Common use of Total Liabilities Clause in Contracts

Total Liabilities. Permit DFC on a consolidated basis (excluding any Subsidiaries that are not primarily engaged primarily in the business of mortgage banking as reasonably determined by the Agent) to incur Total Liabilities in excess of the sum of (i) one hundred percent (100%) of "Cash" or "Cash equivalents"; (ii) ninety-five percent (95%) of the sum of "Mortgage Loans held for sale", "Mortgage-backed securities held for trading" (but excluding "interest only securities" included therein), and "Securities available for sale"; (iii) ninety percent (90%) of "Accrued interest receivable"; (iv) ninety percent (90%) of "Securities held to maturity" provided that such securities are tax-exempt investments for the Borrowers, including GNMA, FNMA and FHLMC mortgage-backed securities, collateralized mortgage obligations that are backed by GNMA, FNMA or FHLMC mortgage-backed securities and are rated AAA by Standard & Poor's Corporation and by Moodx'x Xxxestors Service, and securities issued by the United States Treasury or an agency of the United States Government; (v) eighty percent (80%) of "prepaid and other assets" (excluding investment in any Subsidiary of either Borrower) and mortgage-backed securities that are not tax-exempt and rated AAA by Standard & Poor's Corporation and by Moodx'x Xxxestors Service (including collateralized mortgage obligations); (vi) fifty percent (50%) of the sum of (A) "Property, leasehold improvements and equipment" and (B) "Real estate held for sale"; (vii) sixty-five percent (65%) of "interest only securities"; (viii) one percent (1.0%) of the principal amount of Mortgage Loans owned by Persons not affiliated with DFC or DMC or any of their Affiliates (unless covered by a Permitted Affiliate Servicing Agreement) for which DFC or DMC owns the direct servicing rights (excluding subservicing); and (ix) eighty percent (80%) of "loans receivable". All quoted terms used in the preceding sentence shall have the same meanings, and shall continue to be calculated and classified in the same manner, as the terms used in the statement of financial condition of DFC and its consolidated Subsidiaries referred to in Section 4.4(a).

Total Liabilities. Permit DFC on a consolidated basis (excluding any Subsidiaries that are not primarily engaged primarily in the business of mortgage banking as reasonably determined by the Agent) to incur Total Liabilities in excess of the sum of (i) one one-hundred percent (100%) of "Cash" or "Cash equivalents"; (ii) ninety-five percent (95%) of the sum of (A) "Mortgage Loans held for sale", (B) "Mortgage-backed securities held for trading" (but excluding "interest only securities" included therein), and (C) "Securities available for saleU.S. Treasury & Other AAA Rated Investments that are held to maturity"; (iii) ninety percent (90%) of "Accrued interest receivable"; (iv) ninety eighty percent (9080%) of "Securities the sum of (A) Mortgage- backed securities held to maturity" provided that such securities are tax-exempt investments for the Borrowers", including GNMA(B) "Accounts receivable and mortgage servicing advances", FNMA and FHLMC mortgage-backed securities, collateralized mortgage obligations that are backed by GNMA, FNMA or FHLMC mortgage(C) "Mortgage-backed securities and are rated AAA by Standard & Poor's Corporation and by Moodx'x Xxxestors Service, and securities issued by the United States Treasury or an agency of the United States Governmentavailable for sale"; (v) eighty percent (80%) of "prepaid and other assets" (excluding investment in any Subsidiary of either Borrower) and mortgage-backed securities that are not tax-exempt and rated AAA by Standard & Poor's Corporation and by Moodx'x Xxxestors Service (including collateralized mortgage obligationsSubsidiaries); (vi) fifty percent (50%) of the sum of (A) "Property, leasehold improvements and equipment" and (B) "Real estate held for sale"; (vii) sixty-five percent (65%) of "interest only securities"; and (viii) one percent (1.0%) of the principal amount of Mortgage Loans owned by Persons not affiliated with DFC or DMC or any of their Affiliates (unless covered by a Permitted Affiliate Servicing Agreement) for which DFC or DMC owns the direct servicing rights (excluding subservicing); and (ix) eighty percent (80%) of "loans receivable"rights. All quoted terms used in the preceding sentence shall have the same meanings, and shall continue to be calculated and classified in the same manner, as the terms used in the statement of financial condition balance sheet of DFC and its consolidated Subsidiaries referred to in Section 4.4(a).

