Common use of Margin Maintenance Clause in Contracts

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time either party has a Net Exposure in respect of the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular other party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer it may by notice to Seller the other party require Seller in such Transactions, the other party to make a Margin Transfer to it of an aggregate amount or value at Seller’s option, least equal to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Net Exposure. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions A notice under sub-paragraph (a) above may be given orally or in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)writing. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) For the purposes of this Paragraph at or before Agreement a party has a Net Exposure in respect of the other party if the aggregate of all the first party's Transaction Exposures plus any amount payable to the first party under paragraph 5 but unpaid less the amount of any Net Margin Notice Deadline on provided to the first party exceeds the aggregate of all the other party's Transaction Exposures plus any business day, amount payable to the other party receiving such notice shall transfer cash or Additional Purchased Securities as under paragraph 5 but unpaid less the amount of any Net Margin provided in such subparagraph no later than to the close other party; and the amount of business the Net Exposure is the amount of the excess. For this purpose any amounts not denominated in the relevant market on such day. If any such notice is given after Base Currency shall be converted into the Margin Notice Deadline, Base Currency at the party receiving such notice shall transfer such cash or Securities no later than the close of business in Spot Rate prevailing at the relevant market on the next business day following such noticetime. (d) Any cash transferred pursuant To the extent that a party calling for a Margin Transfer has previously paid Cash Margin which has not been repaid or delivered Margin Securities in respect of which Equivalent Margin Securities have not been delivered to this Paragraph it, that party shall be attributed entitled to require that such Transactions as Margin Transfer be satisfied first by the repayment of such Cash Margin or the delivery of Equivalent Margin Securities but, subject to this, the composition of a Margin Transfer shall be agreed upon by Buyer and Sellerat the option of the party making such Margin Transfer. (e) Seller and Buyer Any Cash Margin transferred shall be in the Base Currency or such other currency as the parties may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller A payment of Cash Margin shall give rise to a debt owing from the party receiving such payment to the party making such payment. Such debt shall bear interest at such rate, payable at such times, as may be specified in Annex I hereto in respect of the relevant currency or otherwise agreed between the parties, and Buyer may agree, with respect shall be repayable subject to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) terms of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) 7.1 If at on any time day prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased the Underlying Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than falls below the aggregate Buyer’s Purchase Price of the Underlying Securities plus the Margin Amount for all such Transactions (the difference being a “Margin Deficit”), then Buyer the Parties consent that the Trustee (acting on behalf of the Client) may by notice to Seller the Dealer require Seller the Dealer in such Transactions, at Seller’s optionTransaction, to transfer to Buyer cash or the Trustee (on behalf of the Client) additional Securities reasonably acceptable to Buyer the Trustee (acting on behalf of the Client) (“Additional Purchased Margin Securities”), ) so that the cash and aggregate Market Value of the Purchased Underlying Securities, including and any such Additional Purchased Margin Securities, will thereupon shall be equal to or shall exceed such aggregate Buyer’s the Purchase Price of the Underlying Securities plus the Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) 7.2 If at any time prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller the Underlying Assets exceeds the aggregate Seller’s Purchase Price of the Underlying Securities plus the Required Margin Amount for all such Transactions at such time Transaction (the difference being a “Margin Excess”), then Seller the Parties agree that the Dealer may by notice to Buyer the Trustee (acting on behalf of the Client) require Buyer the Trustee in such Transactions, at Buyer’s optionTransaction, to transfer cash or Purchased to the Dealer Underlying Securities with a Market Value equivalent to Sellerthe Margin Excess, so provided that the aggregate Market Value of the Purchased SecuritiesUnderlying Assets, after deduction of any such cash or any Purchased Underlying Securities so transferred, will thereupon not exceed such aggregate Seller’s the Purchase Price of the Underlying Securities plus the Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) 7.3 If any notice is given by Buyer or Seller under subparagraph the Trustee (aacting on behalf of the Client) or (b) of this Paragraph the Dealer under Clause 7.1 or Clause 7.2 at or before the Margin Notice Deadline on any business dayBusiness Day, the party Trustee (acting on behalf of the Client) or the Dealer (as the case may be) receiving such notice shall transfer cash or Additional Purchased the Margin Securities as provided in such subparagraph clause no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party Trustee (acting on behalf of the Client) or the Dealer (as the case may be) receiving such notice shall transfer such cash or the Margin Securities no later than the close of business in the relevant market on the next business day Business Day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that 7.4 For the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage purposes of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed calculations set out in Clause 7.1 and Clause 7.2, in order to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agreedetermine, with respect to any or all Transactions hereunderrespectively, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of whether there is a Margin Deficit or a Margin Excess, as the case may be, may Market Value of Underlying Securities shall be exercised whenever such a aggregated with the Market Value of any Margin Deficit or Margin Excess exists with Securities previously transferred in respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)of the Transaction.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, option to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Securities subject to all Transactions in which a particular party hereto the Purchase Price of the Note is acting as Buyer is less greater than the aggregate Buyer’s Margin Amount for all related Asset Value (such Transactions (excess, a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable in an amount at least equal to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of (such date arising from any Transactions in which such Buyer is acting as Sellerrequirement, a “Margin Call”). (b) If at Notice delivered pursuant to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day. With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin ExcessDeadlines”). The failure of Buyer, then 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 may and Buyer each agree that a failure or delay by notice Buyer to Buyer require Buyer in such Transactions, at exercise its rights hereunder shall not limit or waive Buyer’s option, to transfer cash rights under this Agreement or Purchased Securities to otherwise existing by law or in any way create additional rights for Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before In the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, event that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excessexists, as the case Buyer may beretain any funds received by it to which Seller would otherwise be entitled hereunder, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions which funds (which amount or percentage shall i) may be agreed to held by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that against the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a related Margin Deficit or (ii) may be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Excess, as Call in accordance with the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under provisions of this Agreement)Section 2.05.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller.. 4 • September 1996 • Master Repurchase Agreement (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate aggre­gate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph subpara­graph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) a. If at any time the aggregate Market outstanding Purchase Price of any Purchased Mortgage Loan subject to a Transaction is greater than the Asset Value of all such Purchased Securities Mortgage Loan subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions Transaction (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable in an amount at least equal to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of (such date arising from any Transactions in which such Buyer is acting as Sellerrequirement, a “Margin Call”). (b) If at any time the aggregate Market Value of all Purchased Securities subject b. Notice delivered pursuant to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller Section 6.a above may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is be given by Buyer any written or Seller under subparagraph electronic means. Any notice given before 1:00 p.m. (aNew York City time) or (b) of this Paragraph at or before on a Business Day shall be met, and the related Margin Notice Deadline on any business dayCall satisfied, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market 5:00 p.m. (New York City time) on such day. If any such Business Day; notice is given after 1:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Notice DeadlineCall satisfied, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market 1:00 p.m. (New York City time) on the next business day following such notice. Business Day (d) Any cash transferred pursuant the foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). 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 Paragraph shall be attributed Agreement is subject or limit the right of Buyer to such Transactions as shall be agreed upon do so at a later date. Seller and Buyer each agree that a failure or delay by Buyer and 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) Seller and Buyer may agree, with respect to any or all Transactions hereunder, c. In the event that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder Purchased Mortgage Loan, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (calculated without regard i) shall be held by Buyer against the related Margin Deficit and (ii) may be applied by Buyer against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, the Buyer retains the right, in its sole discretion, to any other Transaction outstanding under make a Margin Call in accordance with the provisions of this Agreement)Section 6.

Margin Maintenance. (a) a. If Buyer shall determine at any time that (x) the Asset Value of a Purchased Mortgage Loan subject to a Transaction is less than the related Repurchase Price or (y) the aggregate Market Asset Value of all Purchased Securities subject to Mortgage Loans for all such Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions Repurchase Price (in either case, a “Margin Deficit”), then Buyer may may, at its sole option and by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to either: (1) transfer to Buyer or its designee cash or additional Securities reasonably acceptable to or, at Buyer’s sole option, Eligible Mortgage Loans approved by Buyer (“Additional Purchased SecuritiesAssets”), ) so that the cash and aggregate Market individual Asset Value of the Purchased SecuritiesMortgage Loan or the aggregate Asset Value of the Purchased Mortgage Loans, including any such cash or Additional Purchased SecuritiesAssets, will thereupon equal or exceed such the individual Repurchase Price for the Transaction or the aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller).Repurchase Price for all Transactions; or (b2) If at any time pay one or more Repurchase Prices in an amount sufficient to reduce the aggregate Market Value of all Purchased Securities subject outstanding Repurchase Prices in an amount equal to all Transactions in which a particular party hereto is acting as Seller exceeds or below the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Asset Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as BuyerMortgage Loan(s). b. If Buyer delivers a Margin Call to Seller on or prior to 9:30 a.m. (cPacific time) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business dayBusiness Day, the party receiving such notice then Seller shall transfer cash or Additional Purchased Securities as provided in such subparagraph Assets to Buyer no later than the close of business in the relevant market on such 5:00 p.m. (Pacific time) that same day. If Buyer delivers a Margin Call to Seller after 9:30 a.m. (Pacific time) on any such notice is given after the Margin Notice DeadlineBusiness Day, the party receiving such notice Seller shall be required to transfer such cash or Securities Additional Purchased Assets no later than the close of business in the relevant market 5:00 p.m. (Pacific time) on the next business day following subsequent Business Day. Notice of a Margin Call may be provided by Buyer to Seller electronically or in writing, such noticeas via electronic mail or posting such notice on Buyer’s customer website(s). (d) Any cash transferred pursuant c. 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 Paragraph shall be attributed Agreement is subject or limit the right of Buyer to such Transactions as shall be agreed upon do so at a later date. Seller and Buyer each agree that a failure or delay by Buyer and 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) Seller and Buyer may agree, with respect to any or all Transactions hereunder, d. In the event that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder Purchased Mortgage Loan, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (calculated without regard i) shall be held by Buyer against the related Margin Deficit and (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. In addition, Buyer may withdraw from the Over/Under Account amounts equal to any other Transaction outstanding under Margin Deficit which is not otherwise satisfied by Seller within the time frames provided for in this Agreement)Section 6. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6. e. Buyer shall have the right to determine the Asset Value of each Purchased Mortgage Loan on a daily basis.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the Aggregate Facility Purchase Price is greater than the aggregate Market Asset Value of all Purchased Securities Mortgage Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (the positive amount of such difference, a “Margin Deficit”), and such Margin Deficit is greater than the Minimum Margin Threshold, then Buyer may by written notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable in an amount at least equal to Buyer the Margin Deficit (such amount, a “Additional Purchased SecuritiesMargin Payment”); provided, so that that, notwithstanding the cash foregoing, Buyer may determine the Asset Value and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any related Margin Deficit as of such date arising from on an individual loan basis for any Transactions Purchased Mortgage Loan, in which such Buyer is acting as Seller)event it shall, upon receipt, apply all amounts received with respect to any individual Purchased Mortgage Loans against the Purchase Price thereof. (b) If at Buyer delivers a Margin Call to Seller on or prior to 10:00 a.m. (New York City time) on any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Business Day, then Seller may by notice shall transfer the Margin Payment to Buyer require Buyer in or its designee no later than 5:30 p.m. (New York City time) on such TransactionsBusiness Day. In the event ▇▇▇▇▇ delivers a Margin Call to Seller after 10:00 a.m. (New York City time) on any Business Day, at Buyer’s option, Seller shall be required to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of Margin Payment no later than 2:00 p.m. (New York City time) on the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)following Business Day. (c) If Seller shall transfer any notice Margin Payment to the account of Buyer that is given by Buyer or Seller under subparagraph (a) or (breferenced in Section 10(a) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeAgreement. (d) Any cash transferred pursuant In the event that a Margin Deficit exists with respect to this Paragraph any Purchased Mortgage Loans, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be attributed to such Transactions as shall be agreed upon held by Buyer against the related Margin Deficit and Seller(ii) may be applied by Buyer against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, ▇▇▇▇▇ retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 7. (e) The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Agreement or limit the right of Buyer to do so at a later date. Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of of’ business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred transferred-pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then the Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, 's option to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) The Buyer shall have the right to determine and re-determine the Market Value of any of the Purchased Loans on a daily basis in its sole discretion, which determination shall be conclusive and may affect the Recognized Value of such Purchased Loans, (b) If, at any time, the aggregate Purchase Price of all Transactions then outstanding hereunder exceeds the aggregate Recognized Value of all Purchased Loans subject to such Transactions as of such date (a “Margin Deficiency”), as determined by the Buyer (or the Agent on behalf of the Buyer) in its sole discretion and as to which the Buyer (or the Agent) notifies the Seller on any Business Day, and such Margin Deficiency exceeds the Margin Threshold, the Seller shall no later than one (1) Business Day after receipt of such notice, either make a payment in cash or Cash Equivalents to the Buyer, in respect of the aggregate Purchase Price or at the Seller’s option, but with the Buyer’s written consent, to transfer to the Buyer additional Eligible Mortgage Loans that are in all respects acceptable to the Buyer in its sole discretion (which additional Eligible Mortgage Loans shall be deemed to be Purchased Loans subject to the then existing Transaction under the Repurchase Documents) such that after giving effect to such payment or transfer no Margin Deficiency shall then exist. (c) If at any time the aggregate Market Value Purchase Price of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller outstanding hereunder exceeds the aggregate Seller’s Margin Maximum Amount for all such Transactions then in effect, the Seller shall at such time (make a “Margin Excess”)payment to the Buyer, then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that respect of the aggregate Market Value of the Purchased SecuritiesRepurchase Price such that, after deduction giving effect to such payment, the aggregate Repurchase Price of any such cash or any Purchased Securities so transferred, will thereupon all Transactions then outstanding hereunder shall not exceed such aggregate Seller’s Margin the Maximum Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions then in which such Seller is acting as Buyer)effect. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) a. If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) b. If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) c. If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) d. Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) e. Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) f. Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If If, at any time time, the aggregate Market Value of all the Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is Loans shall be less than the aggregate Buyer’s sum of the Margin Amount for all such Transactions Amounts calculated individually with respect to each Purchased Loan (a “Margin Deficit”), then Buyer may by notice to Seller in writing (including therein a description of the Market Value calculation for each Purchased Loan) require Seller in to cure such Transactions, at Seller’s option, to transfer Margin Deficit by either: (i) transferring to Buyer additional cash collateral in an amount (or an additional Securities reasonably acceptable Eligible Loan with a Market Value) equal to Buyer or greater than the sum of the products, calculated individually for each Purchased Loan, of (“Additional x) the difference between the Margin Amount with respect to such Purchased Securities”), so that Loan and the cash and aggregate Market Value of such Purchased Loan multiplied by (y) the applicable Purchase Price Percentage for such Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller).Loan, (bii) If at any time reducing the aggregate Market Value outstanding Purchase Price of all one or more Purchased Securities subject to all Transactions in which a particular party hereto is acting Loans, as Seller exceeds the aggregate Seller’s Margin Amount for all applicable, such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased SecuritiesLoans is equal to the sum of the Margin Amounts of the Purchased Loans, after deduction or (iii) doing an early repurchase on an Early Repurchase Date pursuant to Section 3(d) of any this Agreement and paying the related Repurchase Price in order to cure such Margin Deficit. Any cash or transferred to Buyer pursuant to clause (ii) of this Section 4(a) of this Agreement with respect to any Purchased Securities so transferredLoan shall be applied to reduce the Purchase Price for each Purchased Loan on a dollar-for-dollar basis for which there was a Margin Deficit. (b) If, will thereupon at any time, Buyer notifies Seller in writing that the Debt Yield Test is not exceed satisfied (including therein a calculation of the Debt Yield (Purchase Price) for each Purchased Loan), then Buyer may, by notice to Seller in writing, require Seller to cure such aggregate Seller’s Margin Amount (increased non-satisfaction of the Debt Yield Test by reducing the amount outstanding Purchase Price of the Purchased Loans in the necessary amount. Any cash transferred to Buyer pursuant to this Section 4(b) shall be applied to reduce the Purchase Price of the Purchased Loans as designated by Seller with respect to any Margin Excess as non-satisfaction of such date arising from any Transactions in which such Seller is acting as Buyer)the Debt Yield Test. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (bSection 4(a) of this Paragraph at or before the Margin Notice Deadline Agreement on any business dayBusiness Day, the party receiving such notice Seller shall transfer cash (or Additional Purchased Securities additional collateral) as provided in such subparagraph Section 4(a) by no later than the close of business in on the relevant market Business Day following the Business Day on such day. If any which such notice is given. The failure of Buyer, on any one or more occasions, to exercise its rights under Section 4(a) of this Agreement 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. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under Section 4(a) of this Agreement shall not limit such party’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (d) If any notice is given after the Margin Notice Deadlineby Buyer under Section 4(b) of this Agreement on any Business Day, the party receiving such notice Seller shall transfer such cash or Securities as provided in Section 4(b) by no later than the close of business on the second (2nd) Business Day following the Business Day on which such notice is given, provided, however, that if the non-satisfaction of the Debt Yield Test is caused through no action of Seller (e.g., the Debt Yield Test failure is triggered by a Principal Payment on a Purchased Loan or a decrease in the relevant market net cash flow of the underlying Mortgaged Property), Seller shall have until the close of business on the next business thirtieth (30th) day following the Business Day on which such notice. notice is given (d) Any cash transferred pursuant to this Paragraph shall be attributed to or if such Transactions thirtieth day is not a Business Day, the next succeeding Business Day), or such other later date as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agreeagree in its sole discretion, with respect to transfer cash as provided in Section 4(b) or transfer to Buyer another Eligible Loan, unless the Average Debt Yield is less than 8.5% in which event this proviso shall not be of any force or all Transactions hereundereffect. The failure of Buyer, that the respective on any one or more occasions, to exercise its rights of Buyer or Seller (or both) under subparagraphs (a) and (b4(b) of this Paragraph may be exercised only where Agreement 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 Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by later date. Buyer and Seller prior agree that any failure or delay by Buyer to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective exercise its rights of Buyer and Seller under subparagraphs (a) and (bSection 4(b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever Agreement shall not limit such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding party’s rights under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for such party.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be he attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by the Buyer and Seller. (e) Seller and Buyer buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and or (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, agree with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and or (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer ▇▇▇▇▇ and Seller▇▇▇▇▇▇. (e) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer ▇▇▇▇▇ and Seller prior to entering into any such Transactions). (f) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer ▇▇▇▇▇ and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time Buyer shall determine the aggregate Market Value Repurchase Price Cap of all each Purchased Securities subject to all Transactions in Loan on each Business Day and shall determine the amount, if any, by which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount Repurchase Price (excluding Price Differential) of the related Purchased Loan exceeds the Repurchase Price Cap for all such Transactions Purchased Loan (a “Margin Deficit”). If at any time a Margin Deficit exists with respect to one or more Purchased Loans in an amount greater than the Margin Call Threshold, and a Credit Event has occurred and is continuing with respect to such Purchased Loan, then Buyer may may, by notice (which notice shall include a copy sent by electronic mail in accordance with Section 16 hereof) (a “Margin Notice”) to Master Seller on behalf to the applicable Series Seller(s), require the applicable Series Seller(s), or the Master Seller in such Transactions, at Seller’s optionon behalf of the applicable Series Seller(s), to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by in the amount of any the Margin Deficit as for such Purchased Loan by no later than 2 P.M. (New York City time) on the date that is three (3) Business Days following the date of receipt of such date arising from any Transactions in which such Buyer is acting as Seller)Margin Notice. (b) If At the request of Seller, which may be delivered to Buyer at any time after a Margin Notice has been delivered to Seller by Buyer as set forth in Section 4(a) above, but only if the aggregate Market Value related Margin Deficit had previously been paid in full and the related Credit Event is no longer continuing, Buyer shall re-determine, in its sole and absolute discretion exercised in good faith, the Repurchase Price Cap of all the related Purchased Securities subject Loan and, if the Repurchase Price Cap as so determined by Buyer in its sole and absolute discretion exercised in good faith (which determination may include Buyer obtaining credit approval with respect to all Transactions in which a particular party hereto is acting as Seller such re-determination) exceeds the aggregate Seller’s Margin Amount then-current Repurchase Price for all such Transactions at Purchased Loan (excluding Price Differential) (any such time (a excess, “Margin Excess”), then Buyer shall transfer to Master Seller may on behalf of the applicable Series Seller cash in an amount up to the Margin Excess by notice to Buyer require Buyer in such Transactions, at no later than the date that is three (3) Business Days following Buyer’s optionreceipt of such notice from Master Seller; provided, to transfer cash or Purchased Securities to Sellerhowever, so that the aggregate Market Value of the Purchased Securities, after deduction of (1) any such transfer of cash shall not cause the Repurchase Price for the applicable Purchased Loan to exceed the Repurchase Price Cap for such Transaction, and (2) no Default or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount Event of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Default under this Agreement shall have occurred and be continuing. (c) If any notice is given by The failure of, or delay by, Buyer or Seller on any one or more occasions, to exercise its rights under subparagraph (aSection 4(a) or Section 4(b) hereof, respectively, shall not (bi) change or alter the terms and conditions to which this Agreement is subject, (ii) limit the right of Buyer or Seller to do so at a later date, (iii) limit Buyer’s or Seller’s rights under this Paragraph at Agreement or before the Margin Notice Deadline on otherwise existing by law, or (iv) in any business day, the party receiving such notice shall transfer cash way create additional rights for Buyer or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeSeller. (d) Any If either Master Seller and/or any applicable Series Sellers transfers cash transferred to Buyer on account of Margin Deficits relating to more than one Purchased Loan, but such cash is insufficient to fully satisfy all Margin Deficits then currently outstanding for which Margin Notices have been sent (after giving effect to any netting pursuant to this Paragraph Section 4(e) hereof), Buyer shall have the right to designate the Purchased Loan(s) and amounts of such Margin Deficit(s) to which such payments shall be attributed to such Transactions as applied, which application shall be agreed upon by Buyer and Sellermade in Buyer’s sole discretion, exercised in good faith, and, to the extent reasonably practicable, shall be implemented so as to minimize the number of related Margin Deficit(s). (e) Buyer and Master Seller acknowledge and Buyer may agreeagree that, with respect to any so long as no Default or Event of Default shall have occurred and be continuing, then notwithstanding the provisions of Sections 4(a) and 4(b) hereof, Margin Excess and Margin Deficit shall be netted for all the Transactions under this Agreement, and the aggregate amount of the Margin Excess (if any) for all Transactions hereundershall be credited against the aggregate Margin Deficit owed under Section 4(a) hereof and only the net amount need be paid; provided, that the respective rights of Buyer or any net payment to Master Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed subject to by Buyer and Seller prior to entering into any such Transactions)the conditions set forth in Section 4(b) hereof. (f) Seller and Buyer may agreeNotwithstanding anything contained in Section 16 hereof to the contrary, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination notice of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever delivered by Buyer via email, without the need to also deliver such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any notice by one of the other Transaction outstanding under this Agreement)means set forth in Section 16 hereof, and shall be deemed received upon the sending of such email.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities Mortgage Loans subject to all Transactions in which a particular party hereto is acting as Buyer hereunder is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller Sellers require Seller Sellers in such Transactions, at SellerBuyer’s option, to transfer to Buyer cash or additional Securities Mortgage Loans reasonably acceptable to Buyer (“Additional Purchased SecuritiesMortgage Loans”), so that the cash and aggregate Market Value of the Purchased SecuritiesMortgage Loans, including any such Additional Purchased SecuritiesMortgage Loans, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount; provided, however, that no Additional Purchased Mortgage Loans may be Wet Mortgage Loans. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is be given by Buyer or Seller to Sellers under subparagraph (a) or (b) of this Paragraph above is given at or before the Margin Notice Deadline prior to 10:00 a.m. New York city time on any business daya Business Day, the party receiving such notice Sellers shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than Mortgage Loans to Buyer prior to the close of business in New York City on the relevant market on date of such day. If any notice, and if such notice is given after the Margin Notice Deadline10:00 a.m. New York City time, the party receiving such notice Sellers shall transfer such cash or Securities no later than Additional Purchased Mortgage Loans prior to the close of business in the relevant market New York City on the next business day Business Day following the date of such notice. (dc) Any cash transferred pursuant to this Paragraph Section shall be attributed to such Transactions as shall be agreed upon held by Buyer and Seller. (e) Seller and as though it were Additional Purchased Mortgage Loans and, unless Buyer may agreeshall otherwise consent, with respect to any or all Transactions hereunder, that shall not reduce the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage Repurchase Price of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)related Transaction. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time Upon the aggregate Market Value occurrence of all a Credit Event relating to a Purchased Securities subject to all Transactions Loan, Buyer may re-determine the value of the Mortgaged Property collateralizing such Purchased Loan in which a particular party hereto Buyer’s sole discretion and, if taking into account such re-determined value, the Buyer LTV of such Purchased Loan is acting as Buyer is less greater than the aggregate Buyer’s Margin Amount for all Buyer LTV Maximum then applicable to such Transactions Purchased Loan (such occurrence, a “Margin Deficit”), Buyer shall calculate the amount required to reduce the Purchase Price outstanding for such Purchased Loan such that the Buyer LTV of such Purchased Loan, when recalculated with such reduced Purchase Price, is equal to the Buyer LTV Target then applicable to such Purchased Loan (such amount, a “Margin Deficit Amount”) and may require Sellers to pay to Buyer such Margin Deficit Amount. In payment or partial payment of such Margin Deficit Amount, Buyer may, in its sole discretion, first elect to calculate if any Margin Excess exists in respect of any other Purchased Loan and, if such Margin Excess exists on such other Purchased Loan, Buyer may by notice to Seller require Seller elect, in such Transactions, at Seller’s optionits sole discretion, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional reallocate the related Margin Excess Amount by increasing the Purchase Price of such other Purchased Securities”)Loan and, so that on a dollar for dollar basis, decreasing the cash and aggregate Market Value Purchase Price of the Purchased SecuritiesLoan to which such Margin Deficit relates (a “Reallocation”). To the extent that a Reallocation takes place between a Purchased Loans related to one Seller and a Purchased Loan related to a different Seller, including then such Sellers shall true-up the impact of such Reallocation. If no Reallocation takes place, or if a Reallocation does take place but such Reallocation does not result in payment in full of the Margin Deficit Amount, Buyer may deliver a written notice to Sellers (a “Margin Deficit Notice”) requiring Sellers to pay the outstanding portion of the Margin Deficit Amount and Sellers shall be obligated to pay to Buyer, within two (2) Business Days of the delivery of such Margin Deficit Notice by Buyer to Sellers, the remaining outstanding portion of the Margin Deficit Amount; provided that if, within two (2) Business Days of the delivery of such Margin Deficit Notice, Sellers have paid to Buyer all available funds on hand (if any) and all amounts available to be drawn by each of them under any liquidity or subscription facility (if any) in payment of the remaining outstanding portion of the Margin Deficit Amount, and, if such Additional amount is less than the remaining outstanding portion of the Margin Deficit Amount, Sellers may extend the date for payment of the remaining outstanding portion of the Margin Deficit Amount until the date that is eleven (11) Business Days after the date of delivery of the Margin Deficit Notice by delivering to Buyer on or before such second (2nd) Business Day after the date of delivery of such Margin Deficit Notice Date a Payment Extension Certificate. All Margin Deficit Amounts paid to Buyer pursuant to this Section 4(a) with respect to any Purchased SecuritiesLoan shall be applied by Buyer to reduce the Purchase Price of such Purchased Loan. Notwithstanding the foregoing, will thereupon equal upon receipt of a Margin Deficit Notice with respect to a Purchased Loan, the applicable Seller may elect, rather than pay to Buyer the Margin Deficit Amount, to repurchase such Purchased Loan on or exceed before the date for payment of such aggregate Margin Deficit Amount set forth in such Margin Deficit Notice, by payment of such Purchased Loan’s Repurchase Price in accordance with Section 3(d). The failure or delay of Buyer, on any one or more occasions, to exercise its rights under this Section 4(a) 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, or limit Buyer’s Margin Amount (decreased rights under this Agreement or otherwise existing by the amount of law or in any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)way create additional rights for Sellers. (b) If at From time to time, the applicable Seller may request that Buyer determine whether, with respect to any time Purchased Loan, in Buyer’s sole discretion, both (i) the aggregate Market Value Buyer LTV of all such Purchased Securities subject Loan is less than the Buyer LTV Target then applicable to all Transactions in which a particular party hereto such Purchased Loan, and (ii) the Purchase Price Rate of such Purchased Loan is acting as Seller exceeds less than the aggregate Seller’s Margin Amount for all Maximum Purchase Price Rate then applicable to such Transactions at Purchased Loan (such time (occurrence, a “Margin Excess”). If, then Seller may by notice to Buyer require Buyer in following such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any request, Buyer determines that there exists a Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunderPurchased Loan, that Buyer may calculate the respective rights amount of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or such Margin Excess, as which shall equal the case may be, exceeds a specified dollar lesser of (A) the amount or a specified percentage by which the Purchase Price of the Repurchase Prices for such Transactions (which amount or percentage shall Purchased Loan could be agreed to by Buyer and Seller prior to entering into any increased such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights Buyer LTV of such Purchased Loan, when recalculated with such increased Purchase Price, is equal to the Buyer and Seller under subparagraphs (a) LTV Target then applicable to such Purchased Loan, and (bB) the amount by which the Purchase Price of this Paragraph such Purchased Loan could be increased such that the Purchase Price Rate of such Purchased Loan, when recalculated with such increased Purchase Price, is equal to require the elimination Maximum Purchase Price Rate then applicable to such Purchased Loan (such lesser amount, a “Margin Excess Amount”). Upon request by the applicable Seller, Buyer may, in its sole discretion, advance all or any portion of such Margin Excess Amount to such Seller, and concurrently increase the Purchase Price of such Purchased Loan, or Buyer may, in its sole discretion, undertake a Reallocation in respect of such Margin Excess Amount in partial or complete satisfaction of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Deficit.

