0001193125-13-213542 Sample Contracts

SECOND AMENDED AND RESTATED FLOW SERVICING AGREEMENT between PENNYMAC OPERATING PARTNERSHIP, L.P., as Owner and PENNYMAC LOAN SERVICES, LLC, as Servicer Dated as of March 1, 2013 FIXED- AND ADJUSTABLE-RATE RESIDENTIAL MORTGAGE LOANS
Flow Servicing Agreement • May 10th, 2013 • PennyMac Mortgage Investment Trust • Real estate investment trusts • New York

This Second Amended and Restated Flow Servicing Agreement (this “Agreement”) is entered into as of March 1, 2013, by and between PennyMac Loan Services, LLC, a Delaware limited liability company (the “Servicer”), and PennyMac Operating Partnership, L.P., a Delaware limited partnership (the “Owner”).

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Amended and Restated Confidentiality Agreement
Confidentiality Agreement • May 10th, 2013 • PennyMac Mortgage Investment Trust • Real estate investment trusts • California

This Amended and Restated Confidentiality Agreement amends, supersedes and restates in its entirety that certain Confidentiality Agreement, dated February 6, 2013, by and between Private National Mortgage Acceptance Company, LLC and PennyMac Mortgage Investment Trust.

AMENDMENT NO. 1 TO MORTGAGE BANKING AND WAREHOUSE SERVICES AGREEMENT
Mortgage Banking and Warehouse Services Agreement • May 10th, 2013 • PennyMac Mortgage Investment Trust • Real estate investment trusts • New York

Amendment No. 1 to Mortgage Banking and Warehouse Services Agreement, dated as of March 1, 2013 (the “Amendment”), by and between PennyMac Loan Services, LLC, a Delaware limited liability company (the “Service Provider”), and PennyMac Corp., Delaware corporation (the “Company”).

AMENDMENT NO. 3 TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT
Master Repurchase Agreement • May 10th, 2013 • PennyMac Mortgage Investment Trust • Real estate investment trusts • New York

Amendment No. 3, dated as of May 8, 2013 (this “Amendment”), among CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (the “Buyer”), PENNYMAC CORP. and PENNYMAC MORTGAGE INVESTMENT TRUST HOLDINGS I, LLC (each a “Seller” and collectively, the “Sellers”) and PENNYMAC MORTGAGE INVESTMENT TRUST (the “Guarantor”).

AMENDMENT NO. 1 TO MASTER REPURCHASE AGREEMENT
Master Repurchase Agreement • May 10th, 2013 • PennyMac Mortgage Investment Trust • Real estate investment trusts • New York

Amendment No. 1, dated as of May 8, 2013 (this “Amendment”), among CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (the “Buyer”), PENNYMAC OPERATING PARTNERSHIP, L.P. (the “Seller”) and PENNYMAC MORTGAGE INVESTMENT TRUST (the “Guarantor”).

AMENDMENT NUMBER THREE to the MASTER REPURCHASE AGREEMENT Dated as of May 24, 2012, among PENNYMAC CORP., PENNYMAC LOAN SERVICES, LLC and CITIBANK, N.A.
Master Repurchase Agreement • May 10th, 2013 • PennyMac Mortgage Investment Trust • Real estate investment trusts • New York

This AMENDMENT NUMBER THREE (this “Amendment Number Three”) is made this 31st day of December, 2012, among PENNYMAC CORP. (“Seller”), PENNYMAC LOAN SERVICES, LLC (“Servicer”) and CITIBANK, N.A. (“Buyer”), to the Master Repurchase Agreement, dated as of May 24, 2012, among Seller, Servicer and Buyer, as such agreement may be amended from time to time (the “Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Agreement.

AMENDMENT NO. 2 TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT
Master Repurchase Agreement • May 10th, 2013 • PennyMac Mortgage Investment Trust • Real estate investment trusts • New York

Amendment No. 2, dated as of March 28, 2013 (this “Amendment”), among CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (the “Buyer”), PENNYMAC CORP. (“PennyMac Corp.”) and PENNYMAC MORTGAGE INVESTMENT TRUST HOLDINGS I, LLC (“PennyMac Holdings”, and together with PennyMac Corp., each a “Seller” and collectively, the “Sellers”) and PENNYMAC MORTGAGE INVESTMENT TRUST (the “Guarantor”).

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