Total Liabilities. Permit DFC FFCC on a consolidated basis (excluding any Subsidiaries that are not primarily engaged primarily in the business of mortgage banking as reasonably determined by the Agent) to incur Total Liabilities in excess of the sum of (i) one one-hundred percent (100%) of "CashACash" or "Cash Acash equivalents"; (ii) ninety-five percent (95%) of the sum of "Mortgage (A) AMortgage Loans held for sale", "Mortgage" and (B) AMortgage-backed securities held for trading" (but excluding "interest only securities" included therein), and "Securities available for sale"; (iii) ninety percent (90%) of "Accrued interest receivable"; (iv) ninety eighty percent (9080%) of "Securities the sum of (A) Mortgage-backed securities held to maturity" provided that such securities are tax-exempt investments for the Borrowers, including GNMA, FNMA and FHLMC mortgage-backed securities, collateralized mortgage obligations that are backed by GNMA, FNMA or FHLMC mortgage-backed securities and are rated AAA by Standard & Poor's Corporation and by Moodx'x Xxxestors Service", and securities issued by the United States Treasury or an agency of the United States Government(B) AAccounts receivable and mortgage servicing advances"; (v) eighty percent (80%) of "prepaid and other assets" (excluding investment in any Subsidiary of either Borrower) and mortgage-backed securities that are not tax-exempt and rated AAA by Standard & Poor's Corporation and by Moodx'x Xxxestors Service (including collateralized mortgage obligationsSubsidiaries); (vi) fifty percent (50%) of the sum of (A) "PropertyAProperty, leasehold improvements and equipment" and (B) "Real AReal estate held for sale"; (vii) sixty-five fifty percent (6550%) of "Excess servicing fees receivable" (or if excess servicing fees receivable are recharacterized as "interest only securities"" on the consolidated and consolidating balance sheet of FFCC and its consolidated Subsidiaries, then fifty percent (50%) of the amount of such securities reflected on FFCC=s consolidated balance sheet); and (viii) one percent (1.0%) % of the principal amount of Mortgage Loans owned by Persons not affiliated with DFC FFCC or DMC or any of their Affiliates (unless covered by a Permitted Affiliate Servicing Agreement) for which DFC FFCC or DMC owns the direct servicing rights (excluding subservicing); and (ix) eighty percent (80%) of "loans receivable"rights. All quoted terms used in the preceding sentence shall have the same meanings, and shall continue to be calculated and classified in the same manner, as the terms used in the statement balance sheet of financial condition of DFC FFCC and its consolidated Subsidiaries referred to in Section 4.4(a)." (i) Section 5.3(b) of the Credit Agreement shall be amended to read as follows:

Total Liabilities. Permit DFC on a consolidated basis (excluding any Subsidiaries that are not primarily engaged primarily in the business of mortgage banking as reasonably determined by the Agent) to incur Total Liabilities in excess of the sum of (i) one hundred percent (100%) of "Cash" or "Cash equivalents"; (ii) ninety-five percent (95%) of the sum of (A) "Mortgage Loans held for sale", (B) "Mortgage-backed securities held for trading" (but excluding "interest only securities" included therein), and (C) "Securities U.S. Treasury & Other AAA Rated Investments that are held to maturity or available for sale"; (iii) ninety percent (90%) of "Accrued interest receivable"; (iv) ninety eighty percent (9080%) of the sum of (A) "Securities Mortgage-backed securities held to maturity" provided that such securities are tax-exempt investments for the Borrowers", including GNMA(B) "Accounts receivable and mortgage servicing advances", FNMA and FHLMC mortgage-backed securities, collateralized mortgage obligations that are backed by GNMA, FNMA or FHLMC mortgage(C) "Mortgage-backed securities and are rated AAA by Standard & Poor's Corporation and by Moodx'x Xxxestors Service, and securities issued by the United States Treasury or an agency of the United States Governmentavailable for sale"; (v) eighty percent (80%) of "prepaid and other assets" (excluding investment in any Subsidiary of either Borrower) and mortgage-backed securities that are not tax-exempt and rated AAA by Standard & Poor's Corporation and by Moodx'x Xxxestors Service (including collateralized mortgage obligationsSubsidiaries); (vi) fifty percent (50%) of the sum of (A) "Property, leasehold improvements and equipment" and (B) "Real estate held for sale"; (vii) sixty-five percent (65%) of "interest only securities"; and (viii) one percent (1.0%) of the principal amount of Mortgage Loans owned by Persons not affiliated with DFC or DMC or any of their Affiliates (unless covered by a Permitted Affiliate Servicing Agreement) for which DFC or DMC owns the direct servicing rights (excluding subservicing); and (ix) eighty percent (80%) of "loans receivable"rights. All quoted terms used in the preceding sentence shall have the same meanings, and shall continue to be calculated and classified in the same manner, as the terms used in the statement of financial condition balance sheet of DFC and its consolidated Subsidiaries referred to in Section 4.4(a).