Margin Maintenance. (ai) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to the Custodial Bank for the benefit of Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (bii) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (diii) Any cash transferred pursuant to this Paragraph paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer ▇▇▇▇▇ and Seller▇▇▇▇▇▇. (eiv) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs paragraphs (ai) and (bii) of this Paragraph subsection may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be 0% unless stipulated in a separate agreement and agreed to by Buyer ▇▇▇▇▇ and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all any Purchased Asset is less than the Repurchase Price for such Transactions Purchased Asset (a “Margin Deficit”), then then, so long as such Margin Deficit equals or exceeds £150,000 (or the equivalent in the applicable Currency of the Purchased Asset), Buyer may by notice to Seller in the form of Exhibit VII (a “Margin Deficit Notice”) require Seller to (i) repurchase such Purchased Asset at its Repurchase Price, (ii) make a payment in reduction of the outstanding Purchase Price for such TransactionsPurchased Asset (including by requesting a Margin Availability Advance pursuant to Section 3(w) for any other Purchased Asset for which there exists Margin Availability, at Seller’s optionand applying funds from such Margin Availability Advance to the applicable Margin Deficit, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that in the cash and aggregate Market Value equivalent applicable Currency of the Purchased SecuritiesAsset that is the subject of the Margin Deficit) or (iii) choose any combination of the foregoing, including any such Additional Purchased Securitiesthat, will thereupon equal or exceed after giving effect to such aggregate transfers, repurchases and payments, Buyer’s Margin Amount (decreased for such Purchased Asset, shall be equal to or greater than the related Repurchase Price for such Purchased Asset. Seller shall perform the obligations under this Article 4(a) by the amount close of any the next succeeding Business Day if the Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as SellerNotice was received by Seller prior to 3:00 p.m. New York City time, or, the second (2nd) succeeding Business Day if the Margin Notice was received by Seller after 3:00 p.m. New York City time (the “Margin Deadline”). (b) If 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 any time the aggregate Market Value of all Purchased Securities subject a later date. Seller and Buyer each agree that a failure or delay by Buyer to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at exercise its rights hereunder shall not limit or waive Buyer’s option, to transfer cash rights under this Agreement or Purchased Securities to otherwise existing by law or in any way create additional rights for Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given In addition to the Appraisals and Approved Valuations delivered by Seller in accordance with Article 11(z), Buyer shall have the right to require additional Appraisals or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect Approved Valuations from time-to-time relating to any or all Transactions hereunder, that of the respective rights Purchased Assets. Buyer shall request such additional Appraisals or Approved Valuations in writing and Seller shall procure and deliver such requested Appraisals or Approved Valuations within forty five (45) Business Days of Buyer or Seller receipt of such request (or both) under subparagraphs (a) such other time period as determined by the Buyer in its sole discretion). In the event that any additional Appraisals or Approved Valuation relating to a Purchased Asset and (b) of requested pursuant to this Paragraph may be exercised only where Article 4(c), when considered together with the other criteria used to determine Market Value in accordance with this Agreement, results in a Margin Deficit or Margin Excessrelating to the applicable Purchased Asset, as then the case may be, exceeds a specified dollar amount or a specified percentage cost of the Repurchase Prices for such Transactions (which amount or percentage additional valuation shall be agreed an obligation of Seller. In the event that any additional Appraisal or Approved Valuation relating to by Buyer a Purchased Asset and Seller prior requested pursuant to entering into any such Transactionsthis Article 4(c). (f) Seller and Buyer may agree, when considered together with respect the other criteria used to any or all Transactions hereunderdetermine Market Value in accordance with this Agreement, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of does not result in a Margin Deficit relating to the applicable Purchased Asset, then the cost of such additional Appraisal or a Margin Excess, as the case may be, may Approved Valuation shall be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)an obligation of Buyer.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in transactions which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin 's margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin 's margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as the Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds exceed the aggregate Seller’s Margin 's margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by be notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value outstanding Purchase Price of all Purchased Securities Mortgage Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less greater than the aggregate Buyer’s Margin Amount for all Asset Value of such Purchased Mortgage Loans subject to Transactions (a “Margin Deficit”), and such Margin Deficit is greater than the Minimum Margin Threshold, then Buyer may by notice to a Responsible Officer of Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable in an amount at least equal to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of (such date arising from any Transactions in which such Buyer is acting as Selleramount, a “Margin Payment”). (b) If at Buyer delivers a Margin Call to Seller on or prior to [***] (New York City time) on any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Business Day, then Seller may by notice shall transfer the Margin Payment to Buyer require or its designee no later than [***] (New York City time) on such Business Day. In the event Buyer in such Transactionsdelivers a Margin Call to Seller after [***] (New York City time) on any Business Day, at Buyer’s option, Seller shall be required to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of Margin Payment no later than [***] (New York City time) on the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)following Business Day. (c) If Seller shall transfer any notice Margin Payment to the account of Buyer that is given by Buyer or Seller under subparagraph (a) or (breferenced in Section 10(a) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeAgreement. (d) Any cash transferred pursuant In the event that a Margin Deficit exists with respect to this Paragraph any Purchased Mortgage Loans, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be attributed to such Transactions as shall be agreed upon held by Buyer against the related Margin Deficit and Seller(ii) may be applied by Buyer against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 7. (e) The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Agreement or limit the right of Buyer to do so at a later date. Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in September 1996 Master Repurchase Agreement 3 such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Sellers Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as a Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions Transaction (a “"Margin Deficit”"), then Buyer may may, by notice to Seller require written notice, request Seller in respect of such Transactions, Transactions at the Seller’s option, 's option either to transfer pay to the Buyer cash or transfer additional Securities reasonably acceptable equivalent to Buyer the Purchased Securities (hereinafter referred to as the “Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, Securities (including any such Additional Purchased Securities, ) will thereupon be equal to or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as a Seller (Seller having sold the Purchased Securities) exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then the Seller may may, by notice to Buyer the Buyer, require the Buyer in such Transactions, at the Buyer’s 's option, to transfer pay cash or transfer Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) If any notice is given by Buyer or Seller under subparagraph Notwithstanding the provisions of sub-clauses 6 (a) or and (b) of this Paragraph at or before ), in any transaction the Buyer may determine the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeAmount upfront. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer ▇▇▇▇▇▇ and Seller. (e) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or ▇▇▇▇▇ and Seller (or both) under subparagraphs sub-clause 6 (a) and (b) of this Paragraph Agreement may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller ▇▇▇▇▇▇ and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of the Buyer and the Seller under subparagraphs paragraphs 6 (a) and and (b) of this Paragraph Agreement to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)) exists with respect to any single Transaction hereunder.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) 7.1 If at on any time day prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased the Underlying Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than falls below the aggregate Buyer’s Purchase Price of the Underlying Securities plus the Margin Amount for all such Transactions (the difference being a “Margin Deficit”), then Buyer the Parties consent that the Trustee (acting on behalf of the Client) may by notice to Seller the Dealer require Seller the Dealer in such Transactions, at Seller’s optionTransaction, to transfer to Buyer cash or the Trustee (on behalf of the Client) additional Securities reasonably acceptable to Buyer the Trustee (acting on behalf of the Client) (“Additional Purchased Margin Securities”), ) so that the cash and aggregate Market Value of the Purchased Underlying Securities, including and any such Additional Purchased Margin Securities, will thereupon shall be equal to or shall exceed such aggregate Buyer’s the Purchase Price of the Underlying Securities plus the Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) 7.2 If at any time prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller the Underlying Assets exceeds the aggregate Seller’s Purchase Price of the Underlying Securities plus the Required Margin Amount for all such Transactions at such time Transaction (the difference being a “Margin Excess”), then Seller the Parties agree that the Dealer may by notice to Buyer the Trustee (acting on behalf of the Client) require Buyer the Trustee in such Transactions, at Buyer’s optionTransaction, to transfer cash or Purchased to the Dealer Underlying Securities with a Market Value equivalent to Sellerthe Margin Excess, so provided that the aggregate Market Value of the Purchased SecuritiesUnderlying Assets, after deduction of any such cash or any Purchased Underlying Securities so transferred, will thereupon not exceed such aggregate Seller’s the Purchase Price of the Underlying Securities plus the Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) 7.3 If any notice is given by Buyer or Seller under subparagraph the Trustee (aacting on behalf of the Client) or (b) of this Paragraph the Dealer under Clause7.1 or Clause7.2 at or before the Margin Notice Deadline on any business dayBusiness Day, the party Trustee (acting on behalf of the Client) or the Dealer (as the case may be) receiving such notice shall transfer cash or Additional Purchased the Margin Securities as provided in such subparagraph clause no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving Trustee (acting on behalf of the Client) or the Dealer (as the case maybe)receiving such notice shall transfer such cash or the Margin Securities no later than the close of business in the relevant market on the next business day Business Day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that 7.4 For the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage purposes of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed calculations set out in Clause 7.1 and Clause 7.2, in order to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agreedetermine, with respect to any or all Transactions hereunderrespectively, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of whether there is a Margin Deficit or a Margin Excess, as the case may be, may Market Value of Underlying Securities shall be exercised whenever such a aggregated with the Market Value of any Margin Deficit or Margin Excess exists with Securities previously transferred in respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)of the Transaction.

Margin Maintenance. (a) If Buyer may, at its option in its sole discretion in accordance with the last sentence of this Article 4(a), determine if a Margin Deficit Event has occurred, at any time the aggregate Market Value of all Purchased Securities subject and from time to all Transactions time. If a Margin Deficit Event then exists that results in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller in the form of Exhibit VII (a “Margin Deficit Notice”) require Seller to make a cash payment in reduction of the outstanding Purchase Price for such TransactionsPurchased Asset such that, at after giving effect to such payment, no Margin Deficit shall exist with respect to the related Purchased Asset. Seller shall perform its payment obligations under this Article 4(a) as follows: within two (2) Business Days after Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to receipt of the Margin Deficit Notice from Buyer (the “Additional Purchased SecuritiesMargin Payment Date”), so that Seller shall make a payment to Buyer of all of Seller’s available cash on hand, up to a maximum payment amount equal to the total amount required to be paid by Seller to cure the Margin Deficit with respect to the applicable Purchased Asset, provided that, if Seller does not have sufficient available cash and aggregate Market Value of the Purchased Securities, including any on hand to completely cure such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as required under the second sentence of this Article 4(a), then Seller shall: (A) make a payment to Buyer of all available cash on hand, (B) on or before the Margin Payment Date, communicate to Buyer Seller’s plan for funding the balance required to completely cure such Margin Deficit as required under the second sentence of this Article 4(a), which plan shall be subject to Buyer’s approval in its sole discretion, and (C) provided that Buyer has approved of Seller’s plan for funding the balance, fund the balance on or before the date arising from that is three (3) Business Days after the Margin Payment Date. In making any Transactions in which determination that a Margin Deficit Event has occurred, Buyer shall utilize substantially similar methodologies to those that Buyer utilizes under similar repurchase facilities with similarly-situated sellers and the purchased assets under such Buyer is acting as Seller)repurchase facilities. (b) If at The failure of Buyer, on any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s optionone or more occasions, to transfer cash exercise its rights hereunder, shall not change or Purchased Securities alter the terms and conditions to Seller, which this Agreement is subject or limit the right of Buyer to do so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no a later than the close of business in the relevant market on such daydate. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time Buyer shall determine the aggregate Market Value Repurchase Price Cap of all each Purchased Securities subject to all Transactions in Loan on each Business Day and shall determine (i) the amount, if any, by which a particular party hereto is acting as Buyer such Repurchase Price Cap is less than the aggregate Buyer’s Margin Amount for all such Transactions Repurchase Price (excluding Price Differential) (a “Margin Deficit”)) and (ii) the amount, then Buyer may if any, by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer which the Repurchase Price Cap exceeds the Repurchase Price (excluding Price Differential) (“Additional Purchased SecuritiesMargin Excess”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If Subject to Section 4(f) hereunder, if at any time an aggregate Margin Deficit exists with respect to one or more Purchased Loans in an amount greater than the aggregate Market Value lesser of all (i) $250,000 and (ii) one percent (1%) of the Repurchase Price (excluding Price Differential) of the applicable Purchased Securities subject to all Transactions Loan, then Buyer may by written notice (which notice shall be given in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time accordance with Section 16 hereof) (a “Margin ExcessNotice”) to Master Seller on behalf of the applicable Series Seller(s), then Seller may by notice require the applicable Series Seller(s) to make a payment to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of the Margin Deficit for such Purchased Loan(s), to be applied in reduction of the Repurchase Price of some or all of the related Purchased Loans, as determined by Buyer, by no later than the Margin Deadline on the date that is two (2) Business Days following the date of receipt of such Margin Notice. The applicable Series Seller’s failure to cure any Margin Excess Deficit as required by this paragraph within the time periods set forth herein shall constitute a Transaction Event of such date arising from any Transactions in which such Seller is acting as Buyer)Default with respect to the applicable Transaction under the Transaction Documents and shall entitle Buyer to exercise its remedies under Section 13(c) of this Agreement. (c) If at any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where time a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to a Purchased Loan, then Master Seller may by notice delivered to Buyer require Buyer to transfer to Master Seller on behalf of the applicable Series Seller cash in an amount up to the Margin Excess by no later than the Margin Deadline on the date that is two (2) Business Days following Buyer’s receipt of such notice from Master Seller, provided that such notice is received by 6:00 p.m. (New York City time), or three (3) Business Days following the date of Buyer’s receipt of such notice from Seller if such notice is received after 6:00 p.m. (New York City time) on such date; provided, however, that (1) any single Transaction hereunder such transfer of cash shall not be in an amount less than $100,000, (calculated without regard 2) any such transfer of cash shall not cause the Repurchase Price for the applicable Purchased Loan to exceed the Repurchase Price Cap for such Transaction, and (3) no Default or Event of Default under this Agreement shall have occurred and be continuing. (d) The failure of, or delay by, Buyer or Seller, on any one or more occasions, to exercise its respective rights under Section 4(b) and 4(c) of this Agreement shall not (i) change or alter the terms and conditions to which this Agreement is subject, (ii) limit the right of such party to do so at a later date, (iii) limit such party’s rights under this Agreement or otherwise existing by law, or (iv) in any way create additional rights for such party. (e) If Master Seller and/or any applicable Series Sellers transfer cash to Buyer on account of Margin Deficits relating to more than one Purchased Loan, but such cash is insufficient to fully satisfy such Margin Deficits (after giving effect to any other Transaction outstanding netting pursuant to Section 4(f)), Buyer shall have the right to designate the Purchased Loan(s) and Margin Deficit(s) to which such payments shall be applied, in its sole and absolute discretion. (f) Buyer and Master Seller acknowledge and agree that, so long as no Default or Event of Default shall have occurred and be continuing, then notwithstanding the provisions of Sections 4(a) through 4(c) hereof, Margin Excess and Margin Deficit shall be netted for all the Transactions under this Agreement, and the aggregate amount of the Margin Excess for all Transactions shall be credited against the aggregate Margin Deficit owed under Section 4(b) and only the net amount need be paid; provided, that any net payment to Master Seller shall be subject to the conditions set forth in Section 4(c).

