New Residential Investment Corp. Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 17th, 2023 • Rithm Capital Corp. • Real estate investment trusts • Delaware

WHEREAS, it is essential to the Company to retain and attract as directors and officers the most capable persons available;

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THIRD AMENDED AND RESTATED INDENTURE NRZ ADVANCE RECEIVABLES TRUST 2015-ON1, as Issuer and DEUTSCHE BANK NATIONAL TRUST COMPANY, as Indenture Trustee, Calculation Agent, Paying Agent and Securities Intermediary and HLSS HOLDINGS, LLC, as Administrator...
Indenture • July 26th, 2019 • New Residential Investment Corp. • Real estate investment trusts • New York

This THIRD AMENDED AND RESTATED INDENTURE (as amended, supplemented, restated, or otherwise modified from time to time, the “Indenture”), is made and entered into as of July 25, 2019 (the “Effective Date”), by and among NRZ ADVANCE RECEIVABLES TRUST 2015-ON1, a statutory trust organized under the laws of the State of Delaware (the “Issuer”), DEUTSCHE BANK NATIONAL TRUST COMPANY, a national banking association, in its capacity as Indenture Trustee (the “Indenture Trustee”), and as Calculation Agent, Paying Agent and Securities Intermediary (in each case, as defined below), HLSS HOLDINGS, LLC, a limited liability company organized under the laws of the State of Delaware (“HLSS”), NEW RESIDENTIAL MORTGAGE LLC, a limited liability company organized under the laws of the State of Delaware (“NRM”), NEWREZ LLC d/b/a SHELLPOINT MORTGAGE SERVICING, a limited liability company organized under the laws of the State of Delaware (“Shellpoint”), PHH MORTGAGE CORPORATION, a New Jersey corporation (“P

AGREEMENT AND PLAN OF MERGER Dated as of February 22, 2015 among HOME LOAN SERVICING SOLUTIONS, LTD., NEW RESIDENTIAL INVESTMENT CORP. and HEXAGON MERGER SUB, LTD.
Merger Agreement • February 24th, 2015 • New Residential Investment Corp. • Real estate investment trusts • Delaware

AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of February 22, 2015, by and among Home Loan Servicing Solutions, Ltd., a Cayman Islands exempted company (the “Company”), New Residential Investment Corp., a Delaware corporation (“Parent”), and Hexagon Merger Sub, Ltd., a Cayman Islands exempted company and a wholly owned Subsidiary of Parent (“Merger Sub”).

AMENDED AND RESTATED RECEIVABLES POOLING AGREEMENT between NRZ SERVICER ADVANCE FACILITY TRANSFEROR BC, LLC (Depositor) and NRZ SERVICER ADVANCE RECEIVABLES TRUST BC (Issuer) and consented to by BARCLAYS BANK PLC and SHEFFIELD RECEIVABLES CORPORATION...
Receivables Pooling Agreement • December 23rd, 2013 • New Residential Investment Corp. • Real estate investment trusts • New York

This AMENDED AND RESTATED RECEIVABLES POOLING AGREEMENT (as it may be amended, supplemented, restated or otherwise modified from time to time, this “Agreement”) is made as of December 17, 2013 (the “Effective Date”), by and between NRZ SERVICER ADVANCE FACILITY TRANSFEROR BC, LLC (f/k/a NATIONSTAR SERVICER ADVANCE FACILITY TRANSFEROR, LLC 2013-BC), a limited liability company organized under the laws of the State of Delaware (the “Depositor”), and NRZ SERVICER ADVANCE RECEIVABLES TRUST BC (f/k/a NATIONSTAR SERVICER ADVANCE RECEIVABLES TRUST 2013-BC), a statutory trust organized under the laws of Delaware (the “Issuer”), and is consented to by 100% of the Noteholders and the Administrative Agent.

THIRD AMENDED AND RESTATED MANAGEMENT AND ADVISORY AGREEMENT dated as of May 7, 2015 among NEW RESIDENTIAL INVESTMENT CORP. and FIG LLC
Management and Advisory Agreement • May 11th, 2015 • New Residential Investment Corp. • Real estate investment trusts • New York

THIS THIRD AMENDED AND RESTATED MANAGEMENT AND ADVISORY AGREEMENT, is made as of May 7, 2015 (the “Agreement”) by and among NEW RESIDENTIAL INVESTMENT CORP., a Delaware corporation (the “Company”), and FIG LLC, a Delaware limited liability company (together with its permitted assignees, the “Manager”).

