merger and (ii) Nationstar, each Subsidiary Guarantor and the Trustee shall enter into a supplemental indenture in the form of Exhibit A hereto pursuant to which (A) Nationstar will become a party to this Indenture (as defined herein) and expressly assume Merger Sub’s obligations under the Notes (as defined herein) and this Indenture, (B) Nationstar will be substituted for, and may exercise every right and power of, Merger Sub under this Indenture, (C) Merger Sub will be released from all obligations hereunder and (D) each of the Subsidiary Guarantors will become Guarantors under this Indenture (collectively, the “Assumption”).

RECITALS OF THE ISSUER. The Issuer entered into an that certain Xxxxxxx and Restated Indenture (as amended prior to the date hereof, the “Existing Indenture”), dated as of August 3117, 2010 2017 (the “Original IndentureRestatement Closing Date”), among the Issuer, the Indenture Trustee, Ocwen Financial Corporation (“OFC”), as AdministratorHLSS, OLS, NRM and Credit Suisse. The parties hereto wish to amend and restate the Existing Indenture pursuant to this Indenture such that the Existing Indenture continues in full force and effect as Serviceramended hereby and, except with respect to the terms that have been amended pursuant to this Indenture, all obligations of the parties hereto (including representations and warranties made and covenants to be performed prior to the Effective Date) under the Existing Indenture will remain outstanding and continue in full force and effect, unpaid, unimpaired and undischarged, and Barclays Bank PLCall liens created under the Existing Indenture will continue in full force and effect, unimpaired and undischarged, having the same perfection and priority for payment and performance of the obligations of the parties hereto as were in place under the Existing Indenture. On the Effective Date, the parties are entering into this Indenture. OLS, HLSS and HLSS MSR – EBO Acquisition LLC (“MSR – EBO”, as Administrative Agent. Under the Original Indenture, the Issuer issued its Series 2010-ADV1 Notes, comprised assignee of term amortizing asset-backed Notes in four classes, and a Variable Funding Note in one Class, all collateralized by the Receivables under the initial Designated Servicing Agreements. On March 5, 2012, OLS sold the economics associated with the servicing rights under the initial Designated Servicing Agreements to HLSS, which is wholly owned by Home Loan Servicing Solutions, Ltd.) are parties to MSR Purchase Agreement (as defined below). Pursuant to the MSR Purchase Agreement, an exempted company formed under the laws of the Cayman Islands. In addition, as of March 1, 2013 and March 29, 2013, under the Homeward Designated Servicing Agreements, Homeward agreed to sell the OLS sold certain economics associated with its various residential mortgage loan servicing rights agreements to HLSS. Pursuant to the Master Agreement (as defined below) and all Receivables the Transfer Agreement (as defined below), NRM has become, prior to the date hereof, the named servicer (as successor to OLS, and hire OLS as a subservicer. It is expected that, following the sale of such economics to OLS, OLS, and not Homeward, shall generate all further Receivables with respect to such Homeward ) under certain Designated Servicing Agreements. In the event that Homeward shall generate further Receivables with respect to such Homeward Designated Servicing Agreements, such Receivables will not be eligible for sale under the Transaction Documents barring an amendment thereto. In addition, on or after March 5, 2012, subject Pursuant to the terms New RMSR Agreement (as defined below) and provisions of the Transaction DocumentsTransfer Agreement, OLS and/or Homeward and/or any other OFC-Owned Servicer may sell the economics and/or Receivables to HLSS or OLS OLS, HLSS, MSR – EBO and hire OLS as a subservicerNRM, as applicable, with respect to further Designated Servicing Agreements. When have agreed that on any date on or after the Effective Date in which all required consents and ratings agency letters required for a formal change of the named servicer under