Margin Maintenance. (a) If at Agent shall determine the Market Value of the Purchased Assets on a daily basis as determined by Agent in its sole discretion. (b) If, as of any time date of determination, the lesser of (a) 100% of the Principal Balance of the Eligible Mortgage Loans and (b) the aggregate Market Value of all related Purchased Securities Assets subject to all Transactions in which a particular party hereto is acting as Buyer Transactions, multiplied by the applicable Purchase Price Percentage is less than the aggregate Buyer’s Margin Amount for all such Transactions Repurchase Price (excluding accrued Price Differential) (a “Margin Deficit”), then Buyer may Agent may, by notice to the Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer Purchaser or its designee cash or or, at Purchaser’s option (and provided Seller has additional Securities reasonably acceptable Eligible Mortgage Loans), additional Eligible Mortgage Loans to Buyer Purchaser (“Additional Purchased SecuritiesMortgage Loans”), so that ) to cure the cash and aggregate Market Value of Margin Deficit. If the Purchased Securities, including Agent delivers a Margin Call to the Seller on or prior to 11:00 a.m. (New York City time) on any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Business Day, then the Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph Mortgage Loans to Purchaser or its designee no later than 5:00 p.m. (New York City time) on the close of business in same Business Day. In the relevant market event the Agent delivers a Margin Call to Seller after 11:00 a.m. (New York City time) on such day. If any such notice is given after the Margin Notice DeadlineBusiness Day, the party receiving such notice Seller shall be required to transfer such cash or Securities Additional Purchased Mortgage Loans no later than the close of business in the relevant market 12:00 noon (New York City time) on the next business day following such noticesucceeding Business Day. (c) Any cash transferred to Purchaser or its designee pursuant to Section 16(f)(ii) herein shall reduce the Repurchase Price of the related Transactions. (d) Any cash transferred pursuant The failure of Purchaser, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Paragraph Agreement or limit the right of the Purchaser to do so at a later date. Seller and Purchaser each agree that a failure or delay by a Purchaser to exercise its rights hereunder shall be attributed to such Transactions as shall be agreed upon not limit or waive Purchaser’s rights under this Agreement or otherwise existing by Buyer and law or in any way create additional rights for Seller. (e) For the avoidance of doubt, it is hereby understood and agreed that Seller and Buyer may agree, with respect shall be responsible for satisfying any Margin Deficit existing as a result of any reduction of the Principal Balance of any Purchased Asset pursuant to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to action by Buyer and Seller prior to entering into any such Transactions)bankruptcy court. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (aad) If at any time on any date the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all any Purchased Asset is less than the Repurchase Price for such Transactions Purchased Asset (a “Margin Deficit”), then Buyer may by notice to Seller in the form of Exhibit X (a “Margin Deficit Notice”) require Seller in such Transactionsto, at Seller’s option, no later than three (3) Business Days following the receipt of a Margin Deficit Notice (the “Margin Deadline”) to transfer to Buyer cash the extent such Margin Deficit equals or additional Securities reasonably acceptable to Buyer exceeds the Minimum Transfer Amount (“Additional Purchased Securities”taking into account all Margin Deficits in the aggregate for such date), so that the cash and aggregate Market Value (i) repurchase such Purchased Asset at its respective Repurchase Price, (ii) make a payment in reduction of the Purchase Price of such Purchased SecuritiesAsset, including or in lieu of a payment in reduction such Purchase Price, deliver Cash Equivalents, subject to Buyer’s reasonable satisfaction as additional posted collateral, or (iii) choose any combination of the foregoing, such Additional Purchased Securitiesthat, will thereupon equal or exceed after giving effect to such aggregate transfers, repurchases and payments, Buyer’s Margin Amount for each Purchased Asset, considered individually, shall be equal to or greater than the related Repurchase Price for each such Purchased Asset; provided that, so long as no Event of Default has occurred and is continuing, in no event shall any individual Margin Deficit Notice occur within thirty (decreased by the amount 30) days of Buyer’s delivery of any other Margin Deficit as Notice hereunder. In connection with the delivery of such date arising from any Transactions Cash Equivalents in which such Buyer is acting as Seller). accordance with clause (bii) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as above, Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice shall deliver to Buyer require any additional documents (including, without limitation, to the extent not covered by any previously delivered legal opinions, one or more opinions of counsel reasonably satisfactory to Buyer) and take any actions reasonably necessary in Buyer’s discretion for Buyer to have a first priority, perfected security interest in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Cash Equivalents. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer B▇▇▇▇ and SellerS▇▇▇▇▇. (e) Seller and Buyer B▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer B▇▇▇▇ and Seller prior to entering into any such Transactions). (f) Seller and Buyer B▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer B▇▇▇▇ and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer any Transaction is less than the aggregate Buyer’s Margin Amount for all Repurchase Price (such Transactions (difference is a “margin deficit”) then the Seller shall make a Margin Deficit”), then Transfer to the Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of for the Purchased Securities, after deduction of any including such cash or any Purchased Securities so transferred, Margin Transfer will thereupon equal or exceed the aggregate Repurchase Price. (b) To the extent that a Party calling for a Margin Transfer has previously paid Cash Margin which has not exceed been repaid or delivered Margin Securities in respect of which Equivalent Margin Securities have not been delivered to it, that Party shall be entitled to require that such aggregate Seller’s Margin Amount (increased Transfer be satisfied first by the amount of any Margin Excess as repayment of such date arising from any Transactions in which Cash Margin or the delivery of Equivalent Margin Securities but, subject to this, the composition of a Margin Transfer shall be at the option of the Party making such Seller is acting as Buyer)Margin Transfer. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Any Cash Margin Notice Deadline on any business day, the party receiving such notice transferred shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business be in the relevant market on Base Currency or such day. If any such notice is given after other currency as the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business Parties agree in the relevant market on the next business day following such noticewriting. (d) Any cash transferred pursuant A payment of Cash Margin shall give rise to this Paragraph a debt owing from the Party receiving such payment to the Party making such payment. Such debt shall bear interest at such rate, payable at such times, as may be specified in Annex I hereto and shall be attributed repayable subject to such Transactions as shall be agreed upon by Buyer and Sellerthe terms of this Agreement. (e) Where the Seller and or the Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) becomes obliged under subparagraphs sub-paragraph (a) and (b) of this Paragraph may be exercised only where above to make a Margin Deficit Transfer, it shall transfer Cash Margin or Margin ExcessSecurities or Equivalent Margin Securities within the minimum period specified in Annex I hereto or, if no period is there specified, such minimum period as is customarily required for the case may besettlement or delivery of money, exceeds a specified dollar amount Margin Securities or a specified percentage Equivalent Margin Securities of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)relevant kind. (f) The Seller and Buyer may agreeshall on a monthly basis ▇▇▇▇ to market the value of the Buyer’s proprietary interest in the Purchased Securities which is the subject matter of each Transaction, with respect to any or all Transactions hereunder, that for the respective rights purpose of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require implementing the elimination of a minimum Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).set out in Annex I.

Margin Maintenance. (a) If at any time a Margin Deficit exists and is continuing, then, provided that such Margin Deficit is an amount equal to or exceeding $1,000,000 in the aggregate Market Value of with respect to all Purchased Securities Assets then subject to all Transactions a Margin Deficit, Purchaser may, by notice to Seller substantially in which a particular party the form of Exhibit VIII hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin DeficitCall”), then Buyer may by notice to Seller require Seller in such Transactionsto (x) to make a cash payment, at Seller’s option(y) to repurchase one or more Purchased Assets pursuant to Article 3(d) or, (z) if available, to transfer apply Margin Excess pursuant to Buyer cash clause (c) below in reduction of the Repurchase Price of the applicable Purchased Asset(s), in each case of (x), (y) or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”z), so that after giving effect to such payment, no Margin Deficit shall exist with respect to such Purchased Asset(s). For the cash and aggregate Market Value avoidance of doubt, Seller shall be permitted to determine which of the Purchased Securitiesforegoing clauses of (x), including (y) or (z) (or any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as combination of such date arising from any Transactions clauses) Seller utilizes in which such Buyer is acting as Seller)order to satisfy the applicable Margin Call. (b) If at any time By not later than the aggregate Market Value close of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds business four (4) Business Days following receipt of such Margin Call (the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin ExcessDeadline”), then Seller may shall cure the related Margin Deficit as provided in Article 4(a). Notwithstanding the foregoing, if (i) Seller elects to cure a Margin Deficit pursuant to clauses (x) or (y) of Article (4)(a) above, and (ii) Seller and Guarantor do not have sufficient available funds (available to Seller and Guarantor, and, in each case, other than Allocated Cash) on hand to cure such Margin Deficit by notice to Buyer require Buyer in such Transactionsthe related Margin Deadline, at Buyer’s option, to transfer cash or Purchased Securities to Sellerthen, so that long as on or prior to such Margin Deadline (x) Seller and Guarantor have transferred to Purchaser all available funds (available to Seller and Guarantor, and, in each case, other than Allocated Cash) on hand which funds are not sufficient to cure the aggregate Market Value of such Margin Deficit, and (y) Seller shall have delivered to Purchaser a Payment Extension Certificate, then the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by funds required to complete the amount of any Margin Excess as payment of such Margin Deficit in full shall be paid not later than the earlier to occur of (1) one Business Day after Sellers’ receipt of such funds, and (2) the date arising from any Transactions in which such Seller that is acting as Buyer)eight (8) Business Days after the Margin Deadline. (c) If Purchaser issues a Margin Call under Article 4(a) with respect to a Purchased Asset and if Margin Excess exists for any notice is given other Purchased Asset, then Purchaser will, in response to the applicable Seller’s written request following Purchaser’s delivery of a Margin Call to such Seller, provided that no monetary or material non-monetary Default or Event of Default exists (or will occur as a result of such application), deem such Margin Excess applied to all or a portion of the related Margin Deficit in reduction of the Purchase Price of the applicable Purchased Asset(s) as directed by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticewritten request. (d) Any cash transferred pursuant The failure or delay by Purchaser, on any one or more occasions, to exercise its rights under this Paragraph Article 4 shall be attributed not change or alter the terms and conditions or limit or waive the right of Purchaser to such Transactions as shall be agreed upon by Buyer and do so at a later date or in any way create additional rights for Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate aggre- gate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph subpara- graph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer ▇▇▇▇▇ and Seller▇▇▇▇▇▇. (e) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer ▇▇▇▇▇ and Seller prior to entering into any such Transactions). (f) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer ▇▇▇▇▇ and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time there exists a Margin Deficit Event, Lender may, by notice to Borrower substantially in the aggregate Market Value form of all Purchased Securities subject to all Transactions in which a particular party Exhibit B hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin DeficitCall”), require Borrower to (i) with respect to a Margin Deficit Event set forth in clause (a) of such definition, deposit with Lender cash in an amount equal to the Margin Deficit Amount, which cash will be held by Lender as additional Collateral for the Loan; provided, that in lieu of such cash payment (provided that sufficient amounts are then Buyer may by notice held in the Collection Account to Seller require Seller in pay such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”Margin Deficit Amount and all other amounts then due and payable on such Payment Date), Borrower may request on any Payment Date, subject to Lender’s approval in its sole discretion (such approval to be revocable by Lender at any time), that Lender apply amounts in the Collection Account to pay such Margin Deficit Amount pursuant to Section 3.03(c)(v) hereof, or (ii) with respect to a Margin Deficit Event set forth in clause (b) of such definition, make a cash payment in reduction of the Allocated Loan Amount of the applicable Underlying Loan so that the cash and aggregate Market Value of the Purchased Securitiesafter giving effect to such payment, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any no Margin Deficit as Event shall exist; provided, that in lieu of such date arising from cash payment (provided that sufficient amounts are then held in the Collection Account to pay such Margin Deficit Amount and all other amounts then due and payable on such Payment Date), Borrower may request on any Transactions Payment Date, subject to Lender’s approval in which its sole discretion (such Buyer is acting as Sellerapproval to be revocable by Lender at any time), that the Lender apply amounts in the Collection Account to pay such Margin Deficit Amount pursuant to Section 3.03(c)(v) hereof. If Borrower deposited with Lender cash in an amount equal to the Margin Deficit Amount pursuant to this Section 2.07(a)(i) above and Borrower subsequently satisfies such Margin Call (without taking into account any amounts held by Lender in the Collection Account), then Lender shall release such cash collateral to Borrower on the next Payment Date. (b) If With respect to any Margin Deficit Event set forth in clause (a) of such definition, if Borrower elects to make a cash deposit pursuant to Section 2.07(a)(i), such cash deposit must be made within thirty (30) days after the date of such Margin Deficit Event. With respect to a Margin Deficit Event set forth in clause (b) of such definition, if a Margin Call is given by Lender under Section 2.07(a) on any Business Day at or prior to 10:00 a.m. (New York City time) and Borrower elects to satisfy such Margin Call by making a cash payment, then Borrower shall cure the related Margin Deficit Event as provided in Section 2.07(a) by no later than 5:00 p.m. (New York City time) on the same Business Day. For the avoidance of doubt, if a Margin Call is given by Lender under Section 2.07(a) on any Business Day after the time the aggregate Market Value of all Purchased Securities subject set forth above, such Margin Call shall be considered given prior to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that on the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)immediately following Business Day. (c) If any notice is given The failure or delay by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline Lender, on any business dayone or more occasions, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective exercise its rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Section 2.07 shall not change or alter the terms and conditions or limit or waive the right of Lender to do so at a later date or in any way create additional rights for Borrower.

Margin Maintenance. Subparagraph 4 of the Master Repurchase Agreement is amended in its entirety to read as follows: (a) If at any time Daily until the expiration of the Facility Termination Date (or less frequently if the Buyer, in its sole and absolute discretion, so elects), the Seller, as applicable (or Servicer on Buyer's behalf) will determine (i) the aggregate Market Collateral Value of all Purchased Securities subject Mortgage Assets held by Buyer, (ii) the Repurchase Price as of such date, and the Maximum Facility Amount as of such date. Without limiting the foregoing, the Seller shall deliver to all Transactions Buyer, at any time and from time to time, information in which a particular party hereto is acting as its possession in the ordinary course of its business with respect to the Purchased Mortgage Assets sold by it to assist Buyer is less than in ascertaining the Collateral Value of such Purchased Mortgage Assets. (b) If, on any date, the aggregate Buyer’s Margin Amount for Repurchase Price exceeds the total Collateral Value of all such Transactions Eligible Mortgage Assets (a “"Margin Deficit”"), then Buyer may may, in its sole and absolute discretion, by notice to the Seller (a "Margin Call"), require the Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities Purchased Mortgage Assets that are reasonably acceptable to Buyer (“"Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any Mortgage Assets") to eliminate such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)deficiency. (c) If any Upon receipt of notice is given by from Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business dayprior to 11:00 a.m. New York City time (which may be transmitted by facsimile), the party receiving such notice Seller, as applicable, in its sole discretion, shall transfer either cash or the Additional Purchased Securities as provided in such subparagraph Mortgage Assets no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day Business Day immediately following such noticethe date on which a Margin Call is given. Any cash transferred to Buyer pursuant hereto shall be held by Buyer until the Repurchase Date and shall be applied against the Repurchase Price on the Repurchase Date. (d) Any cash transferred pursuant Buyer's election, in its sole and absolute discretion, not to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to make a Margin Call at any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into Call at any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of time a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)exists.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as a Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions Transaction (a “Margin Deficit”), then Buyer may may, by notice to Seller require written notice, request Seller in respect of such Transactions, Transactions at the Seller’s option, either to transfer pay to the Buyer cash or transfer additional Securities reasonably acceptable equivalent to Buyer the Purchased Securities (hereinafter referred to as the “Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, Securities (including any such Additional Purchased Securities, ) will thereupon be equal to or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as a Seller (Seller having sold the Purchased Securities) exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then the Seller may may, by notice to Buyer the Buyer, require the Buyer in such Transactions, at the Buyer’s option, to transfer pay cash or transfer Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) If any notice is given by Buyer or Seller under subparagraph Notwithstanding the provisions of sub-clauses 5 (a) or and (b) of this Paragraph at or before ), in any transaction the Buyer may determine the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeAmount upfront. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer ▇▇▇▇▇▇ and Seller. (e) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller ▇▇▇▇▇ and ▇▇▇▇▇▇ (or both) under subparagraphs sub-clause 5 (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).and

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate (x) Buyer’s Margin Amount for all such Transactions U.S. Purchased Assets is less than the aggregate Purchase Price outstanding for all U.S. Purchased Assets and/or (y) Buyer’s Margin Amount for all Foreign Purchased Assets is less than the aggregate Purchase Price outstanding for all Foreign Purchased Assets (in each case, a “Margin Deficit”), then Buyer may by written notice (which may be in electronic form) delivered to Seller Sellers in the form of Exhibit X (a “Margin Deficit Notice”) require Seller in such TransactionsSellers to, at Seller’s Sellers’ option, to transfer to Buyer the extent such Margin Deficit equals or exceeds the Minimum Transfer Amount, (i) repurchase some or all of the related Purchased Assets at their respective Repurchase Prices, (ii) make a payment in reduction of the Repurchase Price of some or all of such Purchased Assets in immediately available funds, (iii) deliver collateral in the form of cash or additional Securities reasonably acceptable to Buyer Cash Equivalents, or (“Additional Purchased Securities”), so that the cash and aggregate Market Value iv) choose any combination of the Purchased Securitiesforegoing, including any such Additional Purchased Securitiesthat, will thereupon equal or exceed after giving effect to such aggregate transfers, repurchases and payments, Buyer’s Margin Amount for all the related Purchased Assets shall be equal to or greater than the aggregate Repurchase Price for all the related Purchased Assets. In connection with the delivery of cash or Cash Equivalents in accordance with clause (decreased iii) above, Sellers shall deliver to Buyer any additional documents (including, without limitation, to the extent not covered by any previously delivered legal opinions, one or more opinions of counsel reasonably satisfactory to Buyer) and take any actions reasonably necessary in Buyer’s discretion for Buyer to have a first priority, perfected security interest in such cash or Cash Equivalents, as applicable. With respect to clauses (i) and (ii) above, such payments and/or repurchases shall be made by the amount related Seller in the Applicable Currency of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)the related Purchased Asset. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice Deficit Notice is given by Buyer or Seller under subparagraph (a) or (bArticle 4(a) of this Paragraph Agreement on any Business Day at or before prior to the Margin Notice Deadline on any business dayDeadline, Sellers shall cure the party receiving such notice shall transfer cash or Additional Purchased Securities related Margin Deficit as provided in such subparagraph Article 4(a) prior to 5:00 p.m. New York time no later than one (1) Business Day following the close of business in the relevant market on day such dayMargin Deficit Notice is given by Buyer. If any such notice Margin Deficit Notice is given by Buyer on any Business Day at any time after the Margin Notice Deadline, Sellers shall cure the party receiving such notice shall transfer such cash or Securities related Margin Deficit as provided in Article 4(a) by no later than prior to 5:00 p.m. New York time no later than two (2) Business Days following the close of business in the relevant market on the next business day following such noticeMargin Deficit Notice is given by Buyer. (dc) Any cash transferred pursuant 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 Paragraph shall be attributed Agreement is subject or limit the right of Buyer to such Transactions as shall be agreed upon do so at a later date. Sellers and Buyer each agree that a failure or delay by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Sellers.

Margin Maintenance. (a) Paragraphs 4(a) and 4(b) of the Agreement are hereby modified in their entirety to read as follows: (a) If at any time time, either (i) the aggregate Market Value of all any of the Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is or any of the Purchased Loans shall be less than the aggregate Buyer’s 's Margin Amount for all such Transactions Purchased Securities or Purchased Loans, respectively (a “"Margin Deficit”"), or (ii) a Credit Loss shall occur with respect to the Purchased Securities in any Rating Category subject to the last sentence of this Paragraph 4(a) or a Credit Loss shall occur with respect to the Purchased Loans in any Collateral Type Grouping, then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer (A) cash or (B) additional Securities reasonably collateral or a letter of credit acceptable to Buyer (“Additional Purchased Securities”)in its sole and absolute discretion, so that the cash and aggregate sum obtained by adding the Market Value of the such Purchased Securities, including any Securities or Purchased Loans plus such Additional Purchased Securities, will thereupon cash and additional collateral or letter of credit shall equal or exceed the Deficit Cure Amount for such aggregate Buyer’s Margin Amount (decreased by Purchased Securities or Purchased Loans, respectively, as of the amount of same date. Seller's failure to cure any Margin Deficit as required by the preceding sentence shall constitute an Event of Default under the Transaction Documents and shall entitle Buyer to exercise its remedies under Section 14 of Annex I (including, without limitation, the liquidation remedy provided for in Section 14(c)(iv) of Annex I). For purposes of this Paragraph 4(a), a Credit Loss shall only be deemed to have occurred with respect to the Purchased Securities in any Rating Category if and to the extent such Credit Loss shall not have been offset by Credit Gains with respect to Purchased Securities in the same Rating Category." In connection with the foregoing, if the Margin Deficit is caused at any time by the Seller's Equity (which previously exceeded the Minimum Seller's Equity Requirement) falling below the Minimum Seller's Equity Requirement or by the Minimum CMBS Diversification (which previously was in effect) no longer being in effect (such date, the "Transition Down Date"), then (1) except as described in clause (2) below, the Original Purchase Percentages and CF Sweep Purchase Percentages shall automatically be reduced to the lower Original Purchase Percentages and CF Sweep Purchase Percentages and the Buyer's Margin Percentages shall automatically be increased to the higher Buyer's Margin Percentages, in each case for the Purchased Securities and/or Purchased Loans subject to Transactions as of such date arising from any Transactions Transition Down Date, and (2) in which the event the Transition Down Date was caused by a collateralized debt obligation (or CDO) transaction, (x) during the (9) months following the closing of such transaction the Original Purchase Percentages, CF Sweep Purchase Percentage and Buyer's Margin Percentages shall not be reduced or increased as described in (1) above and shall remain at the Original Purchase Percentages, CF Sweep Purchase Percentages and Buyer's Margin Percentages that applied immediately before the collateralized debt obligation (or CDO) transaction (i.e. during such nine (9) month period Buyer shall apply Income deposited in the Cash Management Account pursuant to Section 5 utilizing such higher or lower percentages, as the case may be) and (y) at the end of such nine (9) month period, the Original Purchase Percentages, CF Sweep Purchase Percentages and Buyer's Margin Percentages shall be determined by whether the Minimum Seller's Equity Requirement and the Minimum CMBS Diversification is acting as Seller)achieved at such time." (b) If at any time the aggregate Market Value of all any Purchased Securities subject to all Transactions Security in which a particular party hereto is acting any Rating Category or Purchased Loan in any Collateral Type Grouping multiplied by the "Original Purchase Percentage" for such Rating Category or such Collateral Type Grouping as Seller exceeds such Original Purchase Percentage may be adjusted in accordance with this Agreement shall be greater than the aggregate Seller’s Margin Amount Repurchase Price for all the Transaction relating to such Transactions at such time Purchased Security or Purchased Loan, respectively (a “"Margin Excess”), ") then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer to Seller cash or Purchased Securities in an amount (expressed in United States Dollars) up to Sellerthe Margin Excess; provided, so that the aggregate Market Value of the Purchased Securities, after deduction of any such transfer of cash or any Purchased Securities so transferred(1) shall be subject to the restrictions set forth in the parenthetical in and the proviso to the definition of "Purchase Price", will thereupon (2) shall not exceed such aggregate Seller’s Margin Amount be in an amount less than $1,000,000 and (increased 3) shall be evidenced by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)amended and restated Confirmations. (cb) If any notice is given by Buyer or Seller under subparagraph (a) or (bParagraph 4(a) of this Paragraph the Agreement at or before the Margin Notice Deadline on any business dayBusiness Day, the party receiving such notice Seller shall transfer cash or Additional Purchased Securities additional collateral or letter of credit as provided in such subparagraph Paragraph 4(a) no later than the close of business in the relevant market on such daythe next Business Day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice Seller shall transfer such cash or Securities additional collateral or letter of credit no later than the close of business in the relevant market on the next business day second Business Day following such notice. If any notice is given by Seller under Paragraph 4(b) of the Agreement prior to the close of business on any Business Day, the Buyer shall transfer cash as provided in Paragraph 4(b) no later than the close of business in the relevant market on the second following Business Day. Notice required pursuant to Paragraph 4(a) or 4(b) of the Agreement may be given by any means of telecopier or telegraphic transmission and shall be delivered in accordance with the terms of the Agreement. The failure of Buyer or Seller, on any one or more occasions, to exercise its rights under Paragraph 4(a) or 4(b) of the Agreement shall not change or alter the terms and conditions to which the Agreement is subject or limit the right of Buyer or Seller to do so at a later date. Buyer and Seller agree that any failure or delay by either party to exercise its rights under Paragraph 4(a) or 4(b) of the Agreement shall not limit such party's rights under the Agreement or otherwise existing by law or in any way create additional rights for such party. (c) Paragraph 4(d) of the Agreement is hereby modified in its entirety to read as follows: (d) Any cash transferred to Buyer or Seller pursuant to this Paragraph 4(a) or 4(b) of the Agreement with respect to any Purchased Securities or any Purchased Loans shall be attributed to such Transactions as shall be agreed upon by Buyer and Sellerthe relevant Transaction. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)."

