AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT between: UBS REAL ESTATE SECURITIES INC., as Buyer and REVERSE MORTGAGE SOLUTIONS, INC., as Seller Dated as of November 1, 2012Master Repurchase Agreement • March 18th, 2013 • Walter Investment Management Corp • Mortgage bankers & loan correspondents • New York
This is an AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT (this “Agreement”), dated as of November 1, 2012, between Reverse Mortgage Solutions, Inc., a Delaware corporation (the “Seller”), and UBS Real Estate Securities Inc., a Delaware corporation (the “Buyer”). This Agreement amends and restates in its entirety that certain Master Repurchase Agreement, dated as of August 16, 2012, among Seller, Robert D. Yeary, as a guarantor, H. Marc Helm, as a guarantor, and Kevin J. Gherardi, as a guarantor and Buyer (the “Previous Master Repurchase Agreement”), which governed the purchase by the Buyer from Seller of Mortgage Loans and Agency Securities as more particularly described therein (any such Mortgage Loans or Agency Securities held by the buyer as of the Effective Date are collectively referred to herein as “Existing Purchased Assets”). As of the Effective Date, Seller and Buyer hereby agree that (i) any and all Existing Purchased Assets shall be subject to and governed by the provisio
STOCK PURCHASE AGREEMENT by and among SECURITY ONE LENDING, as the Corporation, WALTER INVESTMENT MANAGEMENT CORP., as Buyer, JAM SPECIAL OPPORTUNITIES FUND II, L.P., as Principal Seller and Sellers’ Representative, and the OTHER SELLERS LISTED ON THE...Stock Purchase Agreement • March 18th, 2013 • Walter Investment Management Corp • Mortgage bankers & loan correspondents • Delaware
THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of December 31, 2012 (the “Effective Date”), by and among WALTER INVESTMENT MANAGEMENT CORP., a Maryland corporation (“WIMC”), SECURITY ONE LENDING, a California corporation (the “Corporation”), JAM SPECIAL OPPORTUNITIES FUND II, L.P., a Delaware limited partnership (“Principal Seller”), and the stockholders listed on the signature pages hereto (the “Other Stockholder Sellers”, and together with Principal Seller, the “Sellers”).
AMENDMENT NO. 2 TO PRICING LETTERPricing Letter • March 18th, 2013 • Walter Investment Management Corp • Mortgage bankers & loan correspondents • New York
Amendment No. 2 dated as of February 11, 2013 (the “Amendment”), among UBS Real Estate Securities Inc. (the “Buyer”) and Reverse Mortgage Solutions, Inc. (the “Seller”).
ContractWalter Investment Management Corp • March 18th, 2013 • Mortgage bankers & loan correspondents
Reference is made to (i) that certain master repurchase agreement dated as of February 27, 2013 (the “MRA”), between The Royal Bank of Scotland PLC, as buyer (“Buyer”) and Reverse Mortgage Solutions, Inc., as seller (“Seller”) and (ii) that certain pricing side letter dated as of February 27, 2013 (the “Pricing Letter”), between the Buyer and the Seller. Capitalized terms used herein but not defined herein shall have the meaning ascribed to such terms in the MRA or the Pricing Letter, as applicable.
CHANGE IN TERMS AGREEMENTChange in Terms Agreement • March 18th, 2013 • Walter Investment Management Corp • Mortgage bankers & loan correspondents • Texas
THIS CHANGE IN TERMS AGREEMENT (this “Agreement”) is made and entered into effective as of February , 2013 (the “Effective Date”), and is entered into by the undersigned executing this Agreement as “Seller” and TEXAS CAPITAL BANK, NATIONAL ASSOCIATION (“Bank”).
Mortgage Selling and Servicing ContractWalter Investment Management Corp • March 18th, 2013 • Mortgage bankers & loan correspondents
This contract establishes your contractual relationship with Fannie Mae and states the terms and conditions of selling and servicing mortgages on our behalf. Your application package must include two signed originals of this form. Upon approval of your application, we will indicate the types of additional approval granted (see page 20) and return one of the executed originals for your permanent records.
UBS REAL ESTATE SECURITIES INC. Stamford, CT 06901 March 14, 2013Walter Investment Management Corp • March 18th, 2013 • Mortgage bankers & loan correspondents • New York
Reference is hereby made to (i) the Amended and Restated Master Repurchase Agreement, dated as of November 1, 2012 (as may be amended, restated, supplemented and or otherwise modified from time to time, the “Agreement”), between UBS Real Estate Securities Inc. (“Buyer”) and Reverse Mortgage Solutions, Inc. (“Seller”); (ii) the Amended and Restated Pricing Letter, dated as of November 1, 2012 (as may be amended, restated, supplemented and or otherwise modified from time to time, the “Pricing Letter”), between Buyer and Seller; and (iii) that certain Guaranty, dated as of February 19, 2013, made by Walter Investment Management Corp. (“Guarantor”) in favor of Buyer (as may be amended, restated, supplemented and or otherwise modified from time to time, the “Guaranty”). Unless otherwise defined in this letter waiver (this “Letter Waiver”), capitalized terms used herein shall have the meanings assigned to them in the Agreement.