a certain Designated Servicing Agreement from OLS, Homeward or any OFC-Owned Servicer to HLSS Agreements shall have been obtained, and certified OLS shall transfer to by HLSS as set forth herein, OLS, Homeward NRM or such other OFC-Owned ServicerShellpoint, as applicable, shall sell to HLSS all the related Servicing Rights Assets (as defined in the Transfer Agreement) in respect of the servicing rights and obligations under such Designated Servicing Agreement in accordance with the terms of the Transfer Agreement. Upon any such transfer, OLS will subservice the related mortgage loans on behalf of NRM or Shellpoint pursuant the NRM Subservicing Agreement or Shellpoint Subservicing Agreement, as applicable (each as defined below). In the “MSR event that neither of the NRZ Servicers becomes the named servicer under any particular Designated Servicing Agreement as contemplated by the New RMSR Agreement and the Transfer Date”) pursuant Agreement, and subject to the Master terms and conditions of those agreements OLS may repurchase its interests in the related mortgage servicing rights from HLSS and MSR-EBO, in accordance with the terms of the New RMSR Agreement. Upon any repurchase contemplated by the preceding sentence, such agreement shall no longer be a Designated Servicing Rights Purchase Agreement, dated as of February 10, 2012, and related Sale Supplements, dated as of February 10, 2012, May 1, 2012, August 1, 2012, September 13, 2012, March 13, 2013, May 21, 2013 and July 1, 2013, by and between OLS and HLSS (. Prior to the “Purchase Agreement”). Until the MSR Transfer Date with respect to any Designated Servicing Agreement, OLS shall continue to (i) be the “Servicer” and will be expected under such Designated Servicing Agreement, (ii) have the obligation to aggregate and/or make all the required Advances under such Designated Servicing Agreement, and shall sell (iii) have the right to collect the related receivables to HLSS for cash purchase prices equal to 100% Receivables in reimbursement of their respective Receivable Balances, promptly upon their creation, pursuant such Advances. Prior to the Receivables Sale Agreement. Following the MSR Transfer Date for with respect to any Designated Servicing Agreement, HLSS upon its disbursement of an Advance pursuant to a Designated Servicing Agreement (including the Subserviced Servicing Agreements), OLS, as servicer, becomes the beneficiary of a contractual right to be reimbursed for such Advance in accordance with the terms of the related Designated Servicing Agreement (including the Subserviced Servicing Agreements) in accordance with the terms of the Purchase Agreement. Following the Transfer Date with respect to any Designated Servicing Agreement, the applicable NRZ Servicer shall thereafter (i) be the “Servicer” under such Designated Servicing AgreementsAgreement, and HLSS shall thereafter (ii) have the obligation to make all the required Advances under such Designated Servicing AgreementsAgreement, and (iii) have the right to collect the related Receivables in reimbursement of such Advances. On March 5Upon the disbursement of an Advance by a subservicer (on or after the related Transfer Date) pursuant to a Designated Servicing Agreement and upon payment for such Advance to such subservicer, 2012, HLSS acquired such NRZ Servicer becomes the ownership beneficiary of 100% a contractual right to be reimbursed for such Advance in accordance with the terms of the equity interests related Designated Servicing Agreement. OLS and Homeward Residential Inc. (“Homeward”) have entered into agreements whereby OLS subservices loans under the Homeward Designated Servicing Agreements described or referenced on Schedule 2 to the Receivables Sale Agreement. Upon any transfer pursuant to the Transfer Agreement, OLS will then subservice the related loans pursuant to the NRM Subservicing Agreement or the Shellpoint Subservicing Agreement, as applicable. Pursuant to Section 12.1 of the Existing Indenture, with prior notice to each Note Rating Agency that is then rating any Outstanding Notes and with the consent of the Issuer, the Indenture Trustee, the