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in In which such Buyer is Is acting as Seller)) . (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is Is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in In such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the 4 ▪ September 1996 ▪ Master Repurchase Agreement case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time time, the aggregate Market Value of all any of the Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is or any of the Purchased Loans shall be less than the aggregate Buyer’s Margin Amount for all such Transactions Purchased Securities or Purchased Loans, respectively (a “Margin Deficit”), by greater than $250,000, when calculated on an aggregate basis with any other Purchased Securities or Purchased Loans, then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer Buyer, not later than the Business Day after such notice is given, cash or additional Securities reasonably collateral acceptable to Buyer (“Additional Purchased Securities”)in its sole and absolute discretion, so that the cash and aggregate Market Value of each of the Purchased Securities, including any such Additional Securities or Purchased Securities, will thereupon Loans shall equal or exceed such aggregate Buyer’s Margin the Deficit Cure Amount (decreased by taking into account the amount application of any Margin Deficit such cash or additional collateral to be delivered in reduction of the Repurchase Price) for such Purchased Securities or Purchased Loans, respectively, as of such date arising from any Transactions in which such Buyer is acting as Seller)the same date. (b) If at any time time, Target Price for any Purchased Security or Purchased Loan (as applied to the aggregate Market Value of all related Transaction) shall be greater than the Repurchase Price for such Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time Security or Purchased Loan, respectively (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer to Seller cash or in an amount (expressed in dollars) up to the Margin Excess; provided, that any such transfer of cash (1) shall be subject to the restriction that, when calculated on an aggregate basis with other Purchased Securities to Sellerand Purchased Loans, so that there may be no Margin Deficit either created or increased as the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as result of such date arising from transfer of cash, (2) shall not be in any Transactions in which such Seller is acting amount less than $500,000 and (3) shall be evidenced by amended and restated Confirmations and any other documentation as Buyer)reasonably required. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (bParagraph 4(a) of this Paragraph at or before the Margin Notice Deadline Agreement on any business dayBusiness Day, the party receiving such notice Seller shall transfer cash or Additional Purchased Securities additional collateral as provided in such subparagraph Paragraph 4(a) by no later than the close of business in the relevant market on such day. If any such notice is given next Business Day after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close giving of business in the relevant market on the next business day following such notice. Notice required pursuant to Section 4(a) of this Agreement may be given by any means permitted under Section 17 of this Agreement. The failure of Buyer, on any one or more occasions, to exercise its rights under Section 4(a) of this Agreement 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. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under Section 4(a) of this Agreement shall not limit such party’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (d) Any cash transferred to Buyer pursuant to Section 4(a) of this Paragraph Agreement with respect to any Purchased Securities or any Purchased Loans shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agreePurchased Security or Purchased Loan, with respect to any or all Transactions hereunderrespectively, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where for which there was a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)Deficit. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in September 1996 Master Repurchase Agreement such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time either (i) the aggregate Market Value of all Purchased Securities Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s MV Margin Amount for all such Transactions, or (ii) the aggregate unpaid principal balance of the Purchased Loans for all Transactions is less than the aggregate Par Margin Amount for all such Transactions (either such event, a “Margin Deficit”), then the Buyer may may, by notice to Seller Sellers, require Seller Sellers in such Transactions, at Seller’s option, Transactions to transfer to the Buyer cash or or, at the Buyer’s option (and provided Sellers have additional Securities reasonably acceptable to Buyer Eligible Loans), additional Eligible Loans (“Additional Purchased SecuritiesLoans”)) within one (1) Business Day of such notice by Buyer, so that both (x) the cash and aggregate Market Value of the Purchased SecuritiesLoans, including any such Additional Purchased SecuritiesLoans, will thereupon equal or exceed such aggregate Buyer’s MV Margin Amount, and (y) the cash and unpaid principal balance of such Purchased Loans, including any such Additional Purchased Loans and Purchased Loans, will therefore equal or exceed such aggregate Par Margin Amount (decreased by either requirement, a “Margin Call”); provided that if Sellers transfer cash, Buyer shall deposit such cash into a non-interest bearing account until the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)next succeeding Repurchase Date. (b) If at any time the aggregate Market Value of all Purchased Securities subject Notice required pursuant to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller Section 6(a) may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is be given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as means provided in such subparagraph Section 21 hereof. Any notice given on a Business Day preceding 1:00 p.m. (New York City time) shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the close of business in same Business Day. Any notice given on a Business Day following 1:00 p.m. (New York City time) shall be met, and the relevant market on such day. If any such notice is given after the related Margin Notice DeadlineCall satisfied, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market 1:00 p.m. (New York City time) on the next business day following such notice. (d) Any cash transferred pursuant Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights under this Paragraph Section 6, shall be attributed not change or alter the terms and conditions to such Transactions as shall be agreed upon which this Agreement is subject or limit the right of Buyer to do so at a later date. Sellers and Buyer each agree that a failure or delay by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Sellers.

Margin Maintenance. (a) If a. Subject to the proviso at the end of this sentence, if at any time time, any of the aggregate following has occurred: (i) either (x) the Market Value of all any Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer Asset is less than the aggregate Buyer’s Margin Amount for all such Transactions Purchased Asset or (y) if the Buyer determines in its sole good faith discretion that the aggregate Outstanding Purchase Price (relative to the Purchased Assets) would not receive a rating of at least BBB- (or the comparable designation) from any Rating Agency, as determined by Buyer in its sole discretion generally in accordance with methodology used by any Rating Agency (each, a “Margin Call Deficit”), (ii) a Credit Loss occurs with respect to any Purchased Asset, or (iii) the Market Value of any Purchased Asset is less than the Capital Call Amount of such Purchased Asset (each, a “Capital Call Deficit”), then Buyer may by notice to Seller (each notice of a Margin Call Deficit or Credit Loss is herein referred to as a “Margin Call”; a notice of a Capital Call Deficit is herein referred to as a “Capital Call”) require Seller in to cure such TransactionsMargin Call Deficit, at Seller’s optionCredit Loss or Capital Call Deficit by transferring to Buyer, to transfer (A) cash or (B) additional collateral acceptable to Buyer in its sole discretion, exercised in good faith (such cash or additional Securities reasonably acceptable collateral paid by Seller to Buyer (is herein referred to as “Additional Purchased SecuritiesCollateral”), so that the cash sum obtained by adding the Asset Value of such Purchased Asset, plus the Asset Value of such Additional Collateral shall equal or exceed the Deficit Cure Amount for such Purchased Asset as of the same date; provided, however, that if and so long as the Call Support Condition exists, Buyer shall not be required to make a Capital Call hereunder on account of a Call Deficit unless and until the Call Support Condition no longer exists. Seller’s failure to cure any Margin Call Deficit, Credit Loss or Capital Call Deficit as required by the preceding sentence prior to expiration of the time period set forth in the first sentence of Section 6(b) below (in the case of a Margin Call) or the second sentence of Section 6(b) below (in the case of a Capital Call) shall constitute an Event of Default under the Transaction Documents and shall entitle Buyer to exercise its remedies under Section 16 of this Agreement (including, without limitation, the liquidation remedy provided for in Section 16(d) of this Agreement). b. If any Margin Call is given by Buyer under Section 6(a) of this Agreement, Seller shall transfer Additional Collateral as provided in Section 6(a) by no later than two Business Days after the giving of such Margin Call notice. If any Capital Call is given by Buyer under Section 6(a) of this Agreement, Seller shall transfer Additional Collateral as provided in Section 6(a) of this Agreement by no later than ten Business Days after the giving of such Capital Call notice; provided, however, that if a Capital Call is made with respect to any Purchased Asset and Seller requests, in a written notice to Buyer given not later than five Business Days after the giving of a Capital Call notice, that Buyer make a determination whether the “Excess Cash Flow Sufficiency Condition” (as defined below) will be satisfied, Seller’s obligation to transfer Additional Collateral to cure a Capital Call Deficit with respect to a Purchased Asset shall be deferred (each, a “Capital Call Deferral”) if and for so long as (A) no Margin Call Deficit exists with respect to such Purchased Asset, and no Capital Call Deficit or Margin Call Deficit exists with respect to any other Purchased Asset, and no Event of Default exists, and (B) Buyer determines, in Buyer’s sole discretion, exercised in good faith, that the aggregate excess Income (i.e., the excess Income after application thereof to the Price Differential and the other obligations of Seller in accordance with Section 5 of this Agreement, exclusive, however, of Principal Payments) to be generated from all other Purchased Assets (i.e., all Purchased Assets other than the Purchased Asset to which such Capital Call is made) and distributed on the Price Differential Payment Date immediately following such Capital Call will, when added to the Asset Value of such Purchased Asset, equal or exceed the Deficit Cure Amount for such Purchased Asset (the “Excess Cash Flow Sufficiency Condition”). If a Capital Call Deferral occurs, (X) the related Capital Call Deficit shall not be deemed to have been waived and shall nevertheless continue to exist unless and until the Capital Call Deficit is satisfied with Additional Collateral or pursuant to applications of funds to satisfy the same pursuant to Section 6(a) and (Y) and any CF Sweep Condition related to such Purchased Asset shall continue to exist. Without limiting Buyer’s other rights and remedies or operating to extend any other applicable time periods hereunder (including any time periods for notice and cure or applicable to any Margin Call or Event of Default), (A) any Capital Call Deferral shall automatically end if Buyer makes a Margin Call Deficit with respect to such Purchased Asset or if a Capital Call Deficit or Margin Call Deficit exists with respect to any other Purchased Asset or if an Event of Default occurs, and (B) such Capital Call Deferral shall end at Buyer’s option, and Buyer may give a further Capital Call notice with respect to the Capital Call Deficit subject to such Capital Call Deferral (indicating that the Capital Call Deferral is ended), and the provisions of this sentence and Section 6(a) of this Agreement shall apply to such further Capital Call. Buyer may also make a Capital Call (indicating that the Capital Call Deferral is ended) if Buyer determines, in good faith, that the Excess Cash Flow Sufficiency Condition will not be satisfied. Notice required pursuant to Section 6(a) of this Agreement may be given by any means of telecopier or telegraphic transmission and shall be delivered in accordance with the terms of this Agreement. The failure of Buyer on any one or more occasions to exercise its rights under Section 6(a) of this Agreement shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer or Seller to do so at a later date. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under Section 6(a) of this Agreement shall not limit such party’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. Notice delivered pursuant to Section 6(a) shall be given by any written means. Any notice given before 10:00 a.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 10:00 a.m. (New York City time) on the second Business Days following the date such notice was given; notice given after 10:00 a.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second Business Days following the date such notice was given. 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. c. Any Additional Collateral transferred to Buyer pursuant to Section 6(a) of this Agreement with respect to any Purchased Assets shall be attributed to the Transaction relating to such Purchased Assets. d. On any day on which the aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such Assets subject to Transactions exceeds the then outstanding aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value Target Price of all the Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time Assets (a “Margin Excess”), then so long as no Default or Event of Default has occurred and is continuing or will result therefrom, the Buyer shall, upon receipt of written request from Seller, release Additional Collateral (with such release not being subject to an Exit Fee, if any) as requested by the Seller, in either case, in amount equal to the lesser of (i) the amount requested by the Seller may by notice and (ii) such Margin Excess to Seller. To the extent that the Buyer require Buyer in such Transactions, at Buyer’s option, to transfer remits cash or Purchased Securities collateral received as Additional Collateral to the Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon shall not exceed such aggregate Seller’s Margin Amount (increased be additional Purchase Price with respect to the Transactions. Any request received by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, Business Day shall be remitted by the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph Buyer no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day five Business Days following such noticerequest. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. a. If on any date, and at Buyer’s discretion, the product of either (aA) If at the lesser of (i) the current Market Value of a Purchased Asset, or (ii) the unpaid principal balance underlying any time individual Purchased Asset, times the aggregate current Purchase Price Percentage for such Purchased Asset, or (B) the current Market Value of all Purchased Securities subject to Assets times the current Purchase Price Percentage for all Transactions in which a particular party hereto is acting as Buyer Purchased Assets, is less than the aggregate Buyer’s Margin Amount for all then current Purchase Price with respect to such Transactions Purchased Asset(s) as of such date (such deficit, a “Margin Deficit”), then Buyer may by provide notice to Seller require Seller (as such notice is more particularly set forth below and in such TransactionsSections 6(b) and 6(c) below, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin ExcessCall”) of such Margin Deficit. b. In connection with the issuance of a Margin Call, Buyer may, in Buyer’s sole and absolute discretion, require Seller to (i) transfer cash to Buyer to satisfy the Margin Deficit, or (ii) repurchase the affected Purchased Assets at the Repurchase Price thereof. If Seller has not satisfied the Margin Deficit within the applicable Margin Deadline (as more particularly set forth in Section 6(c)), then Buyer may, in its sole and absolute discretion, either (i) notify Seller that Buyer is exercising its rights to sell the affected Purchased Assets as more particularly set forth in Section 6(e) below or (ii) exercise its remedies under Section 15 hereof. In connection with exercising remedies pursuant to this Section 6(b), Buyer shall apply funds received in connection with a Margin Call in such manner as Buyer determines to eliminate the Margin Deficit. If Buyer exercises its rights to sell the related Purchased Assets as set forth in Section 6(e) and the proceeds of such sale are insufficient to satisfy the Margin Deficit, Buyer may by notice in its discretion require Seller to transfer cash to Buyer require to eliminate such Margin Deficit. Once a Margin Deficit has been eliminated, the related Margin Call shall have been satisfied. c. A Margin Call may be given by any written or electronic means. Notice given before 10:00 a.m. (New York City time) on a Business Day shall be met, and the related Margin Deficit satisfied, no later than 5:00 p.m. (New York City time) on such Business Day or such later time as may be communicated by Buyer to Seller in its sole discretion; notice given after 10:00 a.m. (New York City time) on a Business Day shall be met, and the related Margin Deficit satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day or such Transactionslater time as may be communicated by Buyer to Seller in its sole discretion (the foregoing time requirements for satisfying a Margin Deficit, the “Margin Deadlines”). 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. Any late payments, other than those directly related to a Mortgage Loan or Agency Security, shall accrue interest at rate equal to the Accounts Receivable Rate. Any late payments directly related to a Mortgage Loan shall accrue interest at the then applicable Loan Margin, or any late payments directly related to an Agency Securit y shall accrue interest at the then applicable Agency Security Margin. d. In the event that a Margin Deficit exists or any other funds are due and payable to Buyer, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder or exercise control over any funds in the Seller’s Clearing Account and remit such funds to the Settlement Account, which funds shall be held and applied by Buyer against such Margin Deficit, may be applied by Buyer against amounts due and owing, or any shortfall, with respect to any Purchased Asset. Notwithstanding the foregoing, the Buyer retains the right, in its discretion, to make a Margin Call in accordance with the provisions of this Section 6. e. If Buyer elects to exercise its rights set forth in Section 6(b) above to sell the affected Purchased Assets, Buyer shall have the right to sell the affected Purchased Mortgage Loans (including, without limitation, the Servicing Rights) or Purchased Agency Securities. Such disposition of a Purchased Mortgage Loan may be, at Buyer’s option, on either a servicing-released or a servicing-retained basis. Buyer shall not be required to transfer cash or Purchased Securities give any warranties as to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash Mortgage Loans or any the Purchased Agency Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any such disposition thereof. Buyer may specifically disclaim or all Transactions hereunder, that modify any warranties of title or the respective rights of Buyer like relating to the Purchased Mortgage Loans or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage Purchased Agency Securities. The foregoing procedure for disposition of the Repurchase Prices Purchased Mortgage Loan or the Purchased Agency Security shall not be considered to adversely affect the commercial reasonableness of any sale thereof. Seller agrees that it would not be commercially unreasonable for Buyer to dispose of the Purchased Mortgage Loan or Purchased Agency Security or any portion thereof by using Internet sites that provide for the auction of assets similar to the Purchased Mortgage Loan or the Purchased Agency Security, or that have the reasonable capability of doing so, or that match buyers and sellers of assets. Buyer shall be entitled to place the Purchased Mortgage Loans in a pool for issuance of mortgage-backed securities at the then-prevailing price for such Transactions (which amount or percentage securities and to sell such securities for such prevailing price in the open market. Buyer shall also be agreed entitled to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to sell any or all Transactions hereunder, that of such Purchased Mortgage Loans individually for the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)prevailing price.

Margin Maintenance. (a) If Administrative Agent, on behalf of Buyers, may determine and re-determine Buyers’ Margin Amount for any Purchased Asset on any Business Day and on as many Business Days as it may elect solely for internal purposes. Upon the occurrence and during the continuance of a Margin Credit Event with respect to any Purchased Asset and if at any time the aggregate Market Value of Buyers’ Margin Amount for all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer Assets is less than the aggregate Buyer’s Margin Amount Repurchase Price for all such Transactions Purchased Assets (a “Margin Deficit”), then Buyer Administrative Agent may by notice to Seller in the form of Exhibit VII (a “Margin Deficit Notice”) require Seller to either: (i) repurchase the Purchased Asset giving rise to such Margin Deficit at its Repurchase Price, (ii) make a payment in reduction of the outstanding Purchase Price for such TransactionsPurchased Asset, at Seller’s option(iii) reallocate the outstanding Purchase Price among all Purchased Assets, or (iv) choose any combination of the foregoing, as Seller may elect, such that, after giving effect to transfer such transfers, repurchases and payments, Buyers’ Margin Amount for all Purchased Assets, shall be equal to Buyer cash or additional Securities reasonably acceptable greater than the aggregate Repurchase Price for all Purchased Assets; provided, that, unless an Event of Default has occurred and is continuing, Seller shall not be required to Buyer cure a Margin Deficit unless and until the aggregate Margin Deficit equals or exceeds $1,000,000 on the date the Margin Deficit Notice is delivered. Seller shall perform the obligations under this Article 4(a) not later than two (“Additional Purchased Securities”)2) Business Days after receipt of the Margin Deficit Notice, so provided that the cash and aggregate Market Value Margin Deficit Notice is received prior to 12:00 p.m. on a Business Day or not later than three (3) Business Days after receipt of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer Notice if the Margin Deficit Notice is acting as Seller)received after 12:00 p.m. on a Business Day. (b) If The failure of Administrative Agent, 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 Administrative Agent to do so at a later date. Seller and Administrative Agent each agree that a failure or delay by Administrative Agent to exercise its rights hereunder shall not limit or waive Administrative Agent’s or any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash rights under this Agreement or Purchased Securities to otherwise existing by law or in any way create additional rights for Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If In addition to the Appraisals delivered by Seller in accordance with Article 11(aa), Administrative Agent shall have the right to require additional Appraisals, as applicable from time-to-time relating to any notice is given by Buyer or Seller under subparagraph all of the Purchased Assets; provided that (ai) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice Administrative Agent shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, not require Appraisals with respect to any or all Transactions hereunderPurchased Asset more than once in any twelve (12) month period, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (bii) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as to the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, extent Administrative Agent requires Appraisals with respect to any or all Transactions hereunderPurchased Asset more than once in any twelve (12) month period, that Administrative Agent shall bear the respective rights cost of Buyer such Appraisal. Administrative Agent shall request such additional Appraisals in writing and Seller under subparagraphs shall procure and deliver such requested Appraisals within twenty (a20) Business Days of receipt of such request (or such other time period as determined by Administrative Agent in its sole discretion). In the event that any additional Appraisals relating to a Purchased Asset and (b) of requested pursuant to this Paragraph Article 4(c), when considered together with the other criteria used to require the elimination of determine Market Value in accordance with this Agreement, results in a Margin Deficit or relating to the applicable Purchased Asset, then the cost of such additional valuation shall be an obligation of Seller. In the event that any additional Appraisals relating to a Margin ExcessPurchased Asset and requested pursuant to this Article 4(c), as when considered together with the case may beother criteria used to determine Market Value in accordance with this Agreement, may be exercised whenever such does not result in a Margin Deficit relating to the applicable Purchased Asset, then the cost of such additional appraisal or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)valuation shall be an obligation of Administrative Agent.

