Common use of Margin Maintenance Clause in Contracts

Margin Maintenance. a. If at any time the aggregate Market Value of all Purchased Assets subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions (a "Margin Deficit"), then Buyer may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on such Business Day; notice received after 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on the following Business Day. 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. The related Seller, each Guarantor 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 the related Seller or any Guarantor. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets subject to all Transactions the Purchase Price of the Note is less greater than the aggregate Buyer's Margin Amount for all related Asset Value (such Transactions (excess, a "“Margin Deficit"”), then Buyer the Administrative Agent may by notice to the related Seller require the related Seller in such Transactions to transfer to the Administrative Agent for the benefit of Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; . With respect to a Margin Call, any notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second (2nd) Business Day following Business Daythe date of such notice. 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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) and Section 6(bmay be held by Buyer against the related Margin Deficit (provided that the Buyer shall pay interest thereon at the overnight federal funds rate), or (ii) hereofmay be applied by Buyer or the Administrative Agent on its behalf against the Purchase Price. Notwithstanding the foregoing, then Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 2.05.

Margin Maintenance. a. If (a) Purchaser may, at its option in its sole discretion, re-determine the Market Value for any Purchased Asset at any time and from time to time. Upon the aggregate occurrence and during the continuance of a Margin Deficit Event with respect to any Purchased Asset, Purchaser may, by written notice to Seller substantially in the form of Exhibit VIII hereto (a “Margin Call”), require Seller to (i) make a cash payment in reduction of the Repurchase Price of such Purchased Asset or (ii) at the option of the Purchaser, deliver additional Eligible Assets to Purchaser, in each case, so that after giving effect to such payment or delivery, no Margin Deficit shall exist with respect to such Purchased Asset. (b) If a Margin Call is given by Purchaser under Article 4(a) on any Business Day at or prior to 10 a.m. (New York time), the Seller shall cure the related Margin Deficit as provided in Article 4(a) no later than 5:00 p.m. (New York time) on the same day. If a Margin Call is given by Purchaser under Article 4(a) on any Business Day after 10 a.m. (New York time), the Seller shall cure the related Margin Deficit as provided in Article 4(a) no later than 5:00 p.m. (New York time) on the immediately following Business Day. (c) From time to time, if (i) the Market Value of all one or more Purchased Assets subject to all Transactions is less than has been reduced solely as a result of market fluctuations, (ii) the aggregate Buyer's amount of cash payments made by Seller to Purchaser to cure the related Margin Deficits pursuant to Article 4(a) minus the aggregate amount of Margin Return Amounts with respect to such Purchased Assets exceeds $3,000,000 and (iii) the Margin Amount for all such Transactions Purchased Assets exceeds the Repurchase Price for such Purchased Assets (a "the amount of such excess, the “Margin Deficit")Excess”) by an amount of not less than $3,000,000, then Buyer may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer Purchaser may, in its sole and absolute discretion, immediately satisfy consider a request from Seller to transfer cash to Seller in an amount up to such Margin DeficitExcess, by netting but not exceeding the purchase price under any Existing Agreement by the aggregate amount of cash payments made by Seller to Purchaser with respect to such Purchased Asset to cure Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing AgreementDeficits resulting from market fluctuations. b. Notice required pursuant to Section 6(a(d) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on such Business Day; notice received after 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on the following Business Day. The failure of Buyeror delay by Purchaser, on any one or more occasions, to exercise its rights hereunder, under this Article 4 shall not change or alter the terms and conditions to which of this Agreement is subject or limit or waive the right of Buyer Purchaser to do so at a later date. The related Seller, each Guarantor 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 date or in any way create additional rights for the related Seller or any GuarantorSeller. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. (a) If at any time the aggregate Market Value of all Purchased Assets Mortgage Loans subject to all Transactions hereunder is less than the aggregate Buyer's ’s Margin Amount for all such Transactions (a "“Margin Deficit"”), then Buyer may by notice to the related Seller require the related Seller in such Transactions Transactions, at Buyer’s option, to transfer to Buyer cash or additional Mortgage Loans reasonably acceptable to Buyer (“Additional Purchased Mortgage Loans”), so that the cash and aggregate Market Value of the Purchased Assets Mortgage Loans, including any such Additional Purchased Mortgage Loans, will thereupon equal or exceed such aggregate Buyer's ’s Margin Amount (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing AgreementAmount. b. Notice required pursuant (b) If the notice to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 Buyer to Seller under subparagraph (a) above is given at or prior to 10:00 a.m. New York city time on a Business Day Day, Seller shall be mettransfer cash or Additional Purchased Mortgage Loans to Buyer prior to the close of business in New York City on the date of such notice, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on if such Business Day; notice received is given after 11:00 10:00 a.m. New York time City time, Seller shall transfer cash or Additional Purchased Mortgage Loans prior to the close of business in New York City on a the Business Day following the date of such notice. (c) Any cash transferred pursuant to this Paragraph shall be metheld by Buyer as though it were Additional Purchased Mortgage Loans and, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on the following Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights hereunderunless Buyer shall otherwise consent, shall not change or alter reduce the terms and conditions to which this Agreement is subject or limit the right Repurchase Price of Buyer to do so at a later date. The related Seller, each Guarantor 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 the related Seller or any GuarantorTransaction. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. (a) If at any time the aggregate outstanding amount of the Purchase Price of the Note is greater than the Margin Market Value of all Purchased Assets subject to all Transactions is less than or the aggregate Buyer's Margin Amount Maximum Purchase Price for all the related Transaction (such Transactions (excess, a "“Margin Deficit"”), then Buyer may Administrative Agent shall, unless waived by all Buyers, by notice to the related Seller Sellers require the related Seller in such Transactions Sellers to transfer to Buyer Administrative Agent, for the benefit of Buyers, cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; . With respect to a Margin Call, any notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second (2nd) Business Day following Business Daythe date of such notice. The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its the rights of Buyers hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer Administrative Agent to do so at a later date. The related SellerSeller Parties, Administrative Agent and each Guarantor and Buyer of the Buyers each agree that a failure or delay by Buyer Administrative Agent to exercise its the rights of Buyers hereunder shall not limit or waive Buyer's Administrative Agent’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSellers. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, Administrative Agent may retain any funds received by it to which the Sellers would otherwise be entitled hereunder, which funds (i) and Section 6(bmay be held by Administrative Agent, for the benefit of Buyers, against the related Margin Deficit or (ii) hereofmay be applied by Administrative Agent against the Purchase Price. Notwithstanding the foregoing, then Buyer mayAdministrative Agent retains the right, in its sole discretiondiscretion (unless otherwise subject to a right of waiver by all Buyers under this Section 2.05), satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 2.05.

Margin Maintenance. a. (a) If at any time the aggregate Market Value of all Purchased Assets Mortgage Loans subject to all Transactions hereunder is less than the aggregate Buyer's Margin Amount for all such Transactions (a "Margin Deficit"), then Buyer may by notice to the related Seller require the related Seller in such Transactions Transactions, at Buyer's option, to transfer to Buyer cash or additional Mortgage Loans reasonably acceptable to Buyer ("Additional Purchased Mortgage Loans"), so that the cash and aggregate Market Value of the Purchased Assets Mortgage Loans, including any such Additional Purchased Mortgage Loans, will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing AgreementAmount. b. Notice required pursuant (b) If the notice to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 Buyer to Seller under subparagraph (a) above is given at or prior to 10:00 a.m. New York city time on a Business Day Day, Seller shall be mettransfer cash or Additional Purchased Mortgage Loans to Buyer prior to the close of business in New York City on the date of such notice, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on if such Business Day; notice received is given after 11:00 10:00 a.m. New York time City time, Seller shall transfer cash or Additional Purchased Mortgage Loans prior to the close of business in New York City on a the Business Day following the date of such notice. (c) Any cash transferred pursuant to this Paragraph shall be metheld by Buyer as though it were Additional Purchased Mortgage Loans and, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on the following Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights hereunderunless Buyer shall otherwise consent, shall not change or alter reduce the terms and conditions to which this Agreement is subject or limit the right Repurchase Price of Buyer to do so at a later date. The related Seller, each Guarantor 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 the related Seller or any GuarantorTransaction. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. If at any time the aggregate Market Value of all outstanding Purchase Price allocated to any Purchased Assets Asset or Contributed REO Property subject to all Transactions a Transaction is less greater than the aggregate Buyer's Margin Amount for all Asset Value allocated to such Transactions Purchased Asset or Contributed REO Property subject to a Transaction (a "“Margin Deficit"”), then Buyer Administrative Agent may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer Administrative Agent for the benefit of Buyers cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required delivered pursuant to Section 6(a) above may be given by any means provided in Section 35 hereofwritten or electronic means. Any notice received given before 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such Business Day; notice received given after 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the following Business DayDay (the foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of BuyerAdministrative 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 Buyer Administrative Agent to do so at a later date. The related Seller, each Guarantor Seller and Buyer Administrative Agent each agree that a failure or delay by Buyer Administrative Agent to exercise its rights hereunder shall not limit or waive Buyer's Administrative Agent’s or Buyers’ rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to any Purchased Asset or Contributed REO Property, Administrative Agent may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be held by Administrative Agent against the related Margin Deficit for a Purchased Asset or Contributed REO Property and Section 6(b(ii) hereofmay be applied by Administrative Agent against the Allocated Repurchase Price related to such Purchased Asset or Contributed REO Property for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then Buyer maythe Administrative Agent retains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. a. If at any time the aggregate Market Value outstanding Purchase Price of all Purchased Assets the Mortgage Loans subject to all Transactions hereunder is less greater than the aggregate Buyer's Margin Minimum Maintenance Amount for of all such Transactions Mortgage Loans subject to Transaction hereunder (a "“Margin Deficit")”) such Margin Deficit is greater than the Margin Threshold, then Buyer may by notice to Sellers require Sellers to, at the related Seller require the related Seller in such Transactions to option of Sellers, either (1) transfer to Buyer cash, or (2) deposit cash so that into the cash and aggregate Market Value of Margin Account, in each case, in an amount at least equal to the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails Sellers elect to satisfy a deposit such cash into the Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy Account to cure a Margin Deficit, by netting thereafter, upon four (4) Business Days written notice to Buyer and the purchase price under Calculation and Paying Agent, Sellers shall have the option to designate all or any Existing Agreement by the amount portion of such Margin Deficit. Upon such netting, cash to be applied to reduce the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by Purchase Price of the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementaffected Mortgage Loan(s). b. Notice required delivered pursuant to Section 6(a) 6.a above may be given by any means provided in Section 35 hereofwritten or electronic means. Any notice received given before 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such Business Day; notice received given after 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the following Business DayDay (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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Sellers and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If In the Sellers fail to satisfy event that a Margin Deficit exists with respect to the Mortgage Loans, Buyer may retain any funds received by it to which Sellers would otherwise be entitled hereunder, which funds (i) shall be held by Buyer in accordance with Section 6(athe Margin Account against the related Margin Deficit and (ii) and Section 6(b) hereofmay be applied by Buyer against the Purchase Price of the Mortgage Loans for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing AgreementSection 6.a.

