0001040719-18-000023 Sample Contracts

CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC,
Ditech Agency • June 6th, 2018 • DITECH HOLDING Corp • Mortgage bankers & loan correspondents • New York

This Amendment No. 1 to the Indenture Supplement (as defined below), dated as of April 20, 2018 (this “Amendment”), by and among Ditech Agency Advance Trust, as issuer (the “Issuer”), Wells Fargo Bank, N.A. (“Wells Fargo”), as indenture trustee (in such capacity, the “Indenture Trustee”), as calculation agent (in such capacity, the “Calculation Agent”), as paying agent (in such capacity, the “Paying Agent”) and as securities intermediary (in such capacity, the “Securities Intermediary”), Ditech Financial LLC (“Ditech”), as administrator (in such capacity, the “Administrator”) and as servicer (in such capacity, the “Servicer”), and Credit Suisse First Boston Mortgage Capital LLC, as administrative agent (the “Administrative Agent”), and consented to by Credit Suisse AG, New York Branch (“CS New York”), as noteholder of a Series 2018-VF1 Note on behalf of the CS Purchaser Group (the “CS Noteholder”) and Barclays Bank PLC (“Barclays”), as noteholder of a Series 2018-VF1 Note on behalf of

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CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC,
DITECH HOLDING Corp • June 6th, 2018 • Mortgage bankers & loan correspondents • New York

This Amendment No. 1 to the Indenture Supplement (as defined below), dated as of April 20, 2018 (this “Amendment”), by and among Ditech PLS Advance Trust II, as issuer (the “Issuer”), Wells Fargo Bank, N.A. (“Wells Fargo”), as indenture trustee (in such capacity, the “Indenture Trustee”), as calculation agent (in such capacity, the “Calculation Agent”), as paying agent (in such capacity, the “Paying Agent”) and as securities intermediary (in such capacity, the “Securities Intermediary”), Ditech Financial LLC (“Ditech”), as administrator (in such capacity, the “Administrator”) and as servicer (in such capacity, the “Servicer”), and Credit Suisse First Boston Mortgage Capital LLC, as administrative agent (the “Administrative Agent”), and consented to by Credit Suisse AG, New York Branch (“CS New York”), as noteholder of the Series 2018-VF1 Notes on behalf of the CS Purchaser Group (the “CS Noteholder”) and Barclays Bank PLC (“Barclays”), as noteholder of the Series 2018-VF1 Notes on beha

GUARANTY
Guaranty • June 6th, 2018 • DITECH HOLDING Corp • Mortgage bankers & loan correspondents • New York

This GUARANTY (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Guaranty”), dated April 23, 2018, is by Ditech Holding Corporation, a Maryland corporation (“Guarantor”).

AMENDMENT NO. 1 TO MASTER REPURCHASE AGREEMENT
Master Repurchase Agreement • June 6th, 2018 • DITECH HOLDING Corp • Mortgage bankers & loan correspondents • New York

Amendment No. 1 to Master Repurchase Agreement, dated as of May 15, 2018 (this “Amendment”), among BARCLAYS BANK PLC, as purchaser and agent (the “Purchaser”), REVERSE MORTGAGE SOLUTIONS, INC., as seller (the “Seller”), and DITECH HOLDING CORPORATION, as guarantor (the “Guarantor”).

AMENDMENT NO. 7 TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT
Master Repurchase Agreement • June 6th, 2018 • DITECH HOLDING Corp • Mortgage bankers & loan correspondents • New York

Amendment No. 7 to Amended and Restated Master Repurchase Agreement, dated as of May 15, 2018 (this “Amendment”), among CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (the “Administrative Agent”), CREDIT SUISSE AG, a company incorporated in Switzerland, acting through its CAYMAN ISLANDS BRANCH (“CS Cayman”), ALPINE SECURITIZATION LTD (“Alpine”), BARCLAYS BANK PLC (“Barclays”, and together with CS Cayman and Alpine, each, a “Buyer” and collectively, the “Buyers”), DITECH FINANCIAL LLC (the “Seller”) and DITECH HOLDING CORPORATION (formerly known as Walter Investment Management Corp.) (the “Guarantor”).

AMENDMENT NO. 8 TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT
Master Repurchase Agreement • June 6th, 2018 • DITECH HOLDING Corp • Mortgage bankers & loan correspondents • New York

Amendment No. 8 to Amended and Restated Master Repurchase Agreement, dated as of May 30, 2018 (this “Amendment”), among CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (the “Administrative Agent”), CREDIT SUISSE AG, a company incorporated in Switzerland, acting through its CAYMAN ISLANDS BRANCH (“CS Cayman”), ALPINE SECURITIZATION LTD (“Alpine”), BARCLAYS BANK PLC (“Barclays”, and together with CS Cayman and Alpine, each, a “Buyer” and collectively, the “Buyers”), DITECH FINANCIAL LLC (the “Seller”) and DITECH HOLDING CORPORATION (formerly known as Walter Investment Management Corp.) (the “Guarantor”).