Margin Maintenance. (a) If If, at any time time, the aggregate Market Value of all the Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is Loans shall be less than the aggregate Buyer’s sum of the Margin Amount for all such Transactions Amounts calculated individually with respect to each Purchased Loan (a “Margin Deficit”), then Buyer may by notice to Seller in writing (including therein a description of the Market Value calculation for each Purchased Loan) require Seller in to cure such Transactions, at Margin Deficit by any of the following methods selected by Seller’s option, to transfer : (i) transferring to Buyer additional cash or additional Securities reasonably acceptable collateral in an amount at least equal to Buyer the sum of the amounts, calculated individually for each Purchased Loan, equal to the product of (“Additional x) the difference between the Margin Amount with respect to such Purchased Securities”), so that Loan and the cash and aggregate Market Value of such Purchased Loan multiplied by (y) the applicable Maximum Purchase Price Percentage, which cash collateral shall be held by Buyer as additional Collateral with respect to the applicable Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount Loan(s); (decreased by ii) reducing the amount outstanding Purchase Price of any Margin Deficit Purchased Loan, as of applicable, such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction Loans is at least equal to or is greater than the sum of the Margin Amounts of the Purchased Loans; or (iii) doing an early repurchase on an Early Repurchase Date of any of the Purchased Loans pursuant to Section 3(d) of this Agreement and paying the related Repurchase Price which early repurchase results in a cure of such Margin Deficit. Any cash or transferred to Buyer pursuant to clause (ii) of this Section 4(a) of this Agreement with respect to any Purchased Securities so transferredLoan shall be applied to reduce the outstanding Purchase Price for each Purchased Loan on a dollar-for-dollar basis for which there was a Margin Deficit. Notwithstanding the foregoing or anything herein to the contrary, will thereupon a Margin Deficit shall not exceed exist or be deemed to exist with respect to any Purchased Loan at any time the outstanding Purchase Price with respect to such aggregate Seller’s Margin Amount (increased by Purchased Loan is less than 60% of the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)related Market Value. (cb) If any notice is given by Buyer or under Section 4(a) of this Agreement on any Business Day (such notice, a “Margin Deficit Notice”) and Seller under subparagraph (aelects to transfer cash pursuant to Section 4(a)(i) or (b) of this Paragraph at or before the Margin Notice Deadline on any business dayii), the party receiving such notice Seller shall transfer cash in the full amount required in Section 4(a)(i) or Additional Purchased Securities as provided in such subparagraph (ii), if the Margin Deficit Notice is given before 1:00 p.m. EST, by no later than the close of business in on the relevant market Business Day following the Business Day on which such day. If any such notice Margin Deficit Notice is given, and if the Margin Deficit Notice is given on or after the Margin Notice Deadline1:00 p.m. EST, the party receiving such notice shall transfer such cash or Securities by no later than the close of business on the second (2nd) Business Day following the Business Day on which such Margin Deficit Notice is given. The failure of Buyer, on any one or more occasions, to exercise its rights under Section 4(a) of this Agreement 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. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under Section 4(a) of this Agreement shall not limit such party’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (c) At any time prior to the Facility Expiration Date, in the relevant market on event a future funding is contractually required to be made available to the next business day related Mortgagor under a Purchased Loan, Seller may submit to Buyer a Request for Margin Excess, in the form of Exhibit IX attached hereto, which requests that Buyer transfer to Seller cash in an amount equal to the product of a percentage, not to exceed the applicable Maximum Purchase Price Percentage for such Purchased Loan, multiplied by the amount of such future funding (such product, “Margin Excess (Future Funding)”), which cash shall be applied to increase the outstanding Purchase Price with respect to the Transaction for such Purchased Loan and to satisfy such future funding obligation in part; provided, that, Buyer shall not have any obligation to transfer such Margin Excess (Future Funding) to Seller unless Buyer shall have determined that all of the following conditions precedent (such conditions, the “Future Funding Conditions Precedent”) are satisfied: (i) If in connection with the entry into the initial Transaction relating to the Purchased Loan that is the subject of a future funding obligation, Buyer and Seller agreed upon additional conditions precedent which are required to be satisfied (e.g. maintenance of or improvement in Debt Yield (Purchase Price) and/or Debt Yield (Loan UPB)) with respect to such Purchased Loan and which are specified in the Confirmation, taking into account the increase in the outstanding Purchase Price attributable to such Margin Excess (Future Funding), then such additional conditions precedent are satisfied; (ii) taking into account the increase in the outstanding Purchase Price attributable to such Margin Excess (Future Funding), the LTV (Purchase Price) shall not exceed sixty percent (60%); (iii) no Default or Event of Default has occurred and is continuing; (iv) the increase in the outstanding Purchase Price with respect to such Purchased Loan attributable to such Margin Excess (Future Funding) shall be equal to or greater than $250,000; (v) Seller shall have demonstrated to Buyer’s reasonable satisfaction that all conditions precedent to the future funding obligation under the Purchased Loan documentation shall have been satisfied in all material respects; and (vi) following such noticeincrease in the outstanding Purchase Price attributable to such Margin Excess (Future Funding), no Margin Deficit shall exist. In addition to and in no way limiting Seller’s right to submit to Buyer a Request for Margin Excess in accordance with this Section 4(c), concurrent with or following a future funding made by Seller to a Mortgagor under a Purchased Loan, Seller may submit to Buyer a written request that Buyer, after applying all of the Future Funding Conditions Precedent referred to above, provide Seller with an indication of the amount of availability created with respect to such Purchased Loan by Seller making such future funding. (d) Any If any notice is given by Seller under Section 4(c) of this Agreement on any Business Day, Buyer shall transfer cash transferred pursuant as provided in Section 4(c) by no later than the close of business on the second (2nd) Business Day following the Business Day on which Buyer reasonably determines that the Future Funding Conditions Precedent have been satisfied (or, in Buyer’s sole discretion, waived). The failure of Seller, on any one or more occasions, to exercise its rights under Section 4(c) of this Paragraph Agreement shall be attributed not change or alter the terms and conditions to such Transactions as shall be agreed upon by which this Agreement is subject or limit the right of Seller to do so at a later date. Buyer and SellerSeller agree that any failure or delay by Seller to exercise its rights under Section 4(c) of this Agreement shall not limit such party’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (e) Seller and Buyer may agreeAt any time prior to the Facility Expiration Date, with respect to any or all Transactions hereunder, that in the respective rights of Buyer or Seller (or both) under subparagraphs event, (a) Seller elects to transfer cash to Buyer pursuant to Section 4(a)(i) or (ii) to satisfy a Margin Deficit and (b) on any date subsequent to such transfer of this Paragraph may be exercised only where cash, the Market Value of a Margin Deficit Purchased Loan increases such that the outstanding Purchase Price (or Margin Excessif cash collateral was transferred in accordance with Section 4(a)(i), the outstanding Purchase Price less such cash collateral so transferred) with respect to such Purchased Loan is less than the Maximum Purchase Price with respect to such Purchased Loan, or (a) Seller elects to transfer cash to Buyer pursuant to Section 3(f) or elects as described in the definition of Pricing Matrix to receive on the applicable Purchase Date a Purchase Price lower than the Maximum Purchase Price of such Purchased Loan and (b) on any date subsequent to such transfer of cash, Seller desires to receive a re-advance of such cash so transferred or an additional advance of cash in an amount up to the Maximum Purchase Price of such Purchased Loan (the difference between the actual outstanding Purchase Price (or outstanding Purchase Price less cash collateral transferred, as the case may be), exceeds and the Maximum Purchase Price, the “Margin Excess (Other)”), then Seller may submit to Buyer a specified dollar Request for Margin Excess, in the form of Exhibit IX attached hereto, which requests that Buyer transfer to Seller an amount or a specified percentage up to such Margin Excess (Other), by wire transfer to an account designated by Seller; provided, that, Buyer shall not have any obligation to transfer such Margin Excess (Other) to Seller unless Buyer shall have determined that all of the Repurchase Prices following conditions precedent are satisfied: (i) no Default or Event of Default has occurred and is continuing; (ii) with respect to any Purchased Loan, the amount of cash transferred by Buyer pursuant to clause (x) or (y) above shall not cause the Purchase Price to exceed the Maximum Purchase Price for such Transactions Purchased Loan; (which amount or percentage iii) the increase in the outstanding Purchase Price with respect to such Purchased Loan attributable to such Margin Excess (Other) shall be agreed equal to by Buyer and Seller prior or greater than $250,000; and (iv) following such increase in the outstanding Purchase Price attributable to entering into any such TransactionsMargin Excess (Other), no Margin Deficit shall exist. (f) If any Request for Margin Excess is given by Seller on any Business Day under (x) Section 4(e)(x) of this Agreement, Buyer shall transfer cash as provided in Section 4(e)(x) by no later than the close of business on the next succeeding Business Day following the Business Day on which Buyer has completed its calculation of Market Value, or (y) Section 4(e)(y) of this Agreement, Buyer shall transfer cash as provided in Section 4(e)(y) by no later than the close of business on the next succeeding Business Day following the Business Day on which such Request for Margin Excess is submitted. The failure of Seller, on any one or more occasions, to exercise its rights under Section 4(e) of this Agreement shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Seller to do so at a later date. Buyer and Seller agree that any failure or delay by Seller to exercise its rights under Section 4(e) of this Agreement shall not limit such party’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (g) Promptly following the transfer of Margin Excess by Buyer to Seller, or any increase to the Market Value of a Purchased Loan, in each case pursuant to Section 4(c) and 4(d) or 4(e) and 4(f), as applicable, Buyer and Seller shall revise the Confirmation to reflect the revised outstanding Purchase Price, Maximum Purchase Price, Purchase Price Percentage, and Maximum Purchase Price Percentage for such Purchased Loan, as applicable, and any other necessary modifications to the terms set forth on the existing Confirmation. (h) In the event Seller requests to enter into a Transaction with Buyer with respect to any Eligible Loan which includes Margin Excess (Future Funding) obligations approved by Buyer, or Seller requests a Margin Excess (Future Funding) with respect to any Purchased Loan, and the result of such Transaction with respect to such Eligible Loan or the funding of such Margin Excess (Future Funding) with respect to such Purchased Loan would be that, the sum of Column A plus Column B plus Column C calculated with respect to all Purchased Loans collectively (including for this purpose, such Eligible Loan) would exceed the Facility Amount, then Seller may agreenotify Buyer in writing that Seller elects to reallocate downward, in its sole discretion, the amount referenced in Column C with respect to any Purchased Loan by an amount necessary for the sum of Column A plus Column B plus Column C calculated with respect to all Purchased Loans collectively (including for this purpose, such Eligible Loan) not to exceed, with respect to all Purchased Loans collectively (including for this purpose, such Eligible Loan), the Facility Amount. Notwithstanding the foregoing, Seller shall be permitted, at any time and from time to time, upon written notice to Buyer, to reallocate upward or all Transactions hereunder, that downward the respective rights of Buyer and Seller under subparagraphs amount referenced in Column C with respect to any Purchased Loan so long as (a) the sum of Column A plus Column B plus Column C calculated with respect to all Purchased Loans collectively, does not exceed the Facility Amount and (b) any upward reallocation of the amount referenced in Column C for any Purchased Loan does not exceed the amount referenced in Column E with respect to such Purchased Loan. Upon making any such reallocations, Seller shall promptly deliver to Buyer (by e-mail) a Facility Asset Chart, which then-current Facility Asset Chart shall represent the definitive allocation of Buyer’s Margin Excess (Future Funding) obligations with respect to all Purchased Loans. Notwithstanding anything to the contrary set forth in this Paragraph to require the elimination of a Margin Deficit Agreement or a Margin Excessany other Transaction Document, Buyer and Seller hereby acknowledge and agree that, as of any date of determination, (i) the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists amount referenced in Column C of the then-current version of the Facility Asset Chart with respect to any single Transaction hereunder Purchased Loan shall be the maximum amount of Margin Excess (calculated without regard Future Funding) that Buyer would be obligated to any other Transaction outstanding under transfer to Seller with respect to such Purchased Loan upon satisfaction of the Future Funding Conditions Precedent, in accordance with Sections 4(c) and (d) of this Agreement), and (ii) the sum of Column A plus Column B plus Column C calculated with respect to each Purchased Loan individually, as reflected in Column D, shall not exceed, with respect to all Purchased Loans collectively, the Facility Amount.

Margin Maintenance. (a) If Agent shall determine the Market Value of the Purchased Assets at any time as determined by Agent in its sole discretion. Agent shall have the right to ▇▇▇▇ to market the Purchased Assets on a daily basis in connection with which the Market Value with respect to one or more of the Purchased Assets may be determined to be zero in accordance with the terms herein. (b) If, as of any date of determination, the lesser of (i) [***] of the Principal Balance of the Purchased Mortgage Loans and face amount of the Takeout MBS and (ii) the aggregate Market Value of all Purchased Securities Assets then subject to all Transactions Transactions, taking into account the cash then on deposit in which a particular party hereto is acting as Buyer the Collection Account, multiplied by the applicable Purchase Price Percentage is less than the aggregate Buyer’s Margin Amount Repurchase Price for all such Transactions by an amount that exceeds [***] (a “Margin Deficit”), then Buyer may Agent may, by notice to the Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer Purchaser or its designee cash or or, at Purchaser’s option (and provided Seller has additional Securities reasonably acceptable Eligible Mortgage Loans), additional Eligible Mortgage Loans to Buyer Purchaser (“Additional Purchased SecuritiesMortgage Loans”), so that ) to cure the cash and aggregate Market Value of Margin Deficit. If the Purchased Securities, including Agent delivers a Margin Call to the Seller on or prior to [***] (New York City time) on any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Business Day, then the Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph Mortgage Loans to Purchaser or its designee no later than [***] (New York City time) on the close of business in same Business Day. In the relevant market event the Agent delivers a Margin Call to Seller after [***] (New York City time) on such day. If any such notice is given after the Margin Notice DeadlineBusiness Day, the party receiving such notice Seller shall be required to transfer such cash or Securities Additional Purchased Mortgage Loans no later than the close of business in the relevant market [***] (New York City time) on the next business day following such noticesucceeding Business Day. (c) Any cash transferred to Purchaser or its designee pursuant to Section 16(f)(ii) herein shall reduce the Repurchase Price of the related Transactions. (d) Any cash transferred pursuant The failure of Purchaser, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Paragraph Agreement or limit the right of the Purchaser to do so at a later date. Seller and Purchaser each agree that a failure or delay by a Purchaser to exercise its rights hereunder shall be attributed to such Transactions as shall be agreed upon not limit or waive Purchaser’s rights under this Agreement or otherwise existing by Buyer and law or in any way create additional rights for Seller. (e) For the avoidance of doubt, it is hereby understood and agreed that Seller and Buyer may agree, with respect shall be responsible for satisfying any Margin Deficit existing as a result of any reduction of the Principal Balance of any Purchased Mortgage Loan pursuant to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to action by Buyer and Seller prior to entering into any such Transactions)bankruptcy court. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. a. If on any date, and at Buyer’s discretion, the product of either (aA) If at the lesser of (i) the current Market Value of an Underlying Mortgage Loan, or (ii) the unpaid principal balance of any time individual Underlying Mortgage Loan, times the aggregate current Purchase Price Percentage for such Underlying Mortgage Loan, or (B) the current Market Value of all Purchased Securities subject to Underlying Mortgage Loans times the current Purchase Price Percentage for all Transactions in which a particular party hereto is acting as Buyer Underlying Mortgage Loans, is less than the then current Allocated Purchase Price with respect to an individual Underlying Mortgage Loan or the aggregate Buyer’s Margin Amount for Allocated Purchase Price of all Underlying Mortgage Loans, as applicable, as of such Transactions date (such deficit, a “Margin Deficit”)) is equal to or greater than the Margin Threshold, then Buyer may by provide notice to Seller require (as such notice is more particularly set forth below and in Sections 6(b) and 6(c) below, a “Margin Call”) of such Margin Deficit. b. Upon the issuance of a Margin Call Seller shall, in such Transactions, at Seller’s optionsole discretion, (i) transfer cash to Buyer to satisfy the Margin Deficit, (ii) remove the affected Underlying Mortgage Loan from the Trust and effect a Purchase Price Decrease or (iii) transfer to Buyer cash or additional Securities reasonably acceptable Underlying Mortgage Loans approved by Buyer in its sole commercially reasonable discretion so that such Margin Deficit is satisfied. In connection with exercising remedies pursuant to this Section 6(b), Buyer shall apply funds received in connection with a Margin Call in such manner as Buyer determines to eliminate the Margin Deficit. Once a Margin Deficit has been satisfied, the related Margin Call shall have been satisfied. c. A Margin Call may be given by any written or electronic means. Notice given before 10:00 a.m. (New York City time) on a Business Day shall be met, and the related Margin Deficit satisfied, no later than 5:00 p.m. (New York City time) on such Business Day or such later time as may be communicated by Buyer to Seller in its sole discretion; notice given after 10:00 a.m. (New York City time) on a Business Day shall be met, and the related Margin Deficit satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day or such later time as may be communicated by Buyer to Seller in its sole discretion (the foregoing time requirements for satisfying a Margin Deficit, the “Additional Purchased SecuritiesMargin Deadlines”). 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 the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal a failure or exceed such aggregate delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s Margin Amount (decreased rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. d. In the amount of any event that a Margin Deficit as in excess of such date arising from a Margin Threshold exists or any Transactions in which such other funds are due and payable to Buyer, Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)may, then Seller may by with prior written notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that (i) retain any funds received by it to which the aggregate Market Value of Seller would otherwise be entitled hereunder or exercise control over any funds in the Purchased SecuritiesSeller’s Clearing Account and remit such funds to the Settlement Account, which funds shall be held and applied by Buyer against such Margin Deficit, and (ii) apply any excess funds after deduction of any application against such cash Margin Deficit against amounts due and owing, or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, shortfall with respect to any or all Transactions hereunderUnderlying Mortgage Loan. Notwithstanding the foregoing, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) retains the right, in its discretion, to make a Margin Call in accordance with the provisions of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)Section 6. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time Buyer determines the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased SecuritiesAssets at such intervals as determined by Buyer in its sole discretion consistent with its valuation practices for similar loans being sold by sellers similar to Seller, including any which may be as frequently as daily; provided, however, that the Seller may request that the Buyer provide reasonable detail regarding its determination of Market Value, as well as to demonstrate that such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by Market Value has been determined in accordance with the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)definition thereof. (b) If at any time the aggregate Purchase Price for all Purchased Assets subject to outstanding Transactions is greater than the sum of (i) any prior Margin Call cash then held by the Buyer, and (ii) the product of (a) the Applicable Percentage and (b) the Market Value of all Purchased Securities Assets (such excess, a “Margin Deficit”), then subject to all Transactions in which a particular party hereto is acting as the last sentence of this paragraph, Buyer may, by notice to Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin ExcessCall”), require Seller to transfer to Buyer cash or Substitute Assets approved by Buyer in its sole discretion in an amount sufficient to cure such Margin Deficit. If Buyer delivers a Margin Call to Seller on or prior to 10:00 a.m. (New York City time) on any Business Day, then Seller may by notice shall transfer the required amount of cash or Substitute Assets to Buyer no later than 5:00 p.m. (New York City time) on the same Business Day as Seller’s receipt of such Margin Call. In the event Buyer delivers a Margin Call to a Seller after 10:00 a.m. (New York City time) on any Business Day, Seller will be required to transfer the required amount of cash or Substitute Assets no later than 5:00 p.m. (New York City time) on the date that is two (2) Business Days after Seller’s receipt of such Margin Call. Notwithstanding the foregoing, provided that no Default or Event of Default shall have occurred and be continuing, Buyer shall not require the Seller to satisfy a Margin Call and no Margin Call shall be required to be made unless the Margin Deficit shall equal or exceed [***], as determined by Buyer in such Transactionsits reasonable, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)good faith discretion. (c) If Buyer’s election, in its sole and absolute discretion, not to make a Margin Call at any notice time there is given by Buyer a Margin Deficit will not in any way limit or Seller under subparagraph (a) or (b) of this Paragraph impair its right to make a Margin Call at or before the any time a Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeDeficit exists. (d) Any cash transferred to Buyer pursuant to this Paragraph shall Section 6(b) above will be attributed applied to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage repayment of the Repurchase Prices for such Price of outstanding Transactions (which amount or percentage shall be agreed pursuant to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (aSection 4(a)(i) and (b) of this Paragraph any Substitute Assets will be deemed to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Purchased Assets.

Margin Maintenance. (a) If at If, on any time Business Day, Buyer determines that the aggregate Market Value outstanding Purchase Price of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than Assets exceeds the aggregate Buyer’s Margin Amount Maximum Purchase Price for all such Transactions Purchased Assets (a “Margin Deficit”), then Buyer may by notice to Seller in writing (each, a “Margin Notice”) require Seller in to cure such TransactionsMargin Deficit, at within three (3) Business Day after receipt of Buyer’s notice to Seller’s option, to transfer by either delivering to Buyer (i) cash or (ii) additional collateral acceptable to Buyer in its sole and absolute discretion (including without limitation, Eligible Assets pursuant to the terms of this Agreement), in each case in an amount sufficient to reduce the aggregate outstanding Purchase Price for all Purchased Assets to an amount less than the aggregate Maximum Purchase Price for all Purchased Assets as determined by Buyer after giving effect to the delivery of cash or additional Securities reasonably acceptable collateral by Seller to Buyer (“Additional Purchased Securities”), so that pursuant to this Section 4. Any cash delivered to Buyer pursuant to this Section 4 shall be applied by Buyer to reduce the cash and aggregate Market Value outstanding Purchase Price of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Asset(s) causing the Margin Deficit. In no case shall Buyer’s forbearance from delivering a Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If Notice to Seller at any time the aggregate Market Value of all Purchased Securities subject there is a Margin Deficit be deemed to all Transactions waive such Margin Deficit or in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)any way limit, then Seller may by notice to Buyer require Buyer in such Transactions, at estop or impair Buyer’s option, right to transfer cash or Purchased Securities to Seller, so that deliver a Margin Notice at any time when the aggregate Market Value of the Purchased Securities, after deduction of any such cash same or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s other Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market Deficit exists on the next business day following such notice. (d) Any cash transferred pursuant to same or any other Purchased Asset. Buyer’s rights under this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer Section 4 are cumulative and Seller. (e) Seller in addition to, and Buyer may agreenot in lieu of, with respect to any or all Transactions hereunder, that the respective other rights of Buyer under the Transaction Documents or Seller (or both) under subparagraphs (a) and (b) Requirements of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)Law. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase ▇▇▇▇▇▇▇▇▇▇ Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time either (i) the aggregate Market Value of all Purchased Securities Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s MV Margin Amount for all such Transactions, or (ii) the aggregate unpaid principal balance of the Purchased Loans for all Transactions is less than the aggregate Par Margin Amount for all such Transactions (either such event, a “"Margin Deficit”"), then the Buyer may may, by written notice to Seller Seller, require Seller in such Transactions, at Seller’s option, Transactions to transfer to the Buyer cash or or, at the Buyer's option (and provided Seller has additional Securities reasonably acceptable to Buyer Eligible Loans), additional Eligible Loans (“"Additional Purchased Securities”)Loans") within one (1) Business Day of such notice by Buyer, so that both (x) the cash and aggregate Market Value of the Purchased SecuritiesLoans, including any such Additional Purchased SecuritiesLoans, will thereupon equal or exceed such aggregate Buyer’s MV Margin Amount, and (y) the cash and unpaid principal balance of such Purchased Loans, including any such Additional Purchased Loans and Purchased Loans, will therefore equal or exceed such aggregate Par Margin Amount (decreased by either requirement, a "Margin Call"); provided that if Seller transfers cash, Buyer shall deposit such cash into a non-interest bearing account until the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)next succeeding Repurchase Date. (b) If at Notice required pursuant to Section 6(a) may be given by any time means provided in Section 21 hereof. Any notice given on a Business Day before 5:00 p.m. (New York City time) shall be met, and the aggregate Market Value related Margin Call satisfied within one (1) Business Day of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all 's receipt of such Transactions at such time (a “Margin Excess”)notice. The failure of Buyer, then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s optionon any one or more occasions, to transfer cash exercise its rights under this Section 6, shall not change or Purchased Securities alter the terms and conditions to Seller, which this Agreement is subject or limit the right of Buyer to do so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no a later than the close of business in the relevant market on such daydate. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer's rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may may, by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall &hall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. a. If on any date, and at Buyer’s discretion, the product of either (aA) If at the lesser of (i) the current Market Value of a Purchased Asset, or (ii) the unpaid principal balance underlying any time individual Purchased Asset, times the aggregate current Purchase Price Percentage for such Purchased Asset, or (B) the current Market Value of all Purchased Securities subject to Assets times the current Purchase Price Percentage for all Transactions in which a particular party hereto is acting as Buyer Purchased Assets, is less than the aggregate Buyer’s Margin Amount for all then current Purchase Price with respect to such Transactions Purchased Asset(s) as of such date (such deficit, a “Margin Deficit”), then Buyer may by provide notice to Seller require Seller (as such notice is more particularly set forth below and in such TransactionsSections 6(b) and 6(c) below, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin ExcessCall”) of such Margin Deficit. b. Upon the issuance of a Margin Call in Buyer’s sole and absolute discretion, Seller shall (i) transfer cash to Buyer to satisfy the Margin Deficit, or (ii) repurchase the affected Purchased Assets at the Repurchase Price thereof. If Seller has not satisfied the Margin Deficit within the applicable Margin Deadline (as more particularly set forth in Section 6(c)), then Buyer may, in its sole and absolute discretion, either (i) notify Seller that Buyer is exercising its rights to sell the affected Purchased Assets as more particularly set forth in Section 6(e) below or (ii) exercise its remedies under Section 15 hereof. In connection with exercising remedies pursuant to this Section 6(b), Buyer shall apply funds received in connection with a Margin Call in such manner as Buyer determines to eliminate the Margin Deficit. If Buyer exercises its rights to sell the related Purchased Assets as set forth in Section 6(e) and the proceeds of such sale are insufficient to satisfy the Margin Deficit, Buyer may by notice in its discretion require Seller to transfer cash to Buyer require to eliminate such Margin Deficit. Once a Margin Deficit has been eliminated, the related Margin Call shall have been satisfied. c. A Margin Call may be given by any written or electronic means. Notice given before 10:00 a.m. (New York City time) on a Business Day shall be met, and the related Margin Deficit satisfied, no later than 5:00 p.m. (New York City time) on such Business Day or such later time as may be communicated by Buyer to Seller in its sole discretion; notice given after 10:00 a.m. (New York City time) on a Business Day shall be met, and the related Margin Deficit satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day or such Transactionslater time as may be communicated by Buyer to Seller in its sole discretion (the foregoing time requirements for satisfying a Margin Deficit, the “Margin Deadlines”). 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. d. In the event that a Margin Deficit exists or any other funds are due and payable to Buyer, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder or exercise control over any funds in the Seller’s Clearing Account and remit such funds to the Settlement Account, which funds shall be held and applied by Buyer against such Margin Deficit, may be applied by Buyer against amounts due and owing, or any shortfall, with respect to any Purchased Asset. Notwithstanding the foregoing, the Buyer retains the right, in its discretion, to make a Margin Call in accordance with the provisions of this Section 6. e. If Buyer elects to exercise its rights set forth in Section 6(b) above to sell the affected Purchased Assets, Buyer shall have the right to sell the affected Purchased Mortgage Loans (including, without limitation, the Servicing Rights) or Purchased Agency Securities. Such disposition of a Purchased Mortgage Loan may be, at Buyer’s option, on either a servicing-released or a servicing-retained basis. Buyer shall not be required to transfer cash or Purchased Securities give any warranties as to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash Mortgage Loans or any the Purchased Agency Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any such disposition thereof. Buyer may specifically disclaim or all Transactions hereunder, that modify any warranties of title or the respective rights of Buyer like relating to the Purchased Mortgage Loans or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage Purchased Agency Securities. The foregoing procedure for disposition of the Repurchase Prices Purchased Mortgage Loan or the Purchased Agency Security shall not be considered to adversely affect the commercial reasonableness of any sale thereof. Seller agrees that it would not be commercially unreasonable for Buyer to dispose of the Purchased Mortgage Loan or Purchased Agency Security or any portion thereof by using Internet sites that provide for the auction of assets similar to the Purchased Mortgage Loan or the Purchased Agency Security, or that have the reasonable capability of doing so, or that match buyers and sellers of assets. Buyer shall be entitled to place the Purchased Mortgage Loans in a pool for issuance of mortgage-backed securities at the then-prevailing price for such Transactions (which amount or percentage securities and to sell such securities for such prevailing price in the open market. Buyer shall also be agreed entitled to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to sell any or all Transactions hereunder, that of such Purchased Mortgage Loans individually for the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)prevailing price.