Margin Maintenance. a. (a) If at any time the aggregate Market Value of all the Purchased Assets subject to all Transactions Loans and Loans owned by any Trust represented by a Purchased Certificate is less than the aggregate Buyer's MV Margin Amount for all outstanding Transactions, (such Transactions (event, a "“Margin Deficit"”), then Buyer may may, by notice to the related Seller Sellers and Guarantor, require the related Seller in such Transactions Sellers to transfer to Buyer cash within the time period specified in clause (b) below, so that the cash and aggregate Market Value of the Purchased Assets Loans and Loans owned by any Trusts represented by a Purchased Certificate will thereupon equal or exceed such the aggregate Buyer's Margin Deficit Cure Amount (such requirement, a "“Margin Call"”). If Buyer shall deposit such cash into a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting non-interest bearing account until the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementnext succeeding Repurchase Date. b. (b) Notice required pursuant to Section 6(a) may be given by any means provided in Section 35 21 hereof. Any notice received before given prior to 11:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. on the same Business Day. Any notice given after to 11:00 a.m. (New York time on such Business Day; notice received after 11:00 a.m. New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no not later than 5:00 p.m. 12:00 noon (New York time City time) on the following next Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights hereunderunder this Section 6, 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. The related Seller, each Guarantor Sellers and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSellers. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. (a) Purchaser may, at its option in its sole and absolute discretion, re-determine the Market Value for any Purchased Asset in accordance with the definition of Market Value. If at there exists a Margin Deficit with respect to any time Purchased Asset, Purchaser may, by notice to Seller substantially in the aggregate form of Exhibit VIII hereto (a “Margin Call”), require Seller to make a cash payment in reduction of the Repurchase Price of such Purchased Asset, so that after giving effect to such payment, no Margin Deficit shall exist with respect to such Purchased Asset. Seller shall have the opportunity to challenge the reduction of the Market Value of all any Purchased Assets subject Asset by requesting that Purchaser, at Seller’s sole cost and expense, order (i) if such reduction in Market Value is related to all Transactions is less than a reduction in the aggregate Buyer's Margin Amount for all such Transactions (a "Margin Deficit"), then Buyer may by notice to value of the related Seller require Mortgaged Property, a third-party appraisal of the related Seller Mortgaged Property or Mortgaged Properties or (ii) if such reduction is otherwise related to a reduction in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirementAsset, a "third-party valuation of the fair market value of the Purchased Asset. In the interim period while Purchaser is awaiting receipt of and considering such appraisal or valuation, Seller shall post with Purchaser the Margin Call")Amount. If In the event that Purchaser subsequently determines that a Seller fails to satisfy Credit Event has not occurred or that a Margin Deficit does not exist, the Margin Amount shall be returned to Seller (or such portion thereof as reflects the decrease in the applicable Margin Deficit). (b) If a Margin Call is given by Purchaser on any Business Day at or prior to 10 a.m. (New York City time), Seller shall cure the related Margin Deficit (which may be by repurchasing the related Purchased Asset in accordance with this Section 6(aArticle 3(d), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, ) by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the same Business Day; notice received after 11:00 a.m. New York time . For the avoidance of doubt, if a Margin Call is given by Purchaser on a any Business Day after the time set forth above, such Margin Call shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York considered given prior to such time on the immediately following Business Day. . (c) The failure of Buyeror delay by Purchaser, on any one or more occasions, to exercise its rights hereunder, under this Article 4 shall not change or alter the terms and conditions to which this Agreement is subject or limit or waive the right of Buyer Purchaser to do so at a later date. The related Seller, each Guarantor 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 date or in any way create additional rights for the related Seller or any GuarantorSeller. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. 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 Assets Mortgage Loan subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions a Transaction (a "“Margin Deficit"”), then Buyer may by notice to the related any Seller require the related Seller in such Transactions to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required delivered pursuant to Section 6(a) may be given by any means provided written or electronic means. With respect to a Margin Call in Section 35 hereof. Any the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second Business Day following the date of such notice. With respect to all Margin Calls other than Low Percentage Margin Calls, 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 5:00 p.m. (New York City time) on such Business Day; 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 following Business Day. 