0001564590-16-022999 Sample Contracts

PENNYMAC CORP., as an Owner, PENNYMAC HOLDINGS, LLC, as an Owner, and PENNYMAC LOAN SERVICES, LLC as Oversight Servicer, COMMERCIAL MORTGAGE SERVICING OVERSIGHT AGREEMENT Dated as of June 1, 2016
Commercial Mortgage Servicing Oversight Agreement • August 5th, 2016 • PennyMac Mortgage Investment Trust • Real estate investment trusts • New York

This Amended and Restated Commercial Mortgage Servicing Oversight Agreement (“Agreement”), is dated and effective as of June 1, 2016, among PENNYMAC CORP., as Owner, PENNYMAC HOLDINGS, LLC, as Owner, and PENNYMAC LOAN SERVICES, LLC, as PLS or Oversight Servicer.

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AMENDED & RESTATED FLOW COMMERCIAL MORTGAGE LOAN PURCHASE AGREEMENT
Flow Commercial Mortgage Loan Purchase Agreement • August 5th, 2016 • PennyMac Mortgage Investment Trust • Real estate investment trusts • California

This Amended and Restated Flow Commercial Mortgage Loan Purchase Agreement (the “Agreement”) is made and entered into as of June 1, 2016 by and between PennyMac Loan Services, LLC (the “Seller”) and PennyMac Corp. (the “Purchaser”).

AMENDMENT NO. 6 TO SECOND AMENDED AND RESTATED FLOW SERVICING AGREEMENT
Flow Servicing Agreement • August 5th, 2016 • PennyMac Mortgage Investment Trust • Real estate investment trusts • New York

Amendment No. 6 to Second Amended and Restated Flow Servicing Agreement, dated as of June 1, 2016 (the "Amendment"), by and between PennyMac Loan Services, LLC, a Delaware limited liability company (the "Servicer"), and PennyMac Operating Partnership, L.P., Delaware limited partnership (the "Owner").

AMENDMENT NUMBER FIFTEEN 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 • August 5th, 2016 • PennyMac Mortgage Investment Trust • Real estate investment trusts • New York

This AMENDMENT NUMBER FIFTEEN (this “Amendment Number Fifteen”) is made this 25th day of July, 2016, 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 NUMBER THREE to the LOAN AND SECURITY AGREEMENT Dated as of March 31, 2015, among PENNYMAC CORP. and CITIBANK, N.A.
Loan and Security Agreement • August 5th, 2016 • PennyMac Mortgage Investment Trust • Real estate investment trusts • New York

This AMENDMENT NUMBER THREE (this “Amendment Number Three”) is made this 29th day of March, 2016, among PENNYMAC CORP. (“Borrower”) and CITIBANK, N.A. (“Lender”), to the Loan and Security Agreement, dated as of March 31, 2015, among Borrower and Lender, 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. 5 TO LOAN AND SECURITY AGREEMENT (PARTICIPATION CERTIFICATES AND SERVICING)
Loan and Security Agreement • August 5th, 2016 • PennyMac Mortgage Investment Trust • Real estate investment trusts • New York

This Amendment No. 5 to Loan and Security Agreement (this “Amendment”) is made as of March 31, 2016 by and among CREDIT SUISSE FIRST BOSTON MORTGAGE CAPITAL LLC (“CS”), PENNYMAC LOAN SERVICES, LLC (the “Lender”) and PENNYMAC HOLDINGS, LLC (the “Borrower”).

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