Margin Maintenance. (a) If Subject to the proviso at the end of this sentence, if at any time time, any of the aggregate following shall occur: (i) the Market Value of all any Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is Loan shall be less than the aggregate Buyer’s Margin Amount for all such Transactions Purchased Loan (each, a “Margin Call Deficit”), (ii) a Credit Loss shall occur with respect to any Purchased Loan, or (iii) the Market Value of any Purchased Loan shall be less than the Capital Call Amount of such Purchased Loan (each, a “Capital Call Deficit”), then Buyer may by notice to Seller (each notice of a Margin Call Deficit or Credit Loss is herein referred to as a “Margin Call”; a notice of a Capital Call Deficit is herein referred to as a “Capital Call”) require Seller in to cure such TransactionsMargin Call Deficit, at Seller’s optionCredit Loss or Capital Call Deficit by transferring to Buyer, to transfer (A) cash or (B) additional collateral acceptable to Buyer in its sole discretion, exercised in good faith (such cash or additional Securities reasonably acceptable collateral paid by Seller to Buyer (is herein referred to as “Additional Purchased SecuritiesCollateral”), so that the cash and aggregate sum obtained by adding the Market Value of such Purchased Loan, plus the Purchased Securities, including any Market Value of such Additional Purchased Securities, will thereupon Collateral shall equal or exceed the Deficit Cure Amount for such aggregate BuyerPurchased Loan as of the same date; provided, however, that if and so long as the Call Support Condition exists, Buyer shall not be required to make a Margin Call or Capital Call hereunder on account of a Call Deficit unless and until the Call Support Condition no longer exists. Seller’s failure to cure any Margin Amount (decreased Call Deficit, Credit Loss or Capital Call Deficit as required by the amount preceding sentence prior to expiration of any the time period set forth in the first sentence of Section 4(b) below (in the case of a Margin Deficit as Call) or the second sentence of such date arising from any Transactions Section 4(b) below (in which such the case of a Capital Call) shall constitute an Event of Default under the Transaction Documents and shall entitle Buyer is acting as Sellerto exercise its remedies under Section 14 of this Agreement (including, without limitation, the liquidation remedy provided for in Section 14(iv) of this Agreement). (b) If at any time Margin Call is given by Buyer under Section 4(a) of this Agreement, Seller shall transfer Additional Collateral as provided in Section 4(a) by no later than one (1) Business Days after the giving of such Margin Call notice. If any Capital Call is given by Buyer under Section 4(a) of this Agreement, Seller shall transfer Additional Collateral as provided in Section 4(a) of this Agreement by no later than ten (10) Business Days after the giving of such Capital Call notice; provided, however, that: (i) if a Capital Call is made with respect to any Purchased Loan prior to the date six (6) months prior to the Repurchase Date, and Seller requests, in a written notice to Buyer given not later than five (5) Business Days after the giving of a Capital Call notice, that Buyer make a determination whether the “Excess Cash Flow Sufficiency Condition” (as defined below) will be met and Buyer makes such determination (which determination, if made, shall be made in a written notice from Buyer to Seller and shall not be deemed made in the absence of such written notice), Seller’s obligation to transfer Additional Collateral to cure a Capital Call Deficit with respect to a Purchased Loan shall be deferred (each, a “Capital Call Deferral”); if, and (subject to clause (ii) of this proviso) so long as, (A) no Margin Call Deficit exists with respect to such Purchased Loan, and no Capital Call Deficit or Margin Call Deficit exists with respect to any other Purchased Loan, and no Event of Default exists, and (B) Buyer determines, in Buyer’s sole discretion, exercised in good faith, that the aggregate excess Income (i.e., the excess Income after application thereof to the Price Differential and the other obligations of Seller in accordance with Section 5 of this Agreement, exclusive, however, of Principal Payments) to be generated from all other Purchased Loans (i.e., all Purchased Loans other than the Purchased Loan to which such Capital Call is made) during the six (6) month period immediately following such Capital Call will, when added to the Market Value of all such Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds Loan, equal or exceed the aggregate Seller’s Margin Deficit Cure Amount for all such Transactions at such time Purchased Loan (a the “Margin ExcessExcess Cash Flow Sufficiency Condition”), then Seller may by it being understood that if a Capital Call Deferral occurs, (X) the related Capital Call Deficit shall not be deemed to have been waived and shall nevertheless continue to exist and (Y) and a CF Sweep Condition shall continue to exist on account of such Capital Call Deficit, unless and until the Capital Call Deficit is satisfied with Additional Collateral or pursuant to applications of funds to satisfy the same pursuant to Section 5; and (ii) without limiting Buyer’s other rights and remedies or operating to extend any other applicable time periods hereunder (including any time periods for notice and cure or applicable to any Margin Call or Event of Default), (A) any Capital Call Deferral shall automatically end if Buyer require Buyer in makes any Margin Call or if an Event of Default occurs, and (B) such Transactions, Capital Call Deferral shall end at Buyer’s option, and Buyer may give a further Capital Call notice with respect to transfer cash or Purchased Securities the Capital Call Deficit subject to Seller, so such Capital Call Deferral (indicating that the aggregate Market Value Capital Call Deferral is ended), and the provisions of this sentence and Section 4(a) of this Agreement shall apply to such further Capital Call without giving effect to the provisions of clause (i) of this proviso in the event Buyer makes a Capital Call with respect to any other Purchased SecuritiesLoan or Buyer determines, after deduction in good faith, that the Excess Cash Flow Sufficiency Condition will not be satisfied. Notice required pursuant to Section 4(a) of this Agreement may be given by any means of telecopier or telegraphic transmission and shall be delivered in accordance with the terms of this Agreement. The failure of Buyer on any one or more occasions to exercise its rights under Section 4(a) of this Agreement shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer or Seller to do so at a later date. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under Section 4(a) of this Agreement shall not limit such cash party’s rights under this Agreement or otherwise existing by law or in any Purchased Securities so transferred, will thereupon not exceed way create additional rights for such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)party. (c) If any notice is given by Any Additional Collateral transferred to Buyer or Seller under subparagraph (a) or (bpursuant to Section 4(a) of this Paragraph at or before the Margin Notice Deadline on Agreement with respect to any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph Loans shall be attributed to the Transaction relating to such Transactions as shall be agreed upon by Buyer and SellerPurchased Loans. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at on any time Business Day, the aggregate Market Value outstanding Purchase Price of all Purchased Securities Mortgage Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less greater than the aggregate Buyer’s Margin Amount for all Asset Value of such Purchased Mortgage Loans subject to Transactions (a “Margin Deficit”), and such Margin Deficit is greater than the Minimum Margin Threshold, then Buyer may by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable in an amount at least equal to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of (such date arising from any Transactions in which such Buyer is acting as Selleramount, a “Margin Payment”). (b) If at Buyer delivers a Margin Call to Seller on or prior to 10:00 a.m. (New York City time) on any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Business Day, then Seller may by notice shall transfer the Margin Payment to Buyer require or its designee no later than 5:30 p.m. (New York City time) on such Business Day. In the event Buyer in such Transactionsdelivers a Margin Call to Seller after 10:00 a.m. (New York City time) on any Business Day, at Buyer’s option, Seller shall be required to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of Margin Payment no later than 2:00 p.m. (New York City time) on the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)following Business Day. (c) If Seller shall transfer any notice Margin Payment to the account of Buyer that is given by Buyer or Seller under subparagraph (a) or (breferenced in Section 10(a) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeAgreement. (d) Any cash transferred pursuant In the event that a Margin Deficit exists with respect to this Paragraph any Purchased Mortgage Loans, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be attributed to such Transactions as shall be agreed upon held by Buyer against the related Margin Deficit and Seller(ii) may be applied by Buyer against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, ▇▇▇▇▇ retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 7. (e) The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Agreement or limit the right of Buyer to do so at a later date. Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time Buyer determines the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any Loans at such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased intervals as determined by the amount of any Margin Deficit as of such date arising from any Transactions Buyer in which such Buyer is acting as Seller)its good faith discretion. (b) If at any time the aggregate Market Value of all Purchased Securities Loans subject to all outstanding Transactions in which a particular party hereto plus any prior Margin Call cash and Substitute Loans then held by Buyer is acting as Seller exceeds less than the aggregate Seller’s Margin Amount Purchase Price for all such Transactions at such time (a “Margin ExcessDeficit”), then Seller subject to the last sentence of this paragraph, Buyer may by notice to Seller (a “Margin Call”) require Seller to transfer to Buyer require cash or Substitute Loans approved by Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, its sole discretion so that the aggregate Market Value of the Purchased SecuritiesLoans, after deduction of including any such cash or Substitute Loans and any Purchased Securities so transferredprior Margin Call cash and Substitute Loans then held by Buyer, will thereupon not equal or exceed such the aggregate Seller’s Purchase Price for all outstanding Transactions. If Buyer delivers a Margin Amount Call to Seller on or prior to 10:00 a.m. (increased by New York City time) on any Business Day, then Seller shall transfer the required amount of cash or Substitute Loans to Buyer no later than 5:00 p.m. (New York City time) that day. In the event Buyer delivers a Margin Call to a Seller after 10:00 a.m. (New York City time) on any Business Day, Seller will be required to transfer the required amount of cash or Substitute Loans no later than 5:00 p.m. (New York City time) on the subsequent Business Day. Notwithstanding the foregoing, provided that no Default or Event of Default shall have occurred and be continuing, Buyer shall not require the Seller to satisfy a Margin Excess Call and no Margin Call shall be required to be made unless the Margin Deficit shall equal or exceed [***], as of such date arising from any Transactions determined by Buyer in which such Seller is acting as Buyer)its reasonable, good faith discretion. (c) If Buyer’s election, in its sole and absolute discretion, not to make a Margin Call at any notice time there is given by Buyer a Margin Deficit will not in any way limit or Seller under subparagraph (a) or (b) of this Paragraph impair its right to make a Margin Call at or before the any time a Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeDeficit exists. (d) Any cash or Substitute Loans transferred to Buyer pursuant to this Paragraph Section 6(b) above will be held as unsegregated cash margin (but only to the extent that application thereof to prepayment of the outstanding Repurchase Price would cause the aggregate Purchase Price of outstanding Transactions to be less than the Committed Amount) and collateral for all Obligations, and Seller shall be attributed earn interest on the amount of such unsegregated cash margin at a rate of interest equal to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunderthe Federal Funds Rate unless otherwise specified in the applicable Confirmation for the relevant Transaction; provided, that if such rate is otherwise specified in the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excessapplicable Confirmation, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall it must be agreed to by Buyer and Seller prior Seller. Unless otherwise agreed by the parties, such interest shall be netted against the Price Differential due and owing by Seller. To the extent any cash delivered pursuant to entering into any this Section, if applied to prepay a portion of the aggregate Repurchase Price of outstanding Transactions, would not cause the outstanding Purchase Price to fall below the Committed Amount, then such Transactions)cash shall be so applied. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Assumed Repurchase Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then the Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Assumed Repurchase Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Assumed Repurchase Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, 's option to transfer cash or Purchased Securities to Seller, so that the aggregate Market Assumed Repurchase Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement). (f) In the case of Transactions involving Securities that are Mortgage Loans, (i) the percentage used in calculating Buyer's Margin Amount for such Transaction shall be the percentage specified in the Confirmation and (ii) Additional Purchased Securities shall be limited to obligations issued by the United States government or mortgaged-backed securities issued by the Federal National Mortgage Association ("FNMA") or guaranteed by the Government National Mortgage Association ("GNMA") and otherwise acceptable to Buyer in its sole discretion, (iii) the provisions of subparagraphs (b), (d) and (e) of this Paragraph shall not apply.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate aggre- gate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph subpara- graph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under und er subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time either (i) the aggregate Market Value of all Purchased Securities Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s MV Margin Amount for all such Transactions, or (ii) the aggregate unpaid principal balance of the Purchased Loans for all Transactions is less than the aggregate Par Margin Amount for all such Transactions (either such event, a “Margin Deficit”), then the Buyer may may, by notice to Seller the related Seller, require such Seller in such Transactions, at Seller’s option, Transactions to transfer to the Buyer cash or or, at the Buyer’s option (and provided such Seller has additional Securities reasonably acceptable to Buyer Eligible Loans), additional Eligible Loans (“Additional Purchased SecuritiesLoans”)) within one (1) Business Day of such notice by Buyer, so that both (x) the cash and aggregate Market Value of the Purchased SecuritiesLoans, including any such Additional Purchased SecuritiesLoans, will thereupon equal or exceed such aggregate Buyer’s MV Margin Amount, and (y) the cash and unpaid principal balance of such Purchased Loans, including any such Additional Purchased Loans and Purchased Loans, will therefore equal or exceed such aggregate Par Margin Amount (decreased by either requirement, a “Margin Call” ); provided that if such Seller transfers cash, Buyer shall deposit such cash into a non-interest bearing account until the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)next succeeding Repurchase Date. (b) If at any time the aggregate Market Value of all Purchased Securities subject Notice required pursuant to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller Section 6(a) may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is be given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before any means provided in Section 21 hereof. Any notice given on a Business Day preceding the Margin Notice Deadline on any business dayshall be met, and the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph related Margin Call satisfied, no later than 5:00 p.m. New York City time on the close of business in the relevant market same Business Day. Any notice given on such day. If any such notice is given after a Business Day following the Margin Notice DeadlineDeadline shall be met, and the party receiving such notice shall transfer such cash or Securities related Margin Call satisfied, no later than the close of business in the relevant market 5:00 p.m. New York City time on the next business day following such notice. (d) Any cash transferred pursuant Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights under this Paragraph Section 6, shall be attributed not change or alter the terms and conditions to such Transactions as shall be agreed upon which this Agreement is subject or limit the right of Buyer to do so at a later date. Sellers and Buyer each agree that a failure or delay by Buyer and 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 any Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) 7.1 If at on any time day prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased the Underlying Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than falls below the aggregate Buyer’s Purchase Price of the Underlying Securities plus the Margin Amount for all such Transactions (the difference being a “Margin Deficit”), then Buyer the Parties consent that the Trustee (acting on behalf of the Client) may by notice to Seller the Dealer require Seller the Dealer in such Transactions, at Seller’s optionTransaction, to transfer to Buyer cash or the Trustee (on behalf of the Client) additional Securities reasonably acceptable to Buyer the Trustee (acting on behalf of the Client) (“Additional Purchased Margin Securities”), ) so that the cash and aggregate Market Value of the Purchased Underlying Securities, including and any such Additional Purchased Margin Securities, will thereupon shall be equal to or shall exceed such aggregate Buyer’s the Purchase Price of the Underlying Securities plus the Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) 7.2 If at any time prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller the Underlying Assets exceeds the aggregate Seller’s Purchase Price of the Underlying Securities plus the Required Margin Amount for all such Transactions at such time Transaction (the difference being a “Margin Excess”), then Seller the Parties agree that the Dealer may by notice to Buyer the Trustee (acting on behalf of the Client) require Buyer the Trustee in such Transactions, at Buyer’s optionTransaction, to transfer cash or Purchased to the Dealer Underlying Securities with a Market Value equivalent to Sellerthe Margin Excess, so provided that the aggregate Market Value of the Purchased SecuritiesUnderlying Assets, after deduction of any such cash or any Purchased Underlying Securities so transferred, will thereupon not exceed such aggregate Seller’s the Purchase Price of the Underlying Securities plus the Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) 7.3 If any notice is given by Buyer or Seller under subparagraph the Trustee (aacting on behalf of the Client) or (b) of this Paragraph the Dealer under Clause7.1 or Clause7.2 at or before the Margin Notice Deadline on any business dayBusiness Day, the party Trustee (acting on behalf of the Client) or the Dealer (as the case may be) receiving such notice shall transfer cash or Additional Purchased the Margin Securities as provided in such subparagraph clause no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving Trustee (acting on behalf of the Client) or the Dealer (as the case may be)receiving such notice shall transfer such cash or the Margin Securities no later than the close of business in the relevant market on the next business day Business Day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that 7.4 For the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage purposes of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed calculations set out in Clause 7.1 and Clause 7.2, in order to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agreedetermine, with respect to any or all Transactions hereunderrespectively, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of whether there is a Margin Deficit or a Margin Excess, as the case may be, may Market Value of Underlying Securities shall be exercised whenever such a aggregated with the Market Value of any Margin Deficit or Margin Excess exists with Securities previously transferred in respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)of the Transaction.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business dayBusiness Day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day Business Day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in In which a particular party hereto is 1 acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”), then the Buyer may by notice to Seller require Seller in In such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in In which such Buyer is Is acting as Seller). (b) If at any time the aggregate egg gets Market Value of all Purchased Securities subject to all Transactions in In which a particular party hereto is s acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “Margin "~1Aargin Excess”"), then Seller may by notice to Buyer require Buyer in In such Transactions, at Buyer’s option, to 's option o transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from f m any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into Into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph Parah to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that or Agent on behalf of Buyer) determines the cash and aggregate Market Value of the Purchased Securities, including any Loans at such Additional Purchased Securities, will thereupon equal intervals as determined by Buyer (or exceed such aggregate Agent on behalf of Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions ) in which such Buyer is acting as Seller)its good faith discretion. (b) If at any time the aggregate Market Value of all Purchased Securities Loans subject to all outstanding Transactions in which a particular party hereto plus any prior Margin Call cash and Substitute Loans then held by Buyer is acting as Seller exceeds less than the aggregate Seller’s Margin Amount Purchase Price for all such Transactions at such time (a “Margin ExcessDeficit”), then Seller subject to the last sentence of this paragraph, Buyer (or Agent on behalf of Buyer) may by notice to Buyer Seller (a “Margin Call”) require Buyer in such Transactions, at Buyer’s option, Seller to transfer to Buyer cash or Purchased Securities to Seller, Substitute Loans approved by Buyer (or Agent on behalf of Buyer) in its sole discretion so that the aggregate Market Value of the Purchased SecuritiesLoans, after deduction of including any such cash or Substitute Loans and any Purchased Securities so transferredprior Margin Call cash and Substitute Loans then held by Buyer, will thereupon not equal or exceed such the aggregate Purchase Price for all outstanding Transactions. If Buyer (or Agent on behalf of Buyer) delivers a Margin Call to Seller on or prior to 10:00 a.m. (Eastern time) on any Business Day, then Seller shall transfer the required amount of cash or Substitute Loans to Buyer no later than 5:00 p.m. (Eastern time) on the [***] Day. In the event Buyer (or Agent on behalf of Buyer) delivers a Margin Call to a Seller after 10:00 a.m. (Eastern time) on any Business Day, Seller will be required to transfer the required amount of cash or Substitute Loans no later than 5:00 p.m. (Eastern time) on the date that is [***] after Seller’s Margin Amount (increased by the amount of any Margin Excess as receipt of such date arising from any Transactions Margin Call. Notwithstanding the foregoing, provided that no Default or Event of Default shall have occurred and be continuing, Buyer (or Agent on behalf of Buyer) shall not require Seller to satisfy a Margin Call and no Margin Call shall be required to be made unless the Margin Deficit shall equal or exceed [***], as determined by Buyer (or Agent on behalf of Buyer) in which such Seller is acting as Buyer)its reasonable, good faith discretion. (c) If Buyer’s (or Agent’s on behalf of Buyer) election, in its sole and absolute discretion, not to make a Margin Call at any notice time there is given by Buyer a Margin Deficit will not in any way limit or Seller under subparagraph (a) or (b) of this Paragraph impair its right to make a Margin Call at or before the any time a Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeDeficit exists. (d) Any cash transferred to Buyer pursuant to this Paragraph shall Section 6(b) above will be attributed applied to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage repayment of the Repurchase Prices for such Price of outstanding Transactions (which amount or percentage shall be agreed pursuant to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (aSection 4(a)(i) and (b) of this Paragraph any Substitute Loans will be deemed to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Purchased Loans.

Margin Maintenance. (a) If at any time the aggregate Market Value Purchaser determines in good faith (based on such factors as the Purchaser determines to rely on in its discretion, including, but not limited to, a credit analysis of the Underlying Mortgaged Properties and/or the current market conditions for the Purchased Assets) that the Margin Base for all Purchased Securities subject to all Transactions Assets (as determined by the Purchaser in which a particular party hereto is acting as Buyer its good faith discretion on such date) is less than the aggregate Buyer’s Margin Amount Purchase Price for all such outstanding Transactions plus the Note Purchase Margin (in each case a “Margin Deficit”), then Buyer the Purchaser may by notice to Seller require the Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value form of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time Exhibit X (a “Margin ExcessDeficit Notice”), then ) require the Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer Purchaser cash or Additional Purchased Securities as provided Assets in such subparagraph the amount of the Margin Deficit to the Purchaser by no later than the close of business in the relevant market on such dayMargin Correction Deadline. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any All cash transferred to the Purchaser pursuant to this Paragraph Section 2.7 shall be deposited in the Collection Account and shall be attributed to such Transaction or Transactions as that caused the Margin Deficit to reduce the outstanding Purchase Price to which it has been attributed. Transfers of Eligible Assets to the Purchaser under this Section 2.7 shall be agreed upon by Buyer subject to the same conditions and Seller. (e) Seller and Buyer may agreerequirements that are applicable to the transfers of Eligible Assets under Section 2.2. The Purchaser’s election, with respect in its discretion, not to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where deliver a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into Notice at any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of time there is a Margin Deficit shall not waive the Margin Deficit or a Margin Excess, as in any way limit or impair the case may be, may be exercised whenever such Purchaser’s right to deliver a Margin Deficit Notice at any time the same or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Margin Deficit exists.

