0001193125-14-071098 Sample Contracts

AMENDMENT NO. 3 TO AMENDED AND RESTATED RECEIVABLES LOAN AGREEMENT
Receivables Loan Agreement • February 27th, 2014 • Walter Investment Management Corp • Mortgage bankers & loan correspondents • New York

THIS AMENDMENT NO. 3 TO AMENDED AND RESTATED RECEIVABLES LOAN AGREEMENT (this “Amendment”), dated as of August 13, 2013 and with an effective date of June 30, 2013 (the “Effective Date”), is by and among GREEN TREE ADVANCE RECEIVABLES II LLC, a Delaware limited liability company (the “Borrower”). GREEN TREE SERVICING LLC, a Delaware limited liability company, as administrator (in such capacity, the “Administrator”), THE FINANCIAL INSTITUTIONS FROM TIME TO TIME PARTY HERETO, as Lenders (each, a “Lender”), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“WFB”) as “Calculation Agent”, “Account Bank”, “Verification Agent” and “Securities Intermediary” and WELLS FARGO CAPITAL FINANCE, LLC, formerly known as Wells Fargo Foothill, LLC (“WFCF”), as agent for the Lenders (in such capacity, together with any successor thereto in such capacity, the “Agent”). Capitalized terms used herein and not otherwise defined shall have the meaning given to such terms in the Receivable

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January 28, 2014 Mr. Gary Tillett Plano, Texas. 75093 Dear Gary:
Indemnification Agreement • February 27th, 2014 • Walter Investment Management Corp • Mortgage bankers & loan correspondents • Maryland

We are pleased to offer you the position of Executive Vice President and Chief Financial Officer at Walter Investment Management Corp. (“Walter” or the “Company”). We believe that you have the potential to add significant value to the Walter business and look forward to your joining the team. The purpose of this letter agreement (this “Agreement”) is to outline the terms of your employment with the Company. Your start date with the Company will be March 1, 2014 (the “Start Date”), with the understanding that you will not assume the title of Chief Financial Officer until such time as the Company’s current CFO signs the Company’s Form 10-K for the fiscal year ended December 31, 2013. This offer is contingent upon the satisfactory completion of background, reference and credit checks, and a drug test.

AMENDMENT NO. 4 TO AMENDED AND RESTATED RECEIVABLES LOAN AGREEMENT
Receivables Loan Agreement • February 27th, 2014 • Walter Investment Management Corp • Mortgage bankers & loan correspondents • New York

THIS AMENDMENT NO. 4 TO AMENDED AND RESTATED RECEIVABLES LOAN AGREEMENT (this “Amendment”), dated as of September 30, 2013 and with an effective date of June 30, 2013 (the “Effective Date”), is by and among GREEN TREE ADVANCE RECEIVABLES II LLC, a Delaware limited liability company (the “Borrower”). GREEN TREE SERVICING LLC, a Delaware limited liability company, as administrator (in such capacity, the “Administrator”), THE FINANCIAL INSTITUTIONS FROM TIME TO TIME PARTY HERETO, as Lenders (each, a “Lender”), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“WFB”) as “Calculation Agent”, “Account Bank”, “Verification Agent” and “Securities Intermediary” and WELLS FARGO CAPITAL FINANCE, LLC, formerly known as Wells Fargo Foothill, LLC (“WFCF”), as agent for the Lenders (in such capacity, together with any successor thereto in such capacity, the “Agent”). Capitalized terms used herein and not otherwise defined shall have the meaning given to such terms in the Receiva

AMENDMENT NO. 1 TO AMENDED AND RESTATED RECEIVABLES LOAN AGREEMENT
Receivables Loan Agreement • February 27th, 2014 • Walter Investment Management Corp • Mortgage bankers & loan correspondents • New York

THIS AMENDMENT NO. 1 TO the AMENDED AND RESTATTED RECEIVABLES LOAN AGREEMENT (this “Amendment”), dated as of June 4, 2012, is by and among GREEN TREE ADVANCE RECEIVABLES II LLC, a Delaware limited liability company (the “Borrower”), GREEN TREE SERVICING LLC, a Delaware limited liability company, as administrator (in such capacity, the “Administrator”), THE FINANCIAL INSTITUTIONS FROM TIME TO TIME PARTY TO THE RECEIVABLES LOAN Agreement, as Lenders (each, a “Lender”), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association as Calculation Agent, Verification Agent, Account Bank and Securities Intermediary (in such capacity,“WFB”) and WELLS FARGO CAPITAL FINANCE, LLC (“WFCF”), as agent for the Lenders (in such capacity, together with any successor thereto in such capacity, the “Agent”). Capitalized terms used herein and not otherwise defined shall have the meaning given to such terms in the Receivables Loan Agreement (defined below).

AMENDMENT NO. 5 TO AMENDED AND RESTATED RECEIVABLES LOAN AGREEMENT
Receivables Loan Agreement • February 27th, 2014 • Walter Investment Management Corp • Mortgage bankers & loan correspondents • New York

THIS AMENDMENT NO. 5 TO AMENDED AND RESTATED RECEIVABLES LOAN AGREEMENT (this “Amendment”), dated as of December 30, 2013 and with an effective date of September 30, 2013 (the “Effective Date”), is by and among GREEN TREE ADVANCE RECEIVABLES II LLC, a Delaware limited liability company (the “Borrower”), GREEN TREE SERVICING LLC, a Delaware limited liability company, as administrator (in such capacity, the “Administrator”), THE FINANCIAL INSTITUTIONS FROM TIME TO TIME PARTY HERETO, as Lenders (each, a “Lender”), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“WFB”) as “Calculation Agent”, “Account Bank”, “Verification Agent” and “Securities Intermediary” and WELLS FARGO CAPITAL FINANCE, LLC, formerly known as Wells Fargo Foothill, LLC (“WFCF”), as agent for the Lenders (in such capacity, together with any successor thereto in such capacity, the “Agent”). Capitalized terms used herein and not otherwise defined shall have the meaning given to such terms in the Rec

SIXTH AMENDMENT TO ADDENDUM TO MORTGAGE SELLING AND SERVICING CONTRACT (EAF Agreement)
Selling And • February 27th, 2014 • Walter Investment Management Corp • Mortgage bankers & loan correspondents

This Sixth Amendment (the “Sixth 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 December 31, 2013.

AMENDMENT NO. 2 TO AMENDED AND RESTATED RECEIVABLES LOAN AGREEMENT
Receivables Loan Agreement • February 27th, 2014 • Walter Investment Management Corp • Mortgage bankers & loan correspondents • New York

THIS AMENDMENT NO. 2 TO AMENDED AND RESTATED RECEIVABLES LOAN AGREEMENT (this “Amendment”), dated as of May 3, 2013, is by and among GREEN TREE ADVANCE RECEIVABLES II LLC, a Delaware limited liability company (the “Borrower”), GREEN TREE SERVICING LLC, a Delaware limited liability company, as administrator (in such capacity, the “Administrator”), THE FINANCIAL INSTITUTIONS FROM TIME TO TIME PARTY HERETO, as Lenders (each, a “Lender”), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“WFB”) as “Calculation Agent”, “Account Bank”, “Verification Agent” and “Securities Intermediary” and WELLS FARGO CAPITAL FINANCE, LLC, formerly known as Wells Fargo Foothill, LLC (“WFCF”), as agent for the Lenders (in such capacity, together with any successor thereto in such capacity, the “Agent”). Capitalized terms used herein and not otherwise defined shall have the meaning given to such terms in the Receivables Loan Agreement (defined below).

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