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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to any Purchased Mortgage Loan, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) shall be held by Buyer against the related Margin Deficit and Section 6(b(ii) hereofmay be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. a. (a) If at any time the Aggregate Facility Purchase Price is greater than the aggregate Market Asset Value of all Purchased Assets Mortgage Loans subject to all Transactions (the positive amount of such difference, a “Margin Deficit”), and such Margin Deficit is less greater than the aggregate Buyer's Minimum Margin Amount for all such Transactions (a "Margin Deficit")Threshold, then Buyer may by written notice to the related Seller (as such notice is more particularly set forth below, a “Margin Call”), require the related Seller in such Transactions to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirementamount, a "“Margin Call"Payment”); provided, that, notwithstanding the foregoing, Buyer may determine the Asset Value and any related Margin Deficit on an individual loan basis for any Purchased Mortgage Loan, in which event it shall, upon receipt, apply all amounts received with respect to any individual Purchased Mortgage Loans against the Purchase Price thereof. (b) 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 shall transfer the Margin Payment to Buyer or its designee no later than 5:30 p.m. (New York City time) on such Business Day. If In the event Buyer delivers a Margin Call to Seller fails after 10:00 a.m. (New York City time) on any Business Day, Seller shall be required to satisfy transfer the Margin Payment no later than 2:00 p.m. (New York City time) on the following Business Day. (c) Seller shall transfer any Margin Payment to the account of Buyer that is referenced in Section 10(a) of this Agreement. (d) In the event that a Margin Deficit in accordance exists with this Section 6(a)respect to any Purchased Mortgage Loans, then Buyer maymay retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (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, B▇▇▇▇ retains the right, in its sole discretion, immediately satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 7. b. Notice required pursuant to Section 6(a(e) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on such Business Day; notice received after 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on the following Business Day. 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 of this Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets subject to all Transactions the Purchase Price of the Note is less greater than the aggregate Buyer's Margin Amount for all related Asset Value or the Maximum Purchase Price (such Transactions (excess, a "“Margin Deficit"”), and such Margin Deficit exceeds the Minimum Transfer Amount, then Buyer Administrative Agent may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer Administrative Agent cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the same Business Day; . With respect to a Margin Call, any notice received given on or after 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 12:00 p.m. (New York time City time) on the Business Day following Business Daythe date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”. The failure of Administrative Agent or 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 Administrative Agent or Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer Administrative Agent and B▇▇▇▇ each agree that a failure or delay by Administrative Agent or Buyer to exercise its rights hereunder shall not limit or waive Administrative Agent’s or Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, Administrative Agent or Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) and Section 6(bmay be held by Buyer against the related Margin Deficit or (ii) hereofmay be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, then Buyer mayB▇▇▇▇ retains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 2.05.

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets subject to all Transactions is less than the aggregate Buyer's Margin Amount for all Purchase Price exceeds the Asset Base in effect at such Transactions time, as determined on each Interim Payment Date after taking into account any Transaction being effected on such date (such excess, a "“Margin Deficit"”), then Buyer may by notice to the related Seller require Seller to eliminate the related Seller in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"). If ”) by effecting any or all of the following actions: (i) the transfer of cash to Buyer, (ii) the application of an Additional Note Payment to a Variable Funding Note (to the extent allowed under the related Indenture Supplement) or (iii) the reduction of the value of the Owner Trust Certificate; provided, however, that to the extent that there is a Borrowing Base Deficiency, Seller fails to satisfy a must cure any Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementpursuant to clause (i) or (ii) only. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; . With respect to a Margin Call, any notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second (2nd) Business Day following Business Daythe date of such notice. 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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) and Section 6(bmay be held by Buyer against the related Margin Deficit or (ii) hereofmay be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, then Buyer mayretains the right, in its sole discretion, satisfy to make a Margin DeficitCall in accordance with the provisions of this Section 2.05. (d) If at any time the aggregate outstanding amount of the Asset Base in effect at such time exceeds the Purchase Price, by netting the purchase price under as determined on each Interim Payment Date after taking into account any Existing Agreement by Transaction being effecting on such date (such excess, a “Margin Excess”), then on any Purchase Date on which such Margin Excess exists, Seller may deliver a Transaction Notice to Buyer and request Buyer to deliver additional Consideration in the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing AgreementExcess.