AMENDMENT NO. 3 TO SECOND AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT
Master Repurchase Agreement • June 6th, 2018 • DITECH HOLDING Corp • Mortgage bankers & loan correspondents • New York

Amendment No. 3 to Second Amended and Restated Master Repurchase Agreement, dated as of May 15, 2018 (this “Amendment”), among CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (the “Administrative Agent”), CREDIT SUISSE AG, a company incorporated in Switzerland, acting through its CAYMAN ISLANDS BRANCH (“CS Cayman”), ALPINE SECURITIZATION LTD (“Alpine”), BARCLAYS BANK PLC (“Barclays”, and together with CS Cayman and Alpine, each, a “Buyer” and collectively, the “Buyers”), REVERSE MORTGAGE SOLUTIONS, INC. (the “Seller”), RMS REO CS, LLC (“CS REO Subsidiary”) and RMS REO BRC, LLC (the “Barclays REO Subsidiary” and together with Seller and CS REO Subsidiary, each a “Seller Party” and collectively, the “Seller Parties”) and DITECH HOLDING CORPORATION (formerly known as Walter Investment Management Corp.) (the “Guarantor”).

AMENDMENT NO. 4 TO SECOND AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT
Master Repurchase Agreement • June 6th, 2018 • DITECH HOLDING Corp • Mortgage bankers & loan correspondents • New York

Amendment No. 4 to Second Amended and Restated Master Repurchase Agreement, dated as of May 30, 2018 (this “Amendment”), among CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (the “Administrative Agent”), CREDIT SUISSE AG, a company incorporated in Switzerland, acting through its CAYMAN ISLANDS BRANCH (“CS Cayman”), ALPINE SECURITIZATION LTD (“Alpine”), BARCLAYS BANK PLC (“Barclays”, and together with CS Cayman and Alpine, each, a “Buyer” and collectively, the “Buyers”), REVERSE MORTGAGE SOLUTIONS, INC. (the “Seller”), RMS REO CS, LLC (“CS REO Subsidiary”) and RMS REO BRC, LLC (the “Barclays REO Subsidiary” and together with Seller and CS REO Subsidiary, each a “Seller Party” and collectively, the “Seller Parties”) and DITECH HOLDING CORPORATION (formerly known as Walter Investment Management Corp.) (the “Guarantor”).

FIRST AMENDMENT TO ACKNOWLEDGMENT AGREEMENT WITH RESPECT TO SERVICING ADVANCE RECEIVABLES
DITECH HOLDING Corp • June 6th, 2018 • Mortgage bankers & loan correspondents • New York

THIS FIRST AMENDMENT TO ACKNOWLEDGMENT AGREEMENT WITH RESPECT TO SERVICING ADVANCE RECEIVABLES (this “Amendment”), made and entered into as of the 20th day of April 2018 by and among DITECH FINANCIAL LLC, a Delaware limited liability company with its principal offices at 1100 Virginia Drive, Suite 100A. Ft. Washington, PA 19034 (the “Servicer”), DITECH AGENCY ADVANCE DEPOSITOR LLC, a Delaware limited liability company with its principal offices at 1100 Virginia Drive, Suite 100A. Ft. Washington, PA 19034 (the “Depositor”), DITECH AGENCY ADVANCE TRUST, a Delaware statutory trust, with its principal offices for purposes of the matters contemplated hereby at c/o Ditech Financial LLC, 1100 Virginia Drive, Suite 100A. Ft. Washington, PA 19034 (the “Issuer”), WELLS FARGO BANK, N.A., not in its individual capacity but solely as indenture trustee at the direction and on behalf of the Issuer, with its principal offices at 9062 Old Annapolis Road, Columbia, MD 21045-1951, Attention: Corporate Tr

AMENDMENT NO. 2 TO MASTER REPURCHASE AGREEMENT
Master Repurchase Agreement • June 6th, 2018 • DITECH HOLDING Corp • Mortgage bankers & loan correspondents • New York

Amendment No. 2 to Master Repurchase Agreement, dated as of May 30, 2018 (this “Amendment”), among BARCLAYS BANK PLC, as purchaser and agent (the “Purchaser”), REVERSE MORTGAGE SOLUTIONS, INC., as seller (the “Seller”), and DITECH HOLDING CORPORATION, as guarantor (the “Guarantor”).

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