UNDERWRITING AGREEMENT
Underwriting Agreement • April 19th, 2021 • New Residential Investment Corp. • Real estate investment trusts • New York
RECEIVABLES SALE AGREEMENT
Receivables Sale Agreement • November 5th, 2015 • New Residential Investment Corp. • Real estate investment trusts • New York

This Assignment of Advance Receivables (this “Assignment”) is a schedule to and is hereby incorporated by this reference into a certain Receivables Sale Agreement (the “Agreement”), dated as of August 28, 2015, by and among Ocwen Loan Servicing, LLC, a Delaware limited liability company, as initial receivables seller (prior to the respective MSR Transfer Dates), as subservicer (on and after the respective MSR Transfer Dates) and as servicer (prior to the respective MSR Transfer Dates) (“OLS”), HLSS Holdings, LLC, a Delaware limited liability company, as receivables seller and as servicer (on and after the respective MSR Transfer Dates) (“HLSS”), and NRZ Advance Facility Transferor 2015-ON1 LLC, a Delaware limited liability company (the “Depositor”). All capitalized terms used herein shall have the meanings set forth in, or referred to in, the Agreement.

SALE SUPPLEMENT (First Tennessee) dated as of December 17, 2013 between NATIONSTAR MORTGAGE LLC, as Seller, and ADVANCE PURCHASER LLC, as Purchaser
Sale Supplement • December 23rd, 2013 • New Residential Investment Corp. • Real estate investment trusts

This Sale Supplement (First Tennessee), dated as of December 17, 2013 (this “Sale Supplement”), is between Nationstar Mortgage LLC, a Delaware limited liability company (“Seller”), and Advance Purchaser LLC, a Delaware limited liability company (“Purchaser”):

COOPERATIVE BROKERAGE AGREEMENT
Cooperative Brokerage Agreement • November 1st, 2017 • New Residential Investment Corp. • Real estate investment trusts • New York

This COOPERATIVE BROKERAGE AGREEMENT (this “Agreement”), dated as of August 28, 2017, is by and among REALHome Services and Solutions, Inc., a Florida corporation (“RHSS, Inc.”), REALHome Services and Solutions – CT, Inc., a Connecticut corporation (“RHSS CT”), and New Residential Sales Corp., a Delaware Corporation (“NRZ Brokerage”) (each of RHSS (as defined herein) and NRZ Brokerage being a “Party,” and together the “Parties”).

Shares NEW RESIDENTIAL INVESTMENT CORP. (a Delaware corporation) Common Stock $0.01 par value UNDERWRITING AGREEMENT
Underwriting Agreement • April 24th, 2014 • New Residential Investment Corp. • Real estate investment trusts • New York
AMENDMENT NO. 6 TO ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • October 29th, 2019 • New Residential Investment Corp. • Real estate investment trusts

This Amendment No. 6 to Asset Purchase Agreement (this “Amendment”) is made and entered into as of September 9, 2019 (the “Effective Date”) by and among Ditech Holding Corporation, a Maryland corporation (the “Company”), Ditech Financial LLC, a Delaware limited liability company (“Financial” and together with the Company, the “Sellers” and each a “Seller”), and New Residential Investment Corp., a Delaware corporation (the “Buyer”).

SUBSERVICING AGREEMENT
Subservicing Agreement • October 30th, 2018 • New Residential Investment Corp. • Real estate investment trusts • New York

THIS SUBSERVICING AGREEMENT (this “Agreement”), dated as of August 17, 2018, (the “Effective Date”), is by and between New Penn Financial, LLC d/b/a Shellpoint Mortgage Servicing (the “Owner/Servicer”), having an office at 55 Beattie Pl., Suite 500, Greenville, South Carolina 29601, and Ocwen Loan Servicing, LLC (the “Subservicer”), having an office at 1661 Worthington Road, Suite 100, West Palm Beach, FL 33409.