Margin Maintenance. a. If at any time the aggregate Market Value of all any Purchased Assets Mortgage Loan subject to all Transactions a Transaction is less than the aggregate Buyer's Margin Amount for all such Transactions Transaction (a "Margin Deficit"), then Buyer may by notice to the related any Seller require the related Seller in such Transactions Sellers to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required delivered pursuant to Section 6(a) may be given by any means provided in Section 35 hereofwritten means. Any notice received given before 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such Business Day; notice received given after 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the following Business DayDay (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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Sellers 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 the related Seller or any GuarantorSellers. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to any Purchased Mortgage Loan, Buyer may retain any funds received by it to which the Sellers would otherwise be entitled hereunder, which funds (i) shall be held by Buyer against the related Margin Deficit and Section 6(b(ii) hereofmay be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then the Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. a. If at any time the aggregate Market outstanding Purchase Price of any Purchased Mortgage Loan or allocated to any Contributed Asset underlying a REO Subsidiary Interest subject to a Transaction is greater than the Asset Value of all such Purchased Assets Mortgage Loan or Contributed Asset underlying a REO Subsidiary Interest subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions a Transaction (a "“Margin Deficit"”), then Buyer Administrative Agent may by notice to the related Seller Sellers require the related Seller in such Transactions Sellers to transfer to Buyer Administrative Agent for the benefit of Buyers cash so that in an amount at least equal to the cash and aggregate Market Margin Deficit subject to or related to a Transaction or solely with the consent of Administrative Agent in its sole discretion, additional Mortgage Loans or Contributed Assets with an Asset Value of the Purchased Assets will thereupon equal or exceed to such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required delivered pursuant to Section 6(a) may be given by any means provided written or electronic means. With respect to a Margin Call in Section 35 hereof. Any the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second Business Day following the date of such notice. With respect to all Margin Calls other than Low Percentage Margin Calls, any notice given before 1:00 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 such Business Day; notice given after 1:00 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 DayDay (the foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of BuyerAdministrative 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 Buyer Administrative Agent to do so at a later date. The related Seller, each Guarantor Each Seller and Buyer Administrative Agent each agree that a failure or delay by Buyer Administrative Agent to exercise its rights hereunder shall not limit or waive Buyer's Administrative Agent’s or Buyers’ rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any Guarantora Seller. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to any Purchased Mortgage Loan or Contributed Asset, Administrative Agent may retain any funds received by it to which the Sellers would otherwise be entitled hereunder, which funds (i) shall be held by Administrative Agent against the related Margin Deficit for a Purchased Mortgage Loan or Contributed Asset and Section 6(b(ii) hereofwill be applied by Administrative Agent against the Allocated Repurchase Price related to such Purchased Mortgage Loan or Contributed Asset for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then Buyer maythe Administrative Agent retains the right, in its sole discretion, satisfy to make a Margin DeficitCall in accordance with the provisions of this Section 6. d. In the event that Sellers reasonably believe that the Asset Value of all Purchased Assets exceeds the aggregate Purchase Price of all Purchased Assets by more than $3,000,000, Sellers may request that Administrative Agent on behalf of Buyers remit additional Purchase Price with respect to specific Purchased Assets to be identified by netting Sellers to Administrative Agent, and Administrative Agent will consider such request; provided that Administrative Agent will make such determination in its sole discretion. Any additional Purchase Price remitted by Administrative Agent on behalf of Buyers to Sellers hereunder (and in the purchase price under any Existing Agreement by the amount case of such Margin Deficit. Upon such nettingContributed Assets, the purchase price under such Existing Agreement Purchase Price Increase) shall be increased added to the Purchase Price for the applicable Purchased Assets. For the avoidance of doubt, Administrative Agent shall have no obligation to advance additional Purchase Price hereunder, and Administrative Agent’s agreement on a dollar for dollar basis by behalf of Buyers to do so in any instance, shall not be deemed as Administrative Agent’s agreement to do so in the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementfuture.

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets subject to all Transactions the Purchase Price of the Note is less greater than the aggregate Buyer's related Margin Amount for all Asset Value or the Maximum Purchase Price (such Transactions (excess, a "“Margin Deficit"”), then Buyer may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; . With respect to a Margin Call, any notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second (2nd) Business Day following Business Daythe date of such notice. 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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) and Section 6(bmay be held by Buyer against the related Margin Deficit or (ii) hereofmay be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, then Buyer mayB▇▇▇▇ retains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 2.05.

Margin Maintenance. a. If at any time the aggregate Market Value of all any Purchased Assets Mortgage Loan subject to all Transactions a Transaction is less than the aggregate Buyer's ’s Margin Amount for all such Transactions Transaction (a "“Margin Deficit"”), then Buyer may by notice to the related any Seller require the related Seller in such Transactions to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement”) . b. Notice required delivered pursuant to Section 6(a) may be given by any means provided written or electronic means. With respect to a Margin Call in Section 35 hereof. Any the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second Business Day following the date of such notice. With respect to all Margin Calls other than Low Percentage Margin Calls, 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 5:00 p.m. (New York City time) on such Business Day; 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 following Business Day. 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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to any Purchased Mortgage Loan, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) shall be held by Buyer against the related Margin Deficit and Section 6(b(ii) hereofmay be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by provisions of this Section 6. [***] Confidential treatment has been requested for the amount of such Margin Deficitbracketed portions. Upon such netting, The confidential redacted portion has been omitted and filed separately with the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing AgreementSecurities and Exchange Commission.

