Common use of MARGIN AMOUNT MAINTENANCE Clause in Contracts

MARGIN AMOUNT MAINTENANCE. (a) The Market Value of each Purchased Asset shall be determined in the manner set forth in the definition of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer may, in its sole discretion, request that Monitoring Agent determine the Market Value for any applicable Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. (b) If at any time the aggregate unpaid Repurchase Price of all Purchased Assets of any Bond Type exceeds the lesser of (A) the product of (x) the Purchase Price Percentage for such Bond Type, multiplied by (y) the aggregate Market Value of all Purchased Assets of such Bond Type, as determined by Buyer in its sole discretion, and (B) the applicable Purchased Asset Value Floor of all Purchased Assets of such Bond Type (a “Margin Deficit”), then Buyer may, by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller to transfer to Buyer or its designee cash in the amount of the Margin Deficit pursuant to Section 4(c) of this Agreement. (c) Notice delivered pursuant to Section 4(b) of this Agreement may be given by any written or electronic means. Any notice given pursuant to Section 4(b) of this Agreement shall be met, and the related Margin Call satisfied, no later than [*] (New York City time) on the applicable Margin Deadline.

MARGIN AMOUNT MAINTENANCE. (a) The Market Value of each Purchased Asset shall be determined in the manner set forth in the definition of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer may, in its sole discretion, request that Monitoring Agent determine the Market Value for any applicable Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. (b) If at any time the aggregate unpaid Repurchase Price of all Purchased Assets of any Bond Type exceeds the lesser of (A) the product of (x) the Purchase Price Percentage for such Bond Type, multiplied by (y) the aggregate Market Value of all Purchased Assets of such Bond Type, as determined by Buyer in its sole discretion, and (B) the applicable Purchased Asset Value Floor of all Purchased Assets of such Bond Type (a “Margin Deficit”), then Buyer may, by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller to transfer to Buyer or its designee cash in the amount of the Margin Deficit pursuant to Section 4(c) of this Agreement. (c) Notice delivered pursuant to Section 4(b) of this Agreement may be given by any written or electronic means. Any notice given pursuant to Section 4(b) of this Agreement shall be met, and the related Margin Call satisfied, no later than [*] (New York City time) on the applicable Margin Deadline.

MARGIN AMOUNT MAINTENANCE. (a) The Market Value of each Purchased Asset shall be determined in the manner set forth in the definition of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer may, in its sole discretion, request that Monitoring Agent determine the Market Value for any applicable Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. . (b) If at any time the aggregate unpaid Repurchase Price of all Purchased Assets of any Bond Type exceeds the lesser of (A) the product of (x) the Purchase Price Percentage for such Bond Type, multiplied by (y) the aggregate Market Value of all Purchased Assets of such Bond Type, as determined by Buyer in its sole discretion, and (B) the applicable Purchased Asset Value Floor of all Purchased Assets of such Bond Type (a “Margin Deficit”), then Buyer may, by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller to transfer to Buyer or its designee cash in the amount of the Margin Deficit pursuant to Section 4(c) of this Agreement. (c) Notice delivered pursuant to Section 4(b) of this Agreement may be given by any written or electronic means. Any notice given pursuant to Section 4(b) of this Agreement shall be met, and the related Margin Call satisfied, no later than [*] (New York City time) on the applicable Margin Deadline.

MARGIN AMOUNT MAINTENANCE. (a) The Market Value of each Purchased Asset Mortgage Loan shall be determined in the manner set forth in the definition of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with ”. With respect to any HomeSafe Standard, HomeSafe Select or HomeSafe Flex, the Market Value of each such Purchased Asset, any date that is [*] Mortgage Loan shall be determined in accordance with clauses (I)(a) or more after the related Purchase Date therefor (or, in the case I)(b) of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date definition of any partial repurchase of any Purchased Asset, or (iii) on any date on which“Market Value”, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Assetapplicable, and in each such caseconnection with any determination of Market Value pursuant to clause (I)(b) thereof, Buyer may, in its sole discretiondiscretion at any time, request that the Monitoring Agent determine the Market Value for any applicable such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) Mortgage Loan and, upon delivery to Buyer and Seller by the Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets)Mortgage Loan, the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) Mortgage Loan shall be the market value as so determined by the Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of the Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. (b) If at any time the aggregate unpaid Asset Value of any Purchased Mortgage Loan subject to a Transaction is less than the Repurchase Price of all Purchased Assets of any Bond Type exceeds the lesser of (A) the product of (x) the Purchase Price Percentage for such Bond Type, multiplied by (y) the aggregate Market Value of all Purchased Assets of such Bond Type, as determined by Buyer in its sole discretion, and (B) the applicable Purchased Asset Value Floor of all Purchased Assets of such Bond Type Mortgage Loan (a “Margin Deficit”), then Buyer may, may by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller to transfer to Buyer or its designee cash in the amount of the Margin Deficit pursuant to Section 4(c) of this Agreement). (c) Notice delivered pursuant to Section 4(b) of this Agreement may be given by any written or electronic means. Any notice given pursuant to Section 4(b) of this Agreement shall be met, and the related Margin Call satisfied, no later than [***] (New York City time) on the applicable Margin Deadline. (d) The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. (e) Any cash transferred to Buyer pursuant to this Section 4 shall be applied to reduce the Repurchase Price of the applicable Purchased Mortgage Loans under this Agreement. (f) If the Asset Value of the Purchased Mortgage Loan is deemed to be [***], in lieu of paying the Margin Deficit, Seller shall repurchase such Purchased Mortgage Loan in accordance with Section 3(e) no later than the related Margin Deadline.