0001104659-14-012633 Sample Contracts

MASTER REPURCHASE AGREEMENT Dated as of February 18, 2014 Between: THE ROYAL BANK OF SCOTLAND PLC, as Buyer, PENNYMAC CORP., as a Seller, PENNYMAC HOLDINGS, LLC, as a Seller, and PENNYMAC OPERATING PARTNERSHIP, L.P., as a Seller
Master Repurchase Agreement • February 24th, 2014 • PennyMac Mortgage Investment Trust • Real estate investment trusts • New York

MASTER REPURCHASE AGREEMENT, dated as of February 18, 2014, among PennyMac Corp., a Delaware corporation, as seller (“PMC” or “Seller”), PennyMac Holdings, LLC, a Delaware limited liability company (“PMH” or “Seller”), PennyMac Operating Partnership, L.P. (“POP” or “Seller”, and together with PMC and PMH, the “Sellers”) and The Royal Bank of Scotland plc (“Buyer”).

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Guaranty • February 24th, 2014 • PennyMac Mortgage Investment Trust • Real estate investment trusts • New York

GUARANTY, dated as of February 18, 2014 (as amended, supplemented, or otherwise modified from time to time, this “Guaranty”), is made by PennyMac Mortgage Investment Trust (together with its successors and permitted assigns, “Guarantor”), in favor of The Royal Bank of Scotland plc (“RBS” or “Buyer”, which term shall include RBS’s successors and assigns, and any buyer for whom any Buyer acts as agent pursuant to the Repurchase Agreement) pursuant to the Repurchase Agreement (as defined below).

AMENDMENT NO. 6 TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT
Master Repurchase Agreement • February 24th, 2014 • PennyMac Mortgage Investment Trust • Real estate investment trusts • New York

Amendment No. 6, dated as of February 21, 2014 (this “Amendment”), among Credit Suisse First Boston Mortgage Capital LLC (the “Buyer”), PennyMac Corp. (the “Seller”) PennyMac Mortgage Investment Trust and PennyMac Operating Partnership, L.P. (each, a “Guarantor” and collectively, the “Guarantors”).

AMENDMENT NO. 11 TO MASTER REPURCHASE AGREEMENT
Master Repurchase Agreement • February 24th, 2014 • PennyMac Mortgage Investment Trust • Real estate investment trusts • New York

Amendment No. 11, dated as of February 21, 2014 (this “Amendment”), among Credit Suisse First Boston Mortgage Capital LLC (the “Buyer”), PennyMac Holdings, LLC (“PennyMac Holdings”), PennyMac Operating Partnership, L.P., in its capacity as a seller (“POP” and together with PennyMac Holdings, the “Sellers”) and PennyMac Mortgage Investment Trust and PennyMac Operating Partnership, L.P. (each, a “Guarantor” and collectively, the “Guarantors”).

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