Margin Maintenance. (a) If at on any time date the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Assets is less than Buyer’s 's Margin Amount (decreased by a "Margin Deficit"), then the Buyer may make a margin call on the Seller (a "Margin Call"), specifying, as applicable, the amount of any the Margin Deficit and how payment of the Margin Deficit will be applied to reduce the components of the Repurchase Price. If a Margin Call is made, the Seller shall be obligated, within the time period set forth below, to pay to the Buyer such amount of the outstanding Securities Purchase Price and Price Differential thereon (and, if applicable, the then outstanding amounts referred to in clause (C) of the definition of Repurchase Price) all as specified by the Buyer and as is needed to eliminate the Margin Deficit (and the portion of any such date arising from payment applied by the Buyer to the Securities Purchase Price shall permanently reduce the Securities Purchase Price) (each such payment, a "Permanent Margin Payment"). The Seller shall have two (2) Business Days (not extending beyond the Termination Date) to satisfy any Transactions in which such Margin Call. Any Income on the Purchased Assets and the other Collateral may be applied by the Buyer is acting as Seller)at its option to make Permanent Margin Payments. (b) If at any time In addition, the aggregate Market Value Seller agrees to make payments to the Buyer to reduce the Securities Purchase Price during the term of all Purchased Securities subject this Agreement in the amounts referred to all Transactions as the Minimum Monthly Paydowns. Such payments shall be made, from and after January 1, 2005, in which a particular party hereto is acting as Seller exceeds accordance with the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value provisions of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Section 6 hereof. (c) If any notice is Notice required pursuant to Section 5(a) may be given by Buyer or Seller under subparagraph (a) or (b) any means. The failure of this Paragraph at or before the Margin Notice Deadline Buyer, on any business dayone or more occasions, to exercise its rights hereunder shall not change or alter the party receiving such notice terms and conditions to which this Agreement is subject or limit the right of the Buyer to do so at a later date. The Seller and the Buyer agree that a failure or delay by the Buyer to exercise its rights hereunder shall transfer cash not limit or Additional Purchased Securities as provided waive the Buyer's rights under this Agreement or otherwise existing by law or in such subparagraph no later than any way create additional rights for the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time Buyer shall determine the aggregate Market Value Repurchase Price Cap of all each Purchased Securities subject to all Transactions in Loan on each Business Day and shall determine (i) the amount, if any, by which a particular party hereto is acting as Buyer the Repurchase Price Cap is less than the aggregate Buyer’s Margin Amount Repurchase Price (excluding Price Differential and Exit Fees) for all such Transactions each Purchased Loan (a “Margin Deficit”)) and (ii) the amount, then Buyer may if any, by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer which the Repurchase Price Cap is greater than the Repurchase Price (excluding Price Differential and Exit Fees) for each Purchased Loan (“Additional Purchased SecuritiesMargin Excess”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all a Margin Deficit exists with respect to a Purchased Securities subject to all Transactions Loan, then Buyer may by notice (which notice shall include a copy sent by electronic mail in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time accordance with Section 16 hereof) (a “Margin ExcessNotice”) to the applicable Seller, with a copy to the Depository, require the applicable Seller to either (x) transfer to Depository for deposit into the Margin Account Eligible Margin Collateral in the amount of the Margin Deficit for such Purchased Loan or (y) make an Early Partial Repurchase Payment with respect to such Purchased Loan in an amount equal to the Margin Deficit for such Purchased Loan in accordance with Section 3(n), in each case, by no later than the date (“Margin Payment Date”) that is (i) if notified by the Buyer before 11:00 AM EST on a Business Day, then by 5:00 PM EST the next Business Day or (ii) if notified by the Buyer on or after 11:00 AM EST on a Business Day, then by 5:00 PM the second following Business Day. Notwithstanding the foregoing, if SAMC or any of its subsidiaries shall enter into any Other Financing Agreement containing a margin call period shorter than provided under this Section 4(b), then Buyer may, in its sole and absolute discretion, amend the Margin Payment Date under this Section 4(b) to reflect such provisions under such Other Financing Agreement. Any Seller’s failure to cure any Margin Deficit as required by this paragraph shall constitute an Event of Default. (c) [Intentionally omitted] (d) The failure of, or delay by, Buyer on any one or more occasions, to exercise its rights under Sections 4(b) of this Agreement shall not (i) change or alter the terms and conditions to which this Agreement is subject, (ii) limit the right of Buyer to do so at a later date, (iii) limit Buyer’s rights under this Agreement or otherwise existing by law, or (iv) in any way create additional rights for such party. (e) If a Seller transfers cash to Buyer on account of Margin Deficits relating to more than one Purchased Loan, but such cash is insufficient to fully satisfy such Margin Deficits, Buyer shall have the right to designate the Purchased Loan(s) and Margin Deficit(s) to which such payments shall be applied, in its sole and absolute discretion. (f) If at any time (a) a Margin Excess in an aggregate amount equal to at least $250,000 exists and (b) a Seller shall have previously cured a Margin Deficit pursuant to clause (x) of Section 4(b), Buyer shall, upon notice from the applicable Seller, remit to such Seller an amount equal to the lesser of (i) the Margin Excess and (ii) the amount transferred by the applicable Seller to the Buyer in order to cure a Margin Deficit pursuant to clause (x) of Section 4(b); provided, however, ​ that Buyer shall not be required to remit any amount to any Seller if, after giving effect to such remittance, (i) a Margin Deficit shall exist or (ii) a Default or Event of Default shall exist. If a Seller has previously cured a Margin Deficit pursuant to clause (y) of Section 4(b), such Seller may request an Additional Advance in accordance with Section 3(p). (g) Notwithstanding anything contained in Section 16 to the contrary, Margin Notices may be delivered by notice Buyer via email to ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ and to such other email address(es) hereinafter provided by Sellers to Buyer require Buyer for this purpose, without the need to also deliver such notice by any of the other means set forth in Section 16, and shall be deemed received upon the sending of such Transactionsemail; provided that the transmitting party did not receive an electronic notice of a delivery failure. (h) If (i) a Seller has cured a Margin Deficit pursuant to Section 4(b), (ii) the Valuation Agent Differential Amount is equal to at least 5% of the aggregate Eligible Loan Amount and (iii) the Valuation Agent has been appointed pursuant to the terms of the Valuation Agent Agreement, then Sellers shall have the right to dispute Buyer’s option, to transfer cash or Purchased Securities to Seller, so that calculation of the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by Loans. In the amount of any Margin Excess as event of such date arising from a dispute, the aggregate Market Value of the Purchased Loans shall be determined in the following manner (the “Bid Process”): the Valuation Agent shall solicit a minimum of three (3) legitimate, arm’s length, impartial and executable bids for the Purchased Loans. The Market Value of the Purchased Loans shall be equal to the average of the bid side quotes. If the Valuation Agent is unable to obtain three (3) legitimate bids as described above, but is able to obtain two (2) such bids, the Market Value of the Purchased Loans shall be equal to the lower of the bid side quotes on the basis of such two (2) bids. If the Valuation Agent is unable to obtain at least two (2) legitimate bids as described above, or if Buyer does not agree, in its reasonable discretion, that the bids obtained are legitimate, arm’s length, impartial and executable, the aggregate Market Value of the Purchased Loans shall be equal to the aggregate Market Value determined by Buyer. Sellers shall be responsible for payment of all fees, costs and expenses payable to the Valuation Agent in connection with any Transactions in which such Seller is acting as Buyer)Bid Process. (ci) If any notice is given Notwithstanding anything to the contrary herein, if the Bid Process Limit shall have been met, Sellers shall be prohibited from undertaking additional Bid Processes to determine the Market Value of the Purchased Loans and the Market Value of the Purchased Loans shall be determined solely by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeBuyer. (dj) Any cash transferred pursuant to this Paragraph If the Bid Process for any Purchased Loan is a Successful Bid Process, Buyer, upon notice (which notice may be delivered via email) from the applicable Seller, shall be attributed remit to such Transactions as shall be agreed upon Seller an amount equal to the lesser of (i) the Bid Process Differential Amount and (ii) the Margin Deficit amount transferred by the applicable Seller to Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereundersuch Purchased Loan pursuant to Section 4(b); provided, however, that the respective rights of Buyer or shall not remit any amount to any Seller if, after giving effect to such remittance, (or bothi) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit shall exist or Margin Excess, as the case may be, exceeds (ii) a specified dollar amount Default or a specified percentage Event of the Repurchase Prices for such Transactions (which amount or percentage Default shall be agreed to by Buyer and Seller prior to entering into any such Transactions)exist. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) 7.1 If at on any time day prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased the Underlying Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than falls below the aggregate Buyer’s Purchase Price of the Underlying Securities plus the Margin Amount for all such Transactions (the difference being a ““ Margin Deficit”), then Buyer the Parties consent that the Trustee (acting on behalf of the Client) may by notice to Seller the Dealer require Seller the Dealer in such Transactions, at Seller’s optionTransaction, to transfer to Buyer cash or the Trustee (on behalf of the Client) additional Securities reasonably acceptable to Buyer the Trustee (“Additional Purchased acting on behalf of the Client) (“ Margin Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Underlying Securities, and any Margin Securities, shall be equal to or shall exceed the Purchase Price of the Underlying Securities plus the Margin Amount. 7.2 If at any time prior to the payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of the Underlying Assets exceeds the Purchase Price of the Underlying Securities plus the Required Margin fors u c h Transaction (the difference being a “ Margin Excess” ), then the Parties agree that the Dealer may by notice to the Trustee (acting on behalf of the Client) require the Trustee in such Transaction, to transfer to the Dealer Underlying Securities with a Market Value equivalent to the Margin Excess, provided that the aggregate Market Value of the Underlying Assets, after deduction of any such cash or any Purchased Underlying Securities so transferred, will thereupon not exceed such aggregate Seller’s the Purchase Price of the Underlying Securities plus the Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) 7.3 If any notice is given by Buyer or Seller under subparagraph the Trustee (aacting on behalf of the Client) or (b) of this Paragraph the Dealer under Clause 7.1 or Clause 7.2 at or before the Margin Notice Deadline on any business dayBusiness Day, the party Trustee (acting on behalf of the Client) or the Dealer (as the case may be) receiving such notice shall transfer cash or Additional Purchased the Margin Securities as provided in such subparagraph clause no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party Trustee (acting on behalf of the Client) or the Dealer (as the case may be) receiving such notice shall transfer such cash or the Margin Securities no later than the close of business in the relevant market on the next business day Business Day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that 7.4 For the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage purposes of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed calculations set out in Clause 7.1 and Clause 7.2, in order to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agreedetermine, with respect to any or all Transactions hereunderrespectively, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of whether there is a Margin Deficit or a Margin Excess, the Market Value of Underlying Securities shall be aggregated with the Market Value of any Margin Securities previously transferred in respect of the Transaction. 8.1 Payments of the Purchase Price and Repurchase Price in respect of any Transaction shall coincide with the corresponding transfer of Underlying Securities and Repurchased Securities and shall be carried out in accordance with this Agreement and a risk mitigation process approved by the Regulator which is set out in this Clause 8. 8.2 If the Payment Date and the Purchase Date coincide for a given Transaction, the Purchase Price shall be transferred by the Client or the Client’s bank to the Dealer’s Bank Account which shall on the same day then be transferred by the Dealer to the Trustee’s Cash Account. 8.3 If the Payment Date and the Purchase Date for a given Transaction do not coincide, the Client shall pay the Purchase Price into the Dealer’s Bank Account. On the Purchase Date, the Dealer shall cause the Purchase Price to be transferred from the Dealer’s Bank Account to the Trustee’s Cash Account. 8.4 Underlying Securities shall be transferred by the Dealer to the Securities Trust Account (on behalf of the Client). Upon receipt of the Underlying Securities and receipt of funds in the Trustee’s Cash Account in accordance with Clauses 8.2 or 8.3 above, the Client consents to the Trustee (acting on behalf of the Client) transferring free and cleared funds held in the Trustee’s Cash Account in respect of the Underlying Securities to the Dealer’s Proprietary Account. 8.5 Payment by the Dealer of the Repurchase Price shall be made from the Dealer’s Proprietary Account or other designated account to the Trustee’s RTGS Account. The Client consents to the Trustee (acting on behalf of the Client) transferring free and cleared funds held in the Trustee’s Cash Account in respect of the Repurchased Securities to the Dealer’s Bank Account. The Dealer shall then cause the Repurchase Price to be paid to the Client in accordance with such payment instructions as the case Client may beprovide. 8.6 The Client consents to Repurchased Securities being transferred from the Securities Trust Account to the Dealer’s CSD Account where the Trustee (acting on behalf of the Client) has received the Repurchase Price for the Repurchased Securities. 8.7 Should payment of the Purchase Price in respect of any Transaction that is made by cheque be dishonoured by the Client’s bank or which otherwise fails to clear for any reason, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect without prejudice to Clause 11, the Client shall promptly transfer the Purchase Price in free and cleared funds into the Dealer’s Bank Account. All costs and losses incurred by the Dealer (including overdraft and other finance charges and costs relating to the Dealer’s liabilities to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)third party resulting from the Dealer not having received value for the Purchase Price) shall be indemnified by the Client in full on the demand of the Dealer, together with interest thereon at the Default Rate.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”), then Deficit"),then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto thereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer ▇▇▇▇▇ and Seller▇▇▇▇▇▇. (e) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer ▇▇▇▇▇ and Seller prior to entering into any such Transactions). (f) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer ▇▇▇▇▇ and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value Margin Deficit in respect of all Purchased Securities Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less than (net of the aggregate Buyer’s Margin Amount for Excess applicable to all such Transactions (a “Margin Deficit”)Purchased Loans subject to Transactions) exceeds $500,000, then Buyer may by notice to Seller Sellers (a “Margin Call”) require Seller in such Transactions, Sellers to either (at Seller’s option, to the Sellers’ election): (i) transfer to Buyer cash cash, (ii) apply any Margin Excess or additional Securities reasonably acceptable (iii) repurchase the Purchased Loan(s) giving rise to Buyer (“Additional Purchased Securities”)such Margin Deficit, or any combination of the foregoing, so that the cash and aggregate Market Value of the Purchased Securitiesfollowing such transfer, including any such Additional Purchased Securitiesapplication or repurchase, will thereupon equal or exceed such aggregate Buyer’s a Margin Amount (decreased by the amount of Deficit no longer exists. Failure to cure any Margin Deficit as required by the preceding sentence prior to the expiration of the time period set forth in Section 5(b) below shall constitute an Event of Default and shall entitle Buyer to exercise its remedies under Section 15 of this Agreement (including the liquidation remedy provided for in Section 15(iv) of this Agreement. (b) If any Margin Call is given by Buyer under Section 5(a) of this Agreement at or prior to the Margin Notice Deadline on any Business Day, the Sellers shall transfer Dollars, repurchase the applicable Purchased Loan(s) or otherwise cure such Margin Deficit as provided in Section 5(a) by no later than 5:00 p.m. on the date arising from that is the second (2nd) Business Day following the Business Day on which the Margin Call is given. If any Transactions Margin Call is given by Buyer under Section 5(a) of this Agreement after the Margin Notice Deadline on any Business Day, the Sellers shall transfer Dollars, repurchase the applicable Purchased Loan(s) or otherwise cure such Margin Deficit as provided in Section 5(a) by no later than 9:30 a.m. on the date that is the third (3rd) Business Day following the Business Day on which the Margin Call is given. The failure of Buyer on any one or more occasions to exercise its rights under Section 5(a) of this Agreement shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer or Sellers to do so at a later date. Buyer and Sellers agree that any failure or delay by Buyer to exercise its rights under Section 5(a) of this Agreement shall not limit such party’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (c) Any cash transferred to Buyer is acting or any Margin Excess applied pursuant to Section 5(a) of this Agreement with respect to any Purchased Loan shall, in each case, be applied to reduce the Repurchase Price of the Purchased Loan giving rise to the Margin Deficit until it no longer exists. (d) If any Event of Default occurs with respect to non-payment of any Price Differential, Repurchase Price or amount required to satisfy a Margin Call in respect of any Transaction or any fee or other amount payable by Sellers hereunder, whether at stated maturity, upon acceleration, by mandatory prepayment or otherwise, all such outstanding amounts shall bear interest, after as Sellerwell as before judgment, at a rate per annum equal to the Pricing Rate plus 2.00% (the “Default Rate”). (be) If at any time the aggregate Market Value Margin Excess in respect of all Purchased Securities Loans subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)$500,000, then any Seller may by notice to Buyer (a “Margin Excess Notice”) require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by Sellers in the amount of all or any portion of such Margin Excess in excess of such amount. If any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice Notice is given by Buyer or a Seller under subparagraph (a) or (b) of this Paragraph at or before prior to the Margin Notice Deadline on any business dayBusiness Day, the party receiving such notice Buyer shall (at the Buyer’s sole discretion) transfer cash or Additional Purchased Securities as provided in such subparagraph Dollars to Sellers by no later than 5:00 p.m. on the close of business in date that is the relevant market second (2nd) Business Day following the Business Day on such daywhich the Margin Excess Notice is given. If any such notice Margin Excess Notice is given by a Seller after the Margin Notice DeadlineDeadline on any Business Day, the party receiving such notice Buyer shall (at the Buyer’s sole discretion) transfer such cash or Securities Dollars to Sellers by no later than the close of business in the relevant market 9:30 a.m. on the next business day date that is the third (3rd) Business Day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as Business Day on which the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Notice is given.

Margin Maintenance. (a) If at any time the product of the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is Assets and Buyer’s Margin Ratio shall be less than the aggregate Buyer’s Margin Amount outstanding Repurchase Price for all such Transactions Purchased Assets, (a “Margin Deficit”), then Buyer may by notice to Seller (a “Margin Call”) require Seller in such Transactions, at Seller’s option, to transfer to Buyer (A) cash or additional Securities reasonably (B) Additional Assets acceptable to Buyer in its sole and absolute discretion (such cash or Additional Assets paid by Seller to Buyer are herein referred to as “Additional Purchased SecuritiesAssets”), so that the sum of cash and plus the product of (i) the aggregate Market Value of the Purchased Securities, including any Assets and such Additional Purchased Securities, will thereupon equal or exceed such aggregate Assets and (ii) Buyer’s Margin Amount (decreased Ratio shall at least equal the aggregate outstanding Repurchase Price. Any cash received by Buyer pursuant to a Margin Call shall be applied to reduce the amount of Outstanding Purchase Price. Seller’s failure to cure any Margin Deficit as required by the preceding sentence prior to expiration of such date arising from any Transactions one (1) Business Day after notice shall constitute an Event of Default under the Transaction Documents and shall entitle Buyer to exercise its remedies under Section 14 of this Agreement (including, without limitation, the liquidation remedy provided for in which such Buyer is acting as SellerSection 14(iv) of this Agreement). (b) If any Margin Call is given by Buyer under Section 3(a) of this Agreement, Seller shall transfer cash or Additional Assets as provided in Section 3(a) by no later than one (1) Business Day after the giving of such notice. Notice required pursuant to Section 3(a) of this Agreement may be given by any means, including by telephone, telecopier or email transmission. The failure of Buyer on any one or more occasions, to exercise its rights under Section 3(a) of this Agreement shall not constitute a waiver of such default or change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer or Seller to do so at a later date. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under Section 3(a) of this Agreement shall not limit such party’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (c) If at any time the product of the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds Assets and Buyer’s Margin Ratio shall be greater than the aggregate Seller’s Margin Amount outstanding Repurchase Price for all such Transactions at such time Purchased Assets (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer to Seller (1) cash or (2) Purchased Securities Assets that become subject to Seller, this Agreement as Additional Assets so that the product of (i) the aggregate Market Value of the Purchased Securities, after deduction of any Assets and such cash or Additional Assets and (ii) Buyer’s Margin Ratio shall not exceed the aggregate outstanding Repurchase Price. In no event shall any Purchased Securities so transferred, will thereupon Assets that did not exceed such aggregate Seller’s become subject to this Agreement in the form of Additional Assets be released from the lien of this Agreement due to a Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Excess. (cd) If any notice is given by Buyer or Seller under subparagraph (a) or (bSection 3(c) of this Paragraph at or before the Margin Notice Deadline on any business dayAgreement, the party receiving such notice Buyer shall transfer cash or Additional Purchased Securities Assets as provided in such subparagraph Section 3(c) by no later than the close of business in the relevant market on such day. If any such notice is given one (1) Business Day after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close giving of business in the relevant market on the next business day following such notice. (d) Any cash transferred . Notice required pursuant to Section 3(c) of this Paragraph shall Agreement may be attributed to such Transactions as shall be agreed upon given by any means, including by telephone, telecopier or email transmission. Buyer and SellerSeller agree that any failure or delay by Seller on any one or more occasions to exercise its rights under Section 3(c) of this Agreement shall not constitute a waiver of such rights or limit such party’s rights under Section 3(c) of this Agreement or otherwise existing by law or in any way create additional rights for such party. In addition, in no event shall Buyer be required to create a Margin Deficit in order to comply with Section 3(d) of this Agreement. (e) Seller and Any cash transferred to Buyer may agree, with respect pursuant to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (bSection 3(a) of this Paragraph may Agreement shall be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of used to reduce the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)Price. (f) Seller and If any representation or warranty within this Agreement is in fact not accurate, then notwithstanding any of the knowledge qualifiers, Buyer may agree, has the right to ▇▇▇▇ the asset to market with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of such frequency as deemed prudent in accordance with this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Section 3.

