Exhibit 10.1
Wachovia Bank, N.A.
000 X. Xxxxxxx Xx. XX0000
Xxxxxxxxx, XX 00000
August 17, 2007
NovaStar Mortgage, Inc.
NovaStar Certificates Financing LLC
NovaStar Certificates Financing Corporation
NFI Repurchase Corporation
NMI Repurchase Corporation
NMI Property Financing, Inc.
HomeView Lending, Inc.
NovaStar Financial, Inc.
NFI Holding Corporation
0000 Xxxx Xxxxxxx,
Xxxxx 000
Xxxxxx Xxxx, Xxxxxxxx 00000
Re: Master Repurchase Agreements Waiver
Reference is made to those certain Master Repurchase Agreements listed on
Schedule I attached hereto (the "Agreements"). Capitalized terms used in this
letter without definition have the meanings ascribed to them in the Agreements.
Each Seller and Buyer hereby acknowledges that Xxxxx'x Investors Service
will downgrade the servicer quality rating of NovaStar Mortgage, Inc. ("NMI") to
SQ4+ from SQ3+ as a primary servicer of subprime residential mortgage loans.
Each Buyer hereby waives, for a period ending on November 1, 2007, any breach
and/or any Event of Default that would otherwise arise as a result of the
downgrade of NMI's servicer rating under the Agreements.
The parties hereto acknowledge and agree that the provisions of the
Agreements remain in full force and effect and that, except with respect to
those expressly waived herein, the execution of this waiver letter by each Buyer
does not operate as a waiver of any of its rights, powers, or privileges under
the Agreements or under any of the other related documents, including without
limitation any future breaches of, or Defaults or Events of Default under, the
Agreements.
This letter agreement constitutes the entire agreement relating to the
subject matter hereof between the parties hereto and supersedes any prior oral
or written agreement between the parties hereto.
This letter agreement shall be construed in accordance with the laws of the
State of New York, and the obligations, rights and remedies of the parties
hereunder shall be determined in accordance with the laws of the State of New
York except to the extent preempted by federal law.
This letter agreement may be executed in any number of counterparts, each
of which (including any copy hereof delivered by facsimile) shall constitute one
and the same original instrument, and either party hereto may execute this
letter agreement by signing any such counterpart.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
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Please confirm that the foregoing specifies the terms of our agreement by
signing and returning the enclosed copy of this letter agreement to Thacher,
Xxxxxxx & Xxxx, Two World Financial Center, Xxx Xxxx ,XX 00000.
Very truly yours,
Wachovia Bank, N.A.,
as Buyer
By: /s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Vice President
Wachovia Capital Markets, LLC,
as Buyer
By: /s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Vice President
Wachovia Investment Holdings, LLC,
as Buyer
By: /s/ Xxxxx Xxxxxx
--------------------------------------
Name: Xxxxx Xxxxxx
Title: Vice President
Acknowledged and Agreed:
NovaStar Mortgage, Inc., as Seller and Guarantor
By: /s/ Xxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxxx
Title: Vice President, Treasurer and Controller
NovaStar Certificates Financing LLC, as Seller
By: /s/ Xxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxxx
Title: Vice President, Treasurer and Controller
3
NovaStar Certificates Financing Corporation, as Seller
By: /s/ Xxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxxx
Title: Vice President, Treasurer and Controller
NFI Repurchase Corporation, as Seller
By: /s/ Xxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxxx
Title: Vice President, Treasurer and Controller
NMI Repurchase Corporation, as Seller
By: /s/ Xxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxxx
Title: Vice President, Treasurer and Controller
NMI Property Financing, Inc., as Seller
By: /s/ Xxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxxx
Title: Vice President, Treasurer and Controller
HomeView Lending, Inc., as Seller and Guarantor
By: /s/ Xxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxxx
Title: Vice President, Treasurer and Controller
NovaStar Financial, Inc., as Seller and Guarantor
By: /s/ Xxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxxx
Title: Vice President, Treasurer and Controller
4
NFI Holding Corporation, as Seller and Guarantor
By: /s/ Xxxx X. Xxxxxxxx
--------------------------------------
Name: Xxxx X. Xxxxxxxx
Title: Vice President, Treasurer and Controller
5
SCHEDULE I
1. Master Repurchase Agreement (2007 Residual Securities) dated as of April 18,
2007 (the "Residual Securities Agreement"), among Wachovia Bank, National
Association, Wachovia Capital Markets LLC, NovaStar Mortgage, Inc., NovaStar
Certificates Financing LLC, and NovaStar Certificates Financing Corp.
2. Master Repurchase Agreement (2007 Servicing Rights) dated as of April 25,
2007 (the "Servicing Rights Agreement"), among Wachovia Bank, National
Association and NovaStar Mortgage, Inc..
3. Mater Repurchase Agreement (2007 Whole Loan) dated as of May 9, 2007 (the
"Whole Loan Agreement"), among Wachovia Bank, National Association, NFI
Repurchase Corporation, NMI Repurchase Corporation, NMI Property Financing,
Inc., HomeView Lending, Inc, NovaStar Financial Inc., NFI Holding Corporation
and NovaStar Mortgage Inc.
4. Master Repurchase Agreement (2007 Non-investment Grade) dated as of May 31,
2007 (the "Non-Investment Grade Securities Agreement"), among Wachovia
Investment Holdings, LLC, Wachovia Capital Markets LLC, NovaStar Mortgage, Inc.,
NovaStar Certificates Financing LLC, and NovaStar Certificates Financing Corp.
5. Master Repurchase Agreement (2007 Investment Grade) dated as of May 31, 2007
(the "Investment Grade Securities Agreement"), among Wachovia Bank, National
Association, Wachovia Capital Markets LLC, NovaStar Mortgage, Inc., NovaStar
Certificates Financing LLC, and NovaStar Certificates Financing Corp.
6. Master Repurchase Agreement (New York) dated as of July 6, 2007 (the "NY
Agreement") between Wachovia Bank, National Association and NovaStar Mortgage,
Inc.