FIRST AMENDMENT TO ADDENDUM TO MORTGAGE SELLING AND SERVICING CONTRACT (EAF Agreement)Walter Investment Management Corp • March 18th, 2013 • Mortgage bankers & loan correspondents
This First Amendment (the “First Amendment”) to that Addendum To Mortgage Selling and Servicing Contract dated effective as of July 1, 2012 (the “EAF Agreement”) by and between FANNIE MAE, a corporation organized and existing under the laws of the United States (“Fannie Mae”) and Green Tree Servicing LLC, a limited liability company organized and existing under the laws of the State of Delaware (“Servicer”), is hereby mutually agreed upon and entered into effective January 3, 2013.
December 28, 2012Walter Investment Management Corp • March 18th, 2013 • Mortgage bankers & loan correspondents
SECOND AMENDMENT TO ADDENDUM TO MORTGAGE SELLING AND SERVICING CONTRACT (EAF Agreement)Selling And • March 18th, 2013 • Walter Investment Management Corp • Mortgage bankers & loan correspondents
This Second Amendment (the “Second Amendment”) to that Addendum To Mortgage Selling and Servicing Contract dated effective as of July 1, 2012 (the “EAF Agreement”) by and between FANNIE MAE, a corporation organized and existing under the laws of the United States (“Fannie Mae”) and GREEN TREE SERVICING LLC, a limited liability company organized and existing under the laws of the State of Delaware (“Servicer”), is hereby mutually agreed upon and entered into effective January 31, 2013.
MORTGAGE SERVICING RIGHTS PURCHASE AND SALE AGREEMENT BANK OF AMERICA, NATIONAL ASSOCIATION (Seller) GREEN TREE SERVICING LLC (Purchaser) Dated and effective as of January 6, 2013Mortgage Servicing Rights Purchase and Sale Agreement • March 18th, 2013 • Walter Investment Management Corp • Mortgage bankers & loan correspondents • New York
This Mortgage Servicing Rights Purchase and Sale Agreement (the “Agreement”), dated as of January 6, 2013, is by and between GREEN TREE SERVICING LLC, a Delaware limited liability company (the “Purchaser”), with offices located at 345 St. Peter Street, 1100 Landmark Towers, St. Paul, Minnesota 55102, and BANK OF AMERICA, NATIONAL ASSOCIATION, a national banking association (the “Seller”), with offices located in 4500 Park Granada, Calabasas, California, 91302 (the Purchaser and the Seller may collectively be referred to as the “Parties,” and each as a “Party”).
AMENDMENT NO. 3 TO AMENDED AND RESTATED PRICING LETTER AND AMENDMENT NO. 1 TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENTMaster Repurchase Agreement • March 18th, 2013 • Walter Investment Management Corp • Mortgage bankers & loan correspondents • New York
Amendment No. 3 to Amended and Restated Pricing Letter (the “Pricing Letter Amendment”) and Amendment No. 1 to Amended and Restated Master Repurchase Agreement (the “Repurchase Agreement Amendment”, and together with the Pricing Letter Amendment, this “Amendment”) dated as of February 19, 2013, among UBS REAL ESTATE SECURITIES INC. (the “Buyer”) and REVERSE MORTGAGE SOLUTIONS, INC. (the “Seller”).
ContractWalter Investment Management Corp • March 18th, 2013 • Mortgage bankers & loan correspondents
Reference is made to that certain amended and restated mortgage warehouse agreement dated as of November 1, 2012 (as amended, the “Warehouse Agreement”), between Texas Capital Bank, National Association, as bank (“Bank”) and Reverse Mortgage Solutions, Inc., as seller (“Seller”). Capitalized terms used herein but not defined herein shall have the meaning ascribed to such terms in the Warehouse Agreement.
AMENDED AND RESTATED MORTGAGE WAREHOUSE AGREEMENT by and between REVERSE MORTGAGE SOLUTIONS, INC., A DELAWARE CORPORATION, and TEXAS CAPITAL BANK, NATIONAL ASSOCIATION DATED: November 1, 2012 AGREEMENT NO.:Mortgage Warehouse Agreement • March 18th, 2013 • Walter Investment Management Corp • Mortgage bankers & loan correspondents • Texas
AMENDMENT No. 2 TO CREDIT AGREEMENTCredit Agreement • March 18th, 2013 • Walter Investment Management Corp • Mortgage bankers & loan correspondents • New York
AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Agreement”), dated as of March 14, 2013, to that certain Credit Agreement, dated as of November 28, 2012 (as amended by that certain Amendment No. 1, Incremental Amendment and Joinder Agreement, dated as of January 31, 2013, and as further amended, supplemented or otherwise modified through the date hereof, the “Credit Agreement”) among WALTER INVESTMENT MANAGEMENT CORP., a Maryland corporation (the “Borrower”), the lenders from time to time party thereto and CREDIT SUISSE AG, as administrative agent (in such capacity, the “Administrative Agent”) and collateral agent.