INDENTURE Dated as of March 19, 2024 between RITHM CAPITAL CORP., as Issuer, and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee 8.000% Senior Notes due 2029
Indenture • March 19th, 2024 • Rithm Capital Corp. • Real estate investment trusts • New York

INDENTURE dated as of March 19, 2024 (this “Indenture”) between RITHM CAPITAL CORP., a Delaware corporation (the “Company”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, as Trustee (the “Trustee”).

VOTING AGREEMENT
Voting Agreement • July 24th, 2023 • Rithm Capital Corp. • Real estate investment trusts • Delaware

This VOTING AGREEMENT (this “Agreement”) is made and entered into as of July 23, 2023, by and between Rithm Capital Corp., a Delaware corporation (“Parent”), and Peter Wallach and Peter Wallach April 2022 GRAT (other than Parent, collectively, the “Stockholder”), each a stockholder of Sculptor Capital Management, Inc., a Delaware corporation (the “Company”), and/or a unitholder of the Operating Partnerships (as defined below).

SECOND AMENDED AND RESTATED RECEIVABLES POOLING AGREEMENT
Receivables Pooling Agreement • August 10th, 2015 • New Residential Investment Corp. • Real estate investment trusts • New York
RECEIVABLES SALE AGREEMENT NATIONSTAR MORTGAGE LLC, as initial Receivables Seller (prior to the respective MSR Transfer Dates), as a Subservicer (on and after the respective MSR Transfer Dates) and as Servicer (prior to the respective MSR Transfer...
Receivables Sale Agreement • April 7th, 2014 • New Residential Investment Corp. • Real estate investment trusts • New York

This RECEIVABLES SALE AGREEMENT (as it may be amended, supplemented, restated or otherwise modified from time to time, this “Agreement”) is made as of March 18, 2014 (the “Closing Date”), by and among Nationstar Mortgage LLC, a limited liability company organized under the laws of the State of Delaware (“Nationstar”), as initial receivables seller (prior to the respective MSR Transfer Dates), as a subservicer (on and after the respective MSR Transfer Dates) and as servicer (prior to the respective MSR Transfer Dates), Advance Purchaser LLC, a limited liability company organized under the laws of the State of Delaware (“Advance Purchaser”), as receivables seller and as servicer (on and after the respective MSR Transfer Dates), and New Residential Advance Depositor LLC, a limited liability company organized under the laws of the State of Delaware, as depositor (the “Depositor”).

David Zeiden
Employment Agreement • August 12th, 2024 • Rithm Capital Corp. • Real estate investment trusts
DISTRIBUTION AGREEMENT
Distribution Agreement • July 30th, 2018 • New Residential Investment Corp. • Real estate investment trusts • New York

New Residential Investment Corp., a Delaware corporation (the “Company”), confirms its agreement with each of Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), Barclays Capital Inc., BTIG, LLC and Raymond James & Associates, Inc., as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (each an “Agent” or collectively, the “Agents”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of Common Stock, par value $0.01 per share (the “Common Stock”), of the Company, having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $500,000,000 (the “Maximum Amount”) on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.

AMENDMENT NO. 1
Transfer Agreement • May 1st, 2018 • New Residential Investment Corp. • Real estate investment trusts • New York

WHEREAS, Seller, Purchaser, Ocwen Parent and Purchaser Parent are parties to that certain Transfer Agreement, dated as of July 23, 2017 (as amended or modified prior to the Amendment Effective Date, the “Transfer Agreement”);

UNDERWRITING AGREEMENT
Underwriting Agreement • February 22nd, 2019 • New Residential Investment Corp. • Real estate investment trusts • New York

We refer to the proposed Underwriting Agreement (the “Underwriting Agreement”) among New Residential Investment Corp., a Delaware corporation (the “Company”), the Selling Stockholder listed on Schedule A thereto, and Morgan Stanley & Co. LLC, Credit Suisse Securities (USA) LLC and J.P. Morgan Securities LLC and each of the other Underwriters named therein (collectively, the “Underwriters”), relating to the underwritten public offering (the “Offering”) of common stock, $0.01 par value per share (the “Common Stock”), of the Company.