Administrator, the Servicer, the Subservicer (whose consent shall be required only to the extent that an amendment to the Existing Indenture would materially affect the Subservicer), the Administrative Agent and any applicable Derivative Counterparty and without consent of any of the Noteholders or any other Person, the Issuer, the Administrator, the Servicer, the Administrative Agent and the Indenture Trustee upon delivery by the Issuer of an Issuer Tax Opinion (unless such opinion is waived pursuant to Section 12.1(a) or 12.1(c) of the Existing Indenture), an Officer’s Certificate complying with 12.1(c) of the Existing Indenture and either (i) confirmation in writing to the Indenture Trustee by each Note Rating Agency currently rating the Outstanding Notes that such amendment will not cause a Ratings Effect (as defined below) on any Outstanding Notes or (ii) if the Administrator and the Administrative Agents determine in their reasonable judgment that an applicable Note Rating Agency no longer provides such written confirmation described in the Depositor from OLSforegoing clause (i), (a) written notice by the Administrator to the related Note Rating Agency and HLSS assumed (b) written consent of each Administrative Agent, may enter into one or more amendments to the role of Administrator Existing Indenture. Pursuant to Section 12.3 of the facility and under Existing Indenture, the Issuer shall also deliver to the Indenture from OFC. The Original Indenture was amended Trustee an Opinion of Counsel stating that the execution of such amendment is authorized and restated permitted by the Amended Indenture and Restated Indenture, dated as of March 5, 2012 that all conditions precedent thereto have been satisfied (the “Amended and Restated Indenture”), the Second Amended and Restated Indenture, dated as of September 13, 2012 (the “Second Amended and Restated Indenture”), the Third Amended and Restated Indenture, dated as of May 21, 2013 (the “Third Amended and Restated Indenture”), the Fourth Amended and Restated Indenture, dated as of August 8, 2013 (the “Fourth Amended and Restated IndentureAuthorization Opinion”), and pursuant to Section 1.3 of the Fifth Amended and Restated Existing Indenture, dated as the Issuer shall deliver an Officer’s Certificate stating that all conditions precedent, if any, provided for in the Existing Indenture relating to a proposed action have been complied with. Such Authorization Opinion and such Officer’s Certificate have been delivered. Pursuant to Section 1.3 of September 26the Existing Indenture, 2013 (the “Prior HLSS Indenture”). The amendments effected by this Issuer shall also furnish to the Indenture shall become effective on Trustee an Opinion of Counsel stating that in the Sixth Amendment Effective Dateopinion of such counsel all conditions precedent to a proposed action, if any, have been complied with, which has been included in the Authorization Opinion. The Issuer has duly authorized the execution and delivery of this Indenture to provide for the issuance of its Variable Funding and Term Notes and Variable Funding Notes, to be issued in one or more Series and/or Classes. All things necessary to make this Indenture a valid agreement of the Issuer, in accordance with its terms, have been done. All defined terms used herein but not otherwise defined shall have the meaning assigned to such term in the Transaction Documents.

RECITALS OF THE ISSUER. The Issuer entered into an Indenture, dated as of August 31, 2010 (the “Original Indenture”), among the Issuer, the Indenture Trustee, Ocwen Financial Corporation (“OFC”), as Administrator, OLS, as Servicer, and Barclays Bank PLC, as Administrative Agent. Under the Original Indenture, the Issuer issued its Series 2010-ADV1 Notes, comprised of term amortizing asset-backed Notes in four classes, and a Variable Funding Note in one ClassNote, all collateralized by the Receivables under the initial Designated Servicing Agreements. On March 5, 2012, OLS sold now is selling the economics associated with the servicing rights under the initial Designated Servicing Agreements to HLSS, which is wholly owned by Home Loan