Margin Maintenance. a. If at any time the aggregate Market Value Aggregate Purchase Price of all Purchased Assets of Seller subject to all Transactions is less than shall exceed the aggregate Buyer's Aggregate Margin Amount for all Value therefor (any such Transactions (deficiency, a "“Margin Deficit"”) then Seller shall either transfer cash to the Funding Account, or at Agent’s option (and provided Seller has additional Eligible Mortgage Loans), then Buyer may by notice transfer additional Eligible Mortgage Loans to the Custodian, together with the Related Security, Records, Servicing Rights and other collateral and all instruments, chattel paper, and general intangibles comprising or related Seller require to all of the related Seller in such Transactions to transfer to Buyer cash foregoing (“Additional Purchased Assets”), so that after giving effect to the transfer of cash and aggregate Market Value or the inclusion of the any such Additional Purchased Assets will thereupon equal or exceed such aggregate Buyer's Assets, no Margin Amount Deficit shall exist (such requirement, a "“Margin Call"”). If ; provided that if, as a result of Agent’s determination of the aggregate Collateral Value, the Aggregate Purchase Price of all Purchased Assets of Seller fails subject to satisfy a all Transactions exceeds the Aggregate Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement Value by the amount of Minimum Transfer Amount (such Margin Deficit. Upon such nettingevent, the purchase price under such Existing Agreement a “Minimum Transfer Condition”) (i) Seller shall be increased on a dollar for dollar basis by required to transfer cash to the amount of Margin Call Account to cure such Margin Deficit regardless and (ii) Seller’s obligation to make the Margin Call shall be subject to its receipt of whether the maximum aggregate purchase price had already been reached under any notice from Agent (it being understood that if such Existing Agreement. b. Notice required pursuant notice is delivered to Section 6(a) may be given Seller by any means provided in Section 35 hereof. Any notice received before Agent on or prior to 11:00 a.m. New York time on a any Business Day on which a Minimum Transfer Condition exists, Seller shall pay to the Margin Call Account the Minimum Transfer Amount prior to 5:00 p.m. on such Business Day and if such notice is delivered after 11:00 a.m., such notice shall be met, deemed received on the next succeeding Business Day and Seller shall pay to the related Margin Call satisfied, no later than Account the Minimum Transfer Amount prior to 5:00 p.m. New York time on such Business Day; notice received after 11:00 a.m. New York time on a Business Day ). All amounts paid by Seller to the Margin Call Account in respect of any Margin Deficit shall be metheld for the benefit of Agent and the Principals. On any day on which an Event of Default shall not have occurred and be continuing, and if no Margin Deficit exists, if the related amount on deposit in the Margin Call satisfiedAccount exceeds the Aggregate Purchase Price of all Purchased Assets of Seller subject to all Transactions less the Aggregate Margin Value then, no later than 5:00 p.m. New York time at the request of Seller, such excess shall be withdrawn from the Margin Call Account by the authorization of Agent and remitted to Seller. If an Event of Default shall have occurred and be continuing, all amounts on deposit in the following Business Day. The failure of BuyerMargin Call Account, on any one or more occasions, to exercise its rights hereunderif any, shall not change or alter be withdrawn by Agent and applied by it in reduction of the terms Aggregate Purchase Price and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor 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 the related Seller or any GuarantorAggregate Unpaids. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. If at any time the aggregate Market Value of all Purchased Assets subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions (a "Margin Deficit"), then Buyer may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate subject to Transactions is less than the Buyer's ’s Margin Amount for all Transactions (a “Margin Deficit”), then the Buyer may by notice to any Seller require the Sellers to transfer to the Buyer cash or Additional Purchased Assets, approved by the Buyer in its sole discretion, in all cases, in an amount at least equal to the Margin Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required delivered pursuant to Section 6(a) may be given by any means provided in Section 35 hereofwritten means. Any notice received given before 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such Business Day; notice received given after 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the following Business DayDay (the foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of the 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 the Buyer to do so at a later date. The related Seller, each Guarantor Sellers and the Buyer each agree that a failure or delay by the Buyer to exercise its rights hereunder shall not limit or waive the Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSellers. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, the Buyer may retain any funds received by it to which the Sellers would otherwise be entitled hereunder, which funds (i) shall be held by the Buyer against the related Margin Deficit and Section 6(b(ii) hereofmay be applied by the Buyer against any Purchased Asset for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then the Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. a. If at any time the aggregate Market Value of all the Purchased Assets subject to all Transactions is less than the aggregate Buyer's ’s Margin Amount for all such Transactions (a "“Margin Deficit"”), then the Buyer may by notice to the related Seller Sellers require the related Seller Sellers in such Transactions to transfer to the Buyer cash or, at the Buyer’s option (and provided the Seller has additional Eligible Assets), additional Eligible Assets (the “Additional Purchased Assets”), so that the cash and aggregate Market Value of the Purchased Assets Assets, including any such Additional Purchased Assets, will thereupon equal or exceed such aggregate Buyer's ’s Margin Amount (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received given before 11:00 10:00 a.m. New York City time on a Business Day shall be met, and the related Margin Call satisfied, satisfied no later than 5:00 p.m. New York City time on such Business Day; . Any notice received given on or after 11:00 10:00 a.m. New York City time on a Business Day shall be met, and the related Margin Call satisfied, satisfied no later than 5:00 p.m. New York City time on the Business Day following Business Daythe date of such notice. The failure of the 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 the Buyer to do so at a later date. The related Each Seller, each the Guarantor and the Buyer each agree that a failure or delay by the Buyer to exercise its rights hereunder shall not limit or waive the Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related any Seller or any the Guarantor. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets subject to all Transactions the Purchase Price of the Note is less greater than the aggregate Buyer's Margin Amount for all related Asset Value or the Maximum Purchase Price (such Transactions (excess, a "“Margin Deficit")”) by $250,000 or more, then Buyer may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 4:00 p.m. (New York time City time) on such the following Business Day; . With respect to a Margin Call, any notice received given after 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 3:00 p.m. (New York time City time) on the second (2nd) Business Day following Business Daythe date of such notice. 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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) and Section 6(bmay be held by Buyer against the related Margin Deficit or (ii) hereofmay be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, then Buyer mayB▇▇▇▇ retains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 2.05.

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets subject to all Transactions the Purchase Price of the Note is less greater than the aggregate Buyer's Margin Amount Asset Value for all the related Transaction (such Transactions (excess, a "“Margin Deficit"”), then Buyer may Administrative Agent may, and, at the direction of all Buyers, shall, by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer Administrative Agent cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; . With respect to a Margin Call, any notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second (2nd) Business Day following Business Daythe date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”. The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its the rights of Buyers hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer Administrative Agent to do so at a later date. The related Seller, each Guarantor Buyers and Buyer Administrative Agent each agree that a failure or delay by Buyer Administrative Agent to exercise its the rights of Buyers hereunder shall not limit or waive Buyer's Administrative Agent’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, Administrative Agent may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) and Section 6(bmay be held by Administrative Agent against the related Margin Deficit or (ii) hereofmay be applied by Administrative Agent against the Purchase Price. Notwithstanding the foregoing, then Buyer mayAdministrative Agent retains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 2.05.

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets subject to all Transactions is less than the aggregate Buyer's Margin Amount for all Purchase Price exceeds the Asset Base in effect at such Transactions time, as determined on each Interim Payment Date after taking into account any Transaction being effected on such date (such excess, a "“Margin Deficit"”), then Buyer may by notice to the related Seller require Seller to eliminate the related Seller in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"). If a Seller fails ”) by effecting the transfer of cash to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting or the purchase price under any Existing Agreement by inclusion of additional Mortgage Loans to the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing AgreementPurchased MSR