AMENDMENT NO. 8 TO ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • October 29th, 2019 • New Residential Investment Corp. • Real estate investment trusts

This Amendment No. 8 to Asset Purchase Agreement (this “Amendment”) is made and entered into as of September 30, 2019 (the “Effective Date”) by and among Ditech Holding Corporation, a Maryland corporation (the “Company”), Ditech Financial LLC, a Delaware limited liability company (“Financial” and together with the Company, the “Sellers” and each a “Seller”), and New Residential Investment Corp., a Delaware corporation (the “Buyer”).

NRZ SERVICER ADVANCE RECEIVABLES TRUST CS, as Issuer and WELLS FARGO BANK, N.A., as Indenture Trustee, Calculation Agent, Paying Agent and Securities Intermediary and NATIONSTAR MORTGAGE LLC, as Subservicer and as Servicer (prior to the respective MSR...
Amended and Restated Indenture Supplement • December 23rd, 2013 • New Residential Investment Corp. • Real estate investment trusts • New York

THIS AMENDED AND RESTATED SERIES 2013-VF2 INDENTURE SUPPLEMENT (this “Indenture Supplement”), dated as of December 17, 2013, is made by and among NRZ SERVICER ADVANCE RECEIVABLES TRUST CS, a statutory trust organized under the laws of the State of Delaware (the “Issuer”), WELLS FARGO BANK, N.A., a national banking association, as trustee (the “Indenture Trustee”), as calculation agent (the “Calculation Agent”), as paying agent (the “Paying Agent”) and as securities intermediary (the “Securities Intermediary”), ADVANCE PURCHASER LLC, a limited liability company under the laws of the State of Delaware (“Advance Purchaser”), as Administrator on behalf of the Issuer, as owner of the rights associated with the servicing rights under the Designated Servicing Agreements, and, from and after the respective MSR Transfer Dates for each Designated Servicing Agreement, as servicer under such Designated Servicing Agreement, NATIONSTAR MORTGAGE LLC, a limited liability company organized in the State

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SEPARATION AND DISTRIBUTION AGREEMENT by and between NEWCASTLE INVESTMENT CORP. and NEW RESIDENTIAL INVESTMENT CORP. dated as of April 26, 2013
Separation and Distribution Agreement • April 29th, 2013 • New Residential Investment Corp. • Real estate investment trusts • New York

This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”) is entered into as of April 26, 2013, by and between Newcastle Investment Corp., a Maryland corporation (“Newcastle”), and New Residential Investment Corp., a Delaware corporation and a direct, wholly owned subsidiary of Newcastle (“New Residential”). Newcastle and New Residential are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the respective meanings set forth in Section 1.1.

AMENDMENT NUMBER TWO Subservicing Agreement by and between NEW RESIDENTIAL MORTGAGE LLC and PHH MORTGAGE CORPORATION (as successor by merger to OCWEN LOAN SERVICING, LLC)
Subservicing Agreement • October 29th, 2020 • New Residential Investment Corp. • Real estate investment trusts • New York

This AMENDMENT NUMBER TWO is made this 5th day of October, 2020, by and between PHH MORTGAGE CORPORATION (as successor by merger to Ocwen Loan Servicing, LLC), as subservicer (the “Subservicer”), and NEW RESIDENTIAL MORTGAGE LLC, as owner/servicer (the “Owner/Servicer”), to that certain Subservicing Agreement, dated as of July 23, 2017 (the “Agreement”), by and between the Subservicer and the Owner/Servicer.

NRZ SERVICER ADVANCE RECEIVABLES TRUST BC, as Issuer and WELLS FARGO BANK, N.A., as Indenture Trustee, Calculation Agent, Paying Agent and Securities Intermediary and NATIONSTAR MORTGAGE LLC, as a Subservicer and as Servicer (prior to the respective...
Amended and Restated Indenture Supplement • December 23rd, 2013 • New Residential Investment Corp. • Real estate investment trusts • Maryland