Servicing Solutions, Ltd., an exempted company formed under the laws of the Cayman Islands. In addition, as of March 1, 2013 and March 29, 2013, under the Homeward Designated Servicing Agreements, Homeward agreed to sell the economics associated with its servicing rights and all Receivables to OLS, and hire OLS as a subservicer. It is expected that, following the sale of such economics to OLS, OLS, and not Homeward, shall generate all further Receivables with respect to such Homeward Designated Servicing Agreements. In the event that Homeward shall generate further Receivables with respect to such Homeward Designated Servicing Agreements, such Receivables will not be eligible for sale under the Transaction Documents barring an amendment thereto. In addition, on or after March 5, 2012, subject to the terms and provisions of the Transaction Documents, OLS and/or Homeward and/or any other OFC-Owned Servicer may sell the economics and/or Receivables to HLSS or OLS and hire OLS as a subservicer, as applicable, with respect to further Designated Servicing Agreements. When all required consents and ratings agency letters required for a formal change of the named servicer under a Designated Servicing Agreement from OLS, Homeward or any OFC-Owned Servicer OLS to HLSS shall have been obtained, and certified to by HLSS as set forth herein, OLS, Homeward or such other OFC-Owned Servicer, as applicable, OLS shall sell to HLSS all of the servicing rights and obligations under such Designated Servicing Agreement (the “MSR Transfer Date”) pursuant to the Master Servicing Rights Purchase AgreementAgreement and related Sale Supplement, dated as of February 10[ ], 2012, and related Sale Supplements, dated as of February 10, 2012, May 1, 2012, August 1, 2012, September 13, 2012, March 13, 2013, May 21, 2013 and July 1, 2013, by and between OLS and HLSS (the “Purchase Agreement”). Until the MSR Transfer Date with respect to any Designated Servicing Agreement, OLS shall continue to be the “Servicer” and will be expected to aggregate and/or make all required Advances under such Designated Servicing Agreement, and shall sell the related receivables to HLSS for cash purchase prices equal to 100% of their respective Receivable Balances, promptly immediately upon their creation, pursuant to the Receivables Sale Agreement and the Purchase Agreement. Following the MSR Transfer Date for any Designated Servicing Agreement, HLSS shall be the “Servicer” under such Designated Servicing Agreements, and HLSS shall thereafter make all required Advances under such Designated Servicing Agreements. On March 5, 2012the Effective Date, HLSS acquired shall acquire the ownership of 100% of the equity interests in the Depositor from OLS, and HLSS assumed shall assume the role of Administrator of the facility and under the Indenture from OFC. The Class D Notes issued under the Original Indenture was amended shall be paid in full and restated by retired on or prior to the Amended and Restated Indenture, dated as of March 5, 2012 (the “Amended and Restated Indenture”), the Second Amended and Restated Indenture, dated as of September 13, 2012 (the “Second Amended and Restated Indenture”), the Third Amended and Restated Indenture, dated as of May 21, 2013 (the “Third Amended and Restated Indenture”), the Fourth Amended and Restated Indenture, dated as of August 8, 2013 (the “Fourth Amended and Restated Indenture”)Effective Date, and the Fifth Amended and Restated other Classes of Notes shall be amended to have terms consistent with those set forth in this Indenture, dated as of September 26, 2013 (the “Prior HLSS Indenture”). The amendments effected by this Indenture shall become effective on the Sixth Amendment Effective Date. The Issuer has duly authorized the execution and delivery of this Indenture to provide for the issuance of its three Classes of Term Notes and the issuance of one Class of Variable Funding Notes, to be issued as described more fully in one or more Series and/or ClassesArticle V and Article VI. All things necessary to make this Indenture a valid agreement of the Issuer, in accordance with its terms, have been done.