Margin Maintenance. (a) If at any time the Aggregate Facility Purchase Price is greater than the aggregate Market Asset Value of all Purchased Securities Underlying Mortgage Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (the positive amount of such difference, a “Margin Deficit”), and such Margin Deficit is greater than the Minimum Margin Threshold, then Buyer may by written notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable in an amount at least equal to Buyer the Margin Deficit (such amount, a “Additional Purchased SecuritiesMargin Payment”); provided, so that that, notwithstanding the cash foregoing, Buyer may determine the Asset Value and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any related Margin Deficit as of such date arising from on an individual loan basis for any Transactions Underlying Mortgage Loan, in which such Buyer is acting as Seller)event it shall, upon receipt, apply all amounts received with respect to any individual Underlying Mortgage Loans against the Purchase Price thereof. (b) If at any time the aggregate Market Value of all Purchased Securities subject Buyer delivers a Margin Call to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)[***], then Seller may by notice shall transfer the Margin Payment to Buyer require or its designee no later than [***]. In the event Buyer in such Transactionsdelivers a Margin Call to Seller after [***], at Buyer’s option, Seller shall be required to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Payment no later than [***]. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than any Margin Payment to the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeMaster Collection Account. (d) Any cash transferred pursuant In the event that a Margin Deficit exists with respect to this Paragraph any Underlying Mortgage Loans, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be attributed to such Transactions as shall be agreed upon held by Buyer against the related Margin Deficit and Seller(ii) may be applied by Buyer against the Repurchase Price of any Underlying Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, ▇▇▇▇▇ retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 7. (e) The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Agreement or limit the right of Buyer to do so at a later date. Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Purchase Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).Purchased

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).. 4 September 1996 Master Repurchase Agreement Society Hill Funding LLC

Margin Maintenance. (a) If at any time the product of the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is Assets and Buyer's Margin Ratio shall be less than the aggregate Buyer’s Margin Amount outstanding Repurchase Price for all such Transactions Purchased Assets, (a “"Margin Deficit”"), then Buyer may by notice to Seller on a Business Day (a "Margin Call") require Seller in such Transactions, at Seller’s option, to transfer to Buyer (A) cash or additional Securities reasonably (B) Additional Assets acceptable to Buyer in its sole and absolute discretion (“such cash or Additional Purchased Securities”Assets paid by Seller to Buyer are herein referred to as "Additional Assets"), so that the sum of cash and plus the product of (i) the aggregate Market Value of the Purchased Securities, including any Assets and such Additional Assets and (ii) Buyer's Margin Ratio shall at least equal the aggregate outstanding Repurchase Price; provided, however, that unless the Margin Deficit is greater than an amount equal to 3% of the Market Value of all Purchased SecuritiesAssets, will thereupon equal or exceed the Margin Deficit shall be satisfied only from Seller's aggregate share of Income on all Purchased Assets and, to such aggregate extent, shall be payable on the next succeeding Remittance Date and on each Remittance Date thereafter until fully satisfied. Any cash received by Buyer pursuant to a Margin Call shall be applied to reduce the Outstanding Purchase Price upon Buyer’s Margin Amount (decreased by the amount of 's receipt thereof. Seller's failure to cure any Margin Deficit as required by the preceding sentence prior to expiration of such date arising from any Transactions one (1) Business Day after notice shall constitute an Event of Default under the Transaction Documents and shall entitle Buyer to exercise its remedies under Section 14 of this Agreement (including, without limitation, the liquidation remedy provided for in which such Buyer is acting as SellerSection 14(iv) of this Agreement). (b) If any Margin Call is given by Buyer under Section 3(a) of this Agreement prior to 10:00 a.m. New York City time, Seller shall transfer cash or Additional Assets as provided in Section 3(a) by no later than 5:00 p.m. New York City time on the day of such notice. If such notice is given by Buyer at or after 10:00 a.m. New York City time, Seller shall transfer such cash or Additional Assets by no later than 5:00 p.m. New York City time on the next succeeding Business Day. Notice required pursuant to Section 3(a) of this Agreement may be given by any means, including by telephone, telecopier or telegraphic transmission. The failure of Buyer on any one or more occasions, to exercise its rights under Section 3(a) of this Agreement shall not constitute a waiver of such default or change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer or Seller to do so at a later date. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under Section 3(a) of this Agreement shall not limit such party's rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (c) If at any time the product of the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds Assets and Buyer's Margin Ratio shall be greater than the aggregate Seller’s Margin Amount outstanding Repurchase Price for all such Transactions at such time Purchased Assets (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer to Seller (1) cash or (2) Purchased Securities Assets that become subject to Seller, this Agreement as Additional Assets so that the product of (i) the aggregate Market Value of the Purchased Securities, after deduction of any Assets and such cash or Additional Assets and (ii) Buyer's Margin Ratio shall not exceed the aggregate outstanding Repurchase Price. In no event shall any Purchased Securities so transferred, will thereupon Assets that did not exceed such aggregate Seller’s become subject to this Agreement in the form of Additional Assets be released from the lien of this Agreement due to a Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Excess. (cd) If any notice is given by Buyer or Seller under subparagraph (a) or (bSection 3(c) of this Paragraph at or before the Margin Notice Deadline on any business dayAgreement, the party receiving such notice Buyer shall transfer cash or Additional Purchased Securities Assets as provided in such subparagraph Section 3(c) by no later than the close of business in the relevant market on such day. If any such notice is given one (1) Business Day after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close giving of business in the relevant market on the next business day following such notice. (d) Any cash transferred . Notice required pursuant to Section 3(c) of this Paragraph shall Agreement may be attributed to such Transactions as shall be agreed upon given by any means, including by telephone, telecopier or telegraphic transmission. Buyer and SellerSeller agree that any failure or delay by Seller on any one or more occasions to exercise its rights under Section 3(c) of this Agreement shall not constitute a waiver of such rights or limit such party's rights under Section 3(c) of this Agreement or otherwise existing by law or in any way create additional rights for such party. In addition, in no event shall Buyer be required to create a Margin Deficit in order to comply with Section 3(d) of this Agreement. (e) Seller and Any cash transferred to Buyer may agree, with respect pursuant to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (bSection 3(a) of this Paragraph may Agreement shall be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of used to reduce the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)Price. (f) Seller Buyer's determination of Market Value shall not be affected by any knowledge qualifiers in Seller's representations and warranties relating to the Purchased Assets. (g) The parties agree, for the avoidance of doubt, that Buyer may agree, determine the Market Value of Purchased Assets with respect to any or all Transactions hereunder, that such frequency as Buyer elects in its sole discretion exercised in good faith and may be determined on each Business Day during the respective rights of Buyer and Seller under subparagraphs (a) and (b) term of this Paragraph Agreement, or less frequently from time to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)time if Buyer elects in its sole discretion.

Margin Maintenance. (a) If at any time time, either (i) the aggregate Market Value of all Purchased Securities Assets subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s MV Margin Amount for all Purchased Assets subject to Transactions, or (ii) the aggregate unpaid principal balance of all Purchased Loans subject to Transactions is less than the aggregate Par Margin Amount for all Purchased Loans subject to such Transactions (either such event, a “Margin Deficit”), then the Buyer may may, by notice to Seller Sellers, require Seller Sellers in such Transactions, at Seller’s option, Transactions to transfer to the Buyer cash or or, at the Buyer’s option (and provided Seller has additional Securities reasonably acceptable to Buyer Eligible Assets), additional Eligible Assets (“Additional Purchased SecuritiesAssets”)) within one (1) Business Day of such notice by Buyer, so that both (x) the cash and aggregate Market Value of the Purchased SecuritiesAssets, including any such Additional Purchased SecuritiesAssets, will thereupon equal or exceed such aggregate Buyer’s MV Margin Amount, and (y) the cash and unpaid principal balance of such Purchased Assets, including any such Additional Purchased Assets and Purchased Assets, will therefore equal or exceed such aggregate Par Margin Amount (decreased by either requirement, a “Margin Call”); provided that if Seller transfers cash, Buyer shall deposit such cash into a non-interest bearing account until the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)next succeeding Repurchase Date. (b) If at any time the aggregate Market Value of all Purchased Securities subject Notice required pursuant to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller Section 6(a) may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is be given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as means provided in such subparagraph Section 21 hereof. Any notice given on a Business Day preceding 1:00 p.m. (New York City time) shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York City time on the close of business in same Business Day. Any notice given on a Business Day following 1:00 p.m. (New York City time) shall be met, and the relevant market on such day. If any such notice is given after the related Margin Notice DeadlineCall satisfied, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market 1:00 p.m. New York City time on the next business day following such notice. (d) Any cash transferred pursuant Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights under this Paragraph Section 6, shall be attributed not change or alter the terms and conditions to such Transactions as shall be agreed upon by which this Agreement is subject or limit the right of Buyer and Seller. (e) to do so at a later date. Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Sellers.

Margin Maintenance. Subparagraph 4 of the Repurchase Agreement is amended in its entirety to read as follows: (a) The Buyer shall determine the Asset Value of the Purchased Securities on a weekly basis, or at such intervals as determined by the Buyer in its sole discretion. (b) If at an any time the aggregate Market Asset Value of all related Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount Purchase Price for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer or its designee cash or additional Securities reasonably acceptable to Eligible Security approved by the Buyer in its sole discretion (“Additional Purchased Securities”), ) so that the cash and aggregate Market Asset Value of the Purchased Securities, including any such cash or Additional Purchased SecuritiesPurchases Securities or cash, will thereupon equal or to exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount Purchase Price for all such Transactions at such time Transactions. If Buyer delivers a Margin Call to the Seller on or prior to 9:30 a.m. (a “Margin Excess”)New York City time) on any Business Day, then the Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph to Buyer no later than the close of business in the relevant market on such 5:00 p.m. (New York City time) that day. If In the event the Buyer delivers a Margin Call to the Seller after 9:30 a.m. (New York City time) on any such notice is given after the Margin Notice DeadlineBusiness Day, the party receiving such notice Seller shall be required to transfer such cash or Additional Purchased Securities no later than the close of business in the relevant market 5:00 p.m. (New York city time) on the next business day following such noticesubsequent Business Day. (c) Buyer’s election, in its sole and absolute discretion, not to make a Margin Call at any time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Call at any time a Margin Deficit exists. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) In the event the Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where satisfies a Margin Deficit or Margin ExcessCall with cash, as the case may be, exceeds a specified dollar amount or a specified percentage of Buyer will apply such cash to reduce the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)Price. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If Purchaser may, at any time its option in its sole and absolute discretion, re-determine the aggregate BUSINESS.31481134.1132540646.2 Market Value for any Purchased Asset in accordance with the definition of all Market Value. If there exists a Margin Deficit with respect to any Purchased Securities subject Asset, Purchaser may, by notice to all Transactions 79 BUSINESS.31481134.1132540646.2 Seller substantially in which a particular party the form of Exhibit VIII hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin DeficitCall”), then Buyer may by notice to Seller require Seller to make a cash payment in reduction of the Repurchase Price of such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), Asset so that the cash and aggregate Market Value of the Purchased Securitiesafter giving effect to such payment, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any no Margin Deficit as of shall exist or be deemed to exist with respect to such date arising from Purchased Asset. Purchaser shall not make more than one Margin Call (other than any Transactions in which such Buyer is acting as Seller)Mark-to-Zero Margin Call) during any calendar month. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice Call is given by Buyer or Seller Purchaser under subparagraph (aArticle 4(a) or (b) of this Paragraph on any Business Day at or before prior to 12:00 noon (New York City time), Seller shall cure the related Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities Deficit as provided in such subparagraph Article 4(a) by no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market 5:00 p.m. (New York City time) on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agreesucceeding Business Day; provided however, other than with respect to any Margin Call for a Purchased Asset the Market Value of which has been reduced or all Transactions hereunderdeemed to reduced to zero (such Margin Call, a “Mark-to-Zero Margin Call”), so long as Seller delivers to Purchaser a written certification of Guarantor that Guarantor has sufficient Total Liquidity (as defined in the respective rights Guaranty) to satisfy any outstanding Margin Calls hereunder and any outstanding margin calls under any other repurchase, credit or other financing facility of Buyer or Seller Guarantor and its consolidated Subsidiaries (or bothcollectively, the “Required Capital”) under subparagraphs (a) and (b) of this Paragraph may be exercised only where attaching a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage calculation in reasonable detail of the Repurchase Prices Required Capital), Seller shall not during any calendar month be required to pay to Purchaser an amount in excess of the Monthly Margin Call Payment Limit in order to satisfy Margin Calls (other than Mark-to-Zero Margin Calls), and any excess amount shall automatically roll-forward and be due and payable on the first Business Day of the next calendar month, subject to the Monthly Margin Call Payment Limit for such Transactions calendar month. For the avoidance of doubt, (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fi) Seller and Buyer a single Margin Call may agree, with respect relate to any one or all Transactions hereundermore Purchased Assets, that (ii) the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Monthly Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect Call Payment Limit does not apply to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).Mark-to-Zero Margin Call and

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close dose of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) Paragraphs 4(a), 4(b) and 4(c) of the Agreement are hereby modified in their entirety to read as follows: (a) If at any time time, either (i) the aggregate Market Value of all any of the Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is or Purchased Loans shall be less than the aggregate Buyer’s 's Margin Amount for all such Transactions Purchased Securities or Purchased Loans, respectively (a “"Margin Deficit”"), or (ii) a Credit Loss -------------- shall occur with respect to any Purchased Securities that have a rating of "B-" (or the equivalent) or higher from a Rating Agency or Purchased Loans, then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer (A) cash or (B) additional Securities reasonably collateral acceptable to Buyer (“Additional Purchased Securities”)in its sole and absolute discretion, so that the cash and aggregate sum obtained by adding the Market Value of the such Purchased Securities, including any Securities or Purchased Loans plus such Additional Purchased Securities, will thereupon cash and additional collateral shall equal or exceed the Deficit Cure Amount for such aggregate Buyer’s Margin Amount (decreased by Purchased Securities or Purchased Loans, respectively, as of the amount of same date. Seller's failure to cure any Margin Deficit as required by the preceding sentence shall constitute an Event of Default under the Transaction Documents and shall entitle Buyer to exercise its remedies under Section 14 of Annex I (including, without limitation, the liquidation remedy provided for in Section 14(a)(iv) of this Annex I). In connection with the foregoing, if the Margin Deficit is caused at any time by the Seller's Equity (which previously exceeded the Minimum Seller's Equity Requirement) falling below the Minimum Seller's Equity Requirement or by the Minimum CMBS Diversification (which previously was in effect) no longer being in effect (such date, the "Transition Down Date"), then -------------------- (1) except as described in clause (2) below, the Original Purchase Percentages and CF Sweep Purchase Percentages shall automatically be reduced to the lower Original Purchase Percentages and CF Sweep Purchase Percentages and the Margin Maintenance Percentages shall automatically be increased to the higher Margin Maintenance Percentages, in each case for the Purchased Securities and/or Purchased Loans subject to Transactions as of such date arising from any Transactions Transition Down Date, and (2) in the event the Transaction Down Date was caused by a collateralized debt obligation (or CDO) transaction, in which Deutsche Banc Alex. ▇▇▇▇▇ Inc. acts as sole lead manager and sole book-runner (or as co-manager, if agreed to by Deutsche Banc in its sole discretion), (x) during the (9) months following the closing of such transaction the Original Purchase Percentages, CF Sweep Purchase Percentage and Margin Maintenance Percentages shall not be reduced or increased as described in (1) above and shall remain at the Original Purchase Percentages, CF Sweep Purchase Percentages and Margin Maintenance Percentages that applied immediately before the collateralized debt obligation (or CDO) transaction (i.e. during such nine (9) month period Buyer shall apply Income deposited in the Cash Management Account pursuant to Section 5 utilizing such higher or lower percentages, as the case may be) and (y) at the end of such nine (9) month period, the Original Purchase Percentages, CF Sweep Purchase Percentages and Margin Maintenance Percentages shall be determined by whether the Minimum Seller's Equity Requirement and the Minimum CMBS Diversification is acting as Seller)achieved at such time." (b) If at any time the aggregate Market Value of all any Purchased Securities subject to all Transactions Security in which a particular party hereto is acting any Rating Category or any Purchased Loan in any Collateral Type Grouping multiplied by the "Original Purchase Percentage" (as Seller exceeds such Original Purchase Percentage may be adjusted in accordance with this Agreement) for such Purchased Security or such Purchased Loan shall be greater than the aggregate Seller’s Margin Amount Repurchase Price for all the Transaction relating to such Transactions at such time Purchased Security or Purchased Loan, respectively (a “"Margin ------ Excess”), ") then Seller may by notice to Buyer require Buyer to ------ transfer to Seller cash in such Transactionsan amount (expressed in dollars) up to the Margin Excess; provided, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such transfer of cash or any Purchased Securities so transferred-------- (1) shall be subject to the restrictions set forth in the parenthetical in the definition of "Purchase Price", will thereupon (2) shall not exceed such aggregate Seller’s Margin Amount be in an amount less than $500,000 and (increased 3) shall be evidenced by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)amended and restated Confirmations. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (bParagraph 4(a) of this Paragraph the Agreement at or before the Margin Notice Deadline on any business dayBusiness Day, the party receiving such notice Seller shall transfer cash or Additional Purchased Securities additional collateral as provided in such subparagraph Paragraph 4(a) no later than the close of business in the relevant market on such daythe next following Business Day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice Seller shall transfer such cash or Securities additional collateral no later than the close of business in the relevant market on the next business day second Business Day following such notice. (d. If any notice is given by Seller under Paragraph 4(b) Any of the Agreement prior to the close of business on any Business Day, the Buyer shall transfer cash transferred as provided in Paragraph 4(b) no later than the close of business in the relevant market on the second Business Day following such notice. Notice required pursuant to this Paragraph 4(a) or 4(b) of the Agreement may be given by any means of telecopier or telegraphic transmission and shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, delivered in accordance with respect to any or all Transactions hereunder, that the respective rights terms of the Agreement. The failure of Buyer or Seller (on any one or bothmore occasions, to exercise its rights under Paragraph 4(a) or 4(b) of the Agreement shall not change or alter the terms and conditions to which the Agreement is subject or limit the right of Buyer or Seller to do so at a later date. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under subparagraphs (aParagraph 4(a) and of the Agreement shall not limit such party's rights under the Agreement or otherwise existing by law or in any way create additional rights for such party. (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage 4(d) of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed Agreement is hereby modified in its entirety to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, read as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).follows:

Margin Maintenance. (a) If at on any time date the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Assets is less than Buyer’s 's Margin Amount (decreased by a "Margin Deficit"), then the Buyer may make a margin call on the Seller (a "Margin Call"), specifying, as applicable, the amount of any the Margin Deficit and how payment of the Margin Deficit will be applied to reduce the components of the Repurchase Price. If a Margin Call is made, the Seller shall be obligated, within the time period set forth below, to pay to the Buyer such amount of the outstanding Securities Purchase Price and Price Differential thereon (and, if applicable, the then outstanding amounts referred to in clause (C) of the definition of Repurchase Price) all as specified by the Buyer and as is needed to eliminate the Margin Deficit (and the portion of any such date arising from payment applied by the Buyer to the Securities Purchase Price shall permanently reduce the Securities Purchase Price) (each such payment, a "Permanent Margin Payment"). The Seller shall have two (2) Business Days (not extending beyond the Termination Date) to satisfy any Transactions in which such Margin Call. Any Income on the Purchased Assets may be applied by Buyer is acting as Seller)at its option to make Permanent Margin Payments. (b) If at Notice required pursuant to Section 5(a) may be given by any time means. The failure of the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Buyer, then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s optionon any one or more occasions, to transfer cash exercise its rights hereunder shall not change or Purchased Securities alter the terms and conditions to Seller, so that which this Agreement is subject or limit the aggregate Market Value right of the Purchased Securities, after deduction of any such cash Buyer to do so at a later date. The Seller and the Buyer agree that a failure or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased delay by the amount of Buyer to exercise its rights hereunder shall not limit or waive the Buyer's rights under this Agreement or otherwise existing by law or in any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before way create additional rights for the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions Purchased Assets, plus the value of any Additional Eligible Collateral previously transferred by Seller to Buyer (and not retransferred by Buyer to Seller), is less than the Repurchase Price for all Purchased Assets (a “Margin Deficit”), then Buyer may by notice to Seller in the form of Exhibit XII (a “Margin Deficit Notice”) require Seller in such Transactionsto, at Seller’s option, no later than three (3) Business Days following the receipt of a Margin Deficit Notice (the “Margin Deadline”) to the extent such Margin Deficit equals or exceeds the Minimum Transfer Amount, (i) transfer to Buyer cash or for no additional Securities reasonably acceptable consideration (by transfer to Buyer or its designee (“including the Custodian) of Additional Purchased Securities”)Eligible Collateral, so that the cash and aggregate Market Value (ii) repurchase some or all of the Purchased SecuritiesAssets at their respective Repurchase Prices, including (iii) make a payment in reduction of the Purchase Price of one or more Purchased Assets, or (iv) choose any combination of the foregoing, such Additional Purchased Securitiesthat, will thereupon equal or exceed after giving effect to such aggregate transfers, repurchases and payments, the Buyer’s Margin Amount (decreased by for each Purchased Asset, considered individually, shall be equal to or greater than the amount of any Margin Deficit as of related Repurchase Price for such date arising from any Transactions in which such Buyer is acting as Seller)Purchased Asset. (b) If 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 any time the aggregate Market Value of all Purchased Securities subject a later date. Seller and Buyer each agree that a failure or delay by Buyer to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at exercise its rights hereunder shall not limit or waive Buyer’s option, to transfer cash rights under this Agreement or Purchased Securities to otherwise existing by law or in any way create additional rights for Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice Upon written request of Seller, as of each Remittance Date on which Buyer holds Additional Collateral, Buyer shall perform the calculation set forth in Article 4(a) above, and if all or a portion of such Additional Collateral is given not necessary to avoid a Margin Deficit, Buyer shall reassign to Seller such portion of the Additional Collateral (the particular Additional Collateral to be reassigned to be determined by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactionsits sole discretion). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time Agent determines the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased SecuritiesAssets at such intervals as determined by Agent in its good faith sole discretion; provided, including any however, that the Seller may request that the Agent provide reasonable detail regarding its determination of Market Value, as well as to demonstrate that such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by Market Value has been determined in accordance with the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)definition thereof. (b) If at any time the aggregate Purchase Price for all Purchased Assets subject to outstanding Transactions is greater than the product of (a) the Applicable Percentage and (b) the Market Value of all Purchased Securities Assets (such excess, a “Margin Deficit”), then subject to all Transactions in which a particular party hereto is acting as the last sentence of this paragraph, Agent may, by notice to Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin ExcessCall”), require Seller to transfer to Agent for the benefit of Buyers cash or Substitute Assets approved by Agent in its sole discretion in an amount sufficient to cure such Margin Deficit. If Agent delivers a Margin Call to Seller on or prior to 10:00 a.m. (New York City time) on any Business Day, then Seller may by notice shall transfer the required amount of cash or Substitute Assets to Buyer require Buyer in Agent for the benefit of Buyers no later than 5:00 p.m. (New York City time) on the date that is the Business Day after Seller’s receipt of such TransactionsMargin Call. In the event Agent delivers a Margin Call to a Seller after 10:00 a.m. (New York City time) on any Business Day, at Buyer’s option, Seller will be required to transfer the required amount of cash or Purchased Securities to Seller, so Substitute Assets no later than 5:00 p.m. (New York City time) on the date that is the aggregate Market Value of the Purchased Securities, second (2nd) Business Day after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as receipt of such date arising from any Transactions Margin Call. Notwithstanding the foregoing, provided that no Default or Event of Default shall have occurred and be continuing, Agent shall not require the Seller to satisfy a Margin Call and no Margin Call shall be required to be made unless the Margin Deficit shall equal or exceed [***], as determined by Agent in which such Seller is acting as Buyer).its reasonable, good faith discretion. LEGAL02/40118759v8 (c) If Agent’s election, in its sole and absolute discretion, not to make a Margin Call at any notice time there is given by Buyer a Margin Deficit will not in any way limit or Seller under subparagraph (a) or (b) of this Paragraph impair its right to make a Margin Call at or before the any time a Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeDeficit exists. (d) Any cash transferred to Agent for the benefit of Buyers pursuant to this Paragraph shall Section 6(b) above will be attributed applied to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage repayment of the Repurchase Prices for such Price of outstanding Transactions (which amount or percentage shall be agreed pursuant to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (aSection 4(b) and (b) of this Paragraph any Substitute Assets will be deemed to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Purchased Assets.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time anytime the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph 4 § September 1996 § Master Repurchase Agreement at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights lights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).