This AMENDED AND RESTATED SERIES 2013-VF1 INDENTURE SUPPLEMENT (this “Indenture Supplement”), dated as of December 17, 2013, is made by and among NRZ SERVICER ADVANCE RECEIVABLES TRUST BC, a statutory trust organized under the laws of the State of Delaware (the “Issuer”), WELLS FARGO BANK, N.A., a national banking association, as trustee (the “Indenture Trustee”), as calculation agent (the “Calculation Agent”), as paying agent (the “Paying Agent”) and as securities intermediary (the “Securities Intermediary”), ADVANCE PURCHASER LLC, a limited liability company under the laws of the State of Delaware (“Advance Purchaser”), as Administrator on behalf of the Issuer, as owner of the rights associated with the servicing rights under the Designated Servicing Agreements, and, from and after the respective MSR Transfer Dates for each Designated Servicing Agreement, as servicer under such Designated Servicing Agreement, NATIONSTAR MORTGAGE LLC, a limited liability company organized in the State

AMENDMENT NUMBER ONE New RMSR Agreement dated as of August 17, 2018 by and among NEW RESIDENTIAL MORTGAGE LLC HLSS HOLDINGS, LLC HLSS MSR - EBO ACQUISITION LLC and OCWEN LOAN SERVICING, LLC
New RMSR Agreement • October 30th, 2018 • New Residential Investment Corp. • Real estate investment trusts • New York

This AMENDMENT NUMBER ONE is made this 17th day of August, 2018, by and between OCWEN LOAN SERVICING, LLC, as seller (the “Seller”), HLSS HOLDINGS, LLC (“Holdings”), HLSS MSR – EBO ACQUISITION LLC, (“MSR – EBO” and together with Holdings, the “Purchasers”) and NEW RESIDENTIAL MORTGAGE LLC (“NRM”), to that certain New RMSR Agreement, dated as of January 18, 2018 (the “Agreement”), by and among the Seller, the Purchasers and NRM.

MASTER AGREEMENT dated as of July 23, 2017 by and among: OCWEN LOAN SERVICING, LLC, HLSS HOLDINGS, LLC, HLSS MSR – EBO ACQUISITION LLC, and NEW RESIDENTIAL MORTGAGE LLC
Master Agreement • November 1st, 2017 • New Residential Investment Corp. • Real estate investment trusts • New York

Reference is made to that certain Master Agreement (as amended, restated, supplemented or otherwise modified from time to time, the “Master Agreement”) dated as of July 23, 2017 by and among Ocwen Loan Servicing, LLC, as seller (“Ocwen”), HLSS Holdings, LLC, as a purchaser (“Holdings”), HLSS MSR – EBO Acquisition LLC, as a purchaser (“MSR – EBO”) and New Residential Mortgage LLC. Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Master Agreement.

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 10th, 2015 • New Residential Investment Corp. • Real estate investment trusts • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 6th day of April, 2015, by and between New Residential Investment Corp., a Delaware corporation (the “Company”) and Home Loan Servicing Solutions, Ltd., a Cayman Islands exempted company (the “Holder”).

TERMINATION AGREEMENT
Termination Agreement • April 10th, 2015 • New Residential Investment Corp. • Real estate investment trusts • Delaware

This TERMINATION AGREEMENT (this “Termination Agreement”), dated as of April 6, 2015 (the “Termination Date”), is by and among Home Loan Servicing Solutions, Ltd., a Cayman Islands exempted company (the “Company”), New Residential Investment Corp., a Delaware corporation (“Parent”), and Hexagon Merger Sub, Ltd., a Cayman Islands exempted company and a wholly owned Subsidiary of Parent (“Merger Sub” and together with Parent, the “Parent Parties”). All capitalized terms used and not defined herein shall have the meanings ascribed to them in the Merger Agreement.

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • August 12th, 2024 • Rithm Capital Corp. • Real estate investment trusts

This First Amendment to the Employment Agreement (“Agreement”) by and between Rithm Capital Corp. (f/k/a/ New Residential Investment Corp.) (the “Company”) and Michael Nierenberg (the “Executive”).