RECITALS OF THE ISSUER. The Issuer entered into an Indenture, dated as of August 31, 2010 Nationstar has sold (the “Original Indenture”), among the Issuer, the Indenture Trustee, Ocwen Financial Corporation (“OFC”), as Administrator, OLS, as Servicer, and Barclays Bank PLC, as Administrative Agent. Under the Original Indenture, the Issuer issued its Series 2010-ADV1 Notes, comprised of term amortizing asset-backed Notes in four classes, and a Variable Funding Note in one Class, all collateralized by the Receivables under the initial Designated Servicing Agreements. On March 5, 2012, OLS sold the economics associated with will sell from time to time) certain rights to the servicing rights and fees under the initial Designated Servicing Agreements to HLSS, which is wholly owned by Home Loan Advance Purchaser pursuant to the Master Servicing Solutions, Ltd., an exempted company formed under the laws of the Cayman Islands. In addition, Rights Purchase Agreement dated as of March 1December 17, 2013 and March 29any applicable related Sale Supplement entered into from time to time, 2013in each case, under the Homeward Designated Servicing Agreements, Homeward agreed to sell the economics associated with its servicing rights by and all Receivables to OLS, between Nationstar and hire OLS as a subservicer. It is expected that, following the sale of such economics to OLS, OLS, and not Homeward, shall generate all further Receivables with respect to such Homeward Designated Servicing Agreements. In the event that Homeward shall generate further Receivables with respect to such Homeward Designated Servicing Agreements, such Receivables will not be eligible for sale under the Transaction Documents barring an amendment thereto. In addition, on or after March 5, 2012, subject to the terms and provisions of the Transaction Documents, OLS and/or Homeward and/or any other OFC-Owned Servicer may sell the economics and/or Receivables to HLSS or OLS and hire OLS as a subservicerAdvance Purchaser (in each case, as applicableamended, with respect restated, supplemented, or otherwise modified from time to further Designated Servicing Agreementstime, the “Purchase Agreement”). When all required consents and ratings agency letters required for a formal change of the named servicer under a Designated Servicing Agreement from OLS, Homeward or any OFC-Owned Servicer Nationstar to HLSS Advance Purchaser shall have been obtained, and certified Nationstar shall transfer to by HLSS as set forth herein, OLS, Homeward or such other OFC-Owned Servicer, as applicable, shall sell to HLSS all of the Advance Purchaser certain servicing rights and obligations under such Designated Servicing Agreement (the related “MSR Transfer Date”) pursuant to the Master Servicing Rights Purchase Agreement, dated as of February 10, 2012, and related Sale Supplements, dated as of February 10, 2012, May 1, 2012, August 1, 2012, September 13, 2012, March 13, 2013, May 21, 2013 and July 1, 2013, by and between OLS and HLSS (the “Purchase Agreement”). Until the MSR Transfer Date with respect to any Designated Servicing Agreement, OLS Nationstar (i) shall continue to be the “Servicer” and will be expected to aggregate and/or make all required Advances under such Designated Servicing Agreement, and (ii) shall sell the related receivables Nationstar Initial Advance Receivables and Nationstar Additional Advance Receivables to HLSS Advance Purchaser for cash purchase prices equal to 100% of their respective Receivable Balances, promptly immediately upon their creation, pursuant to the Receivables Sale Agreement. Following the MSR Transfer Date for any Designated Servicing Agreement, HLSS Advance Purchaser shall be the “Servicer” under such Designated Servicing AgreementsAgreement, and HLSS Advance Purchaser shall thereafter make all required Advances under such Designated Servicing AgreementsAgreement. On March 5, 2012, HLSS acquired All defined terms used herein but not otherwise defined shall have the ownership of 100% of the equity interests meaning assigned to such term in the Depositor from OLS, and HLSS assumed the role of Administrator of the facility and under the Indenture from OFC. The Original Indenture was amended and restated by the Amended and Restated Indenture, dated as of March 5, 2012 (the “Amended and Restated Indenture”), the Second Amended and Restated Indenture, dated as of September 13, 2012 (the “Second Amended and Restated Indenture”), the Third Amended and Restated Indenture, dated as of May 21, 2013 (the “Third Amended and Restated Indenture”), the Fourth Amended and Restated Indenture, dated as of August 8, 2013 (the “Fourth Amended and Restated Indenture”), and the Fifth Amended and Restated Indenture, dated as of September 26, 2013 (the “Prior HLSS Indenture”). The amendments effected by this Indenture shall become effective on the Sixth Amendment Effective DateTransaction Documents. The Issuer has duly authorized the execution and delivery of this Indenture to provide for the issuance of its Variable Funding and Term Notes and Variable Funding Notes, to be issued in one or more Series and/or Classes. All things necessary to make this Indenture a valid agreement of the Issuer, in accordance with its terms, have been done.