LETTER AGREEMENT
Letter Agreement • November 1st, 2017 • New Residential Investment Corp. • Real estate investment trusts • New York

This LETTER AGREEMENT (this “AGREEMENT”), entered into on this August 28, 2017, is by and among NEW RESIDENTIAL INVESTMENT CORP., a Delaware corporation (“NEW RESIDENTIAL”), NEW RESIDENTIAL MORTGAGE LLC, a Delaware limited liability company (“NRM”), in each case, whose principal address is 1345 Avenue of the Americas, 45th Floor, New York, NY 10105, REALHOME SERVICES AND SOLUTIONS, INC., a Florida corporation, (“RHSS”), whose principal address is 1000 NE Abernathy Road, Atlanta, GA 30348, REALHOME SERVICES AND SOLUTIONS - CT, INC., a Connecticut corporation (“RHSSCT”), whose principal address is 1000 NE Abernathy Road, Atlanta, GA 30348, and ALTISOURCE SOLUTIONS S.à. r.l., a Luxembourg société à responsabilité limitée, a private limited liability company (“ALTISOURCE”), whose principal address is 40, avenue Monterey 40, Avenue Monterey, L-2163 Luxembourg.

AMENDMENT NUMBER ONE Subservicing Agreement by and between PHH MORTGAGE CORPORATION (as successor by merger to OCWEN LOAN SERVICING, LLC) and NEW PENN FINANCIAL, LLC, D/B/A SHELLPOINT MORTGAGE SERVICING
Subservicing Agreement • October 29th, 2020 • New Residential Investment Corp. • Real estate investment trusts • New York

This AMENDMENT NUMBER ONE is made this 5th day of October, 2020, by and between PHH MORTGAGE CORPORATION (as successor by merger to OCWEN LOAN SERVICING, LLC), as subservicer (the “Subservicer”), and NEWREZ, LLC (as successor-in-interest to NEW PENN FINANCIAL, LLC) D/B/A SHELLPOINT MORTGAGE SERVICING, as owner/servicer (the “Owner/Servicer”), to that certain Subservicing Agreement, dated as of August 17, 2018 (the “Agreement”), by and between the Subservicer and the Owner/Servicer.

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF SPRINGCASTLE ACQUISITION LLC (a Delaware limited liability company) April 1, 2013
Limited Liability Company Agreement • August 20th, 2013 • New Residential Investment Corp. • Real estate investment trusts • Delaware

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF SPRINGCASTLE ACQUISITION LLC (the “Company”) dated as of April 1, 2013, by NRZ Consumer LLC, a Delaware limited liability company (“NRZ”), BTO Willow Holdings, L.P., a Delaware limited partnership (“Blackstone”), and Springleaf Acquisition Corporation, a Delaware corporation (“Springleaf” and together with NRZ and Blackstone, the “Members”).

AMENDMENT NUMBER ONE Subservicing Agreement dated as of August 17, 2018 by and between NEW RESIDENTIAL MORTGAGE LLC and OCWEN LOAN SERVICING, LLC
Subservicing Agreement • October 30th, 2018 • New Residential Investment Corp. • Real estate investment trusts • New York

This AMENDMENT NUMBER ONE is made this 17th day of August, 2018, by and between OCWEN LOAN SERVICING, LLC, as subservicer (the “Subservicer”), and NEW RESIDENTIAL MORTGAGE LLC, as owner/servicer (the “Owner/Servicer”), to that certain Subservicing Agreement, dated as of July 23, 2017 (the “Agreement”), by and between the Subservicer and the Owner/Servicer.

SHARE AND ASSET PURCHASE AGREEMENT Dated as of April 6, 2015 by and among HOME LOAN SERVICING SOLUTIONS, LTD., HLSS MSR-EBO ACQUISITION LLC, HLSS ADVANCES ACQUISITION CORP. and NEW RESIDENTIAL INVESTMENT CORP.
Share and Asset Purchase Agreement • April 10th, 2015 • New Residential Investment Corp. • Real estate investment trusts • Delaware

SHARE AND ASSET PURCHASE AGREEMENT (this “Agreement”), dated as of April 6, 2015, by and between Home Loan Servicing Solutions, Ltd., a Cayman Islands exempted company (the “Company”), HLSS MSR-EBO Acquisition LLC, a Delaware limited liability company (“HLSS MSR-EBO”), HLSS Advances Acquisition Corp., a Delaware corporation (“HLSS Advances” and together with HLSS MSR-EBO, the “Buyers”), and New Residential Investment Corp., a Delaware corporation (“Parent”, and together with the Buyers, the “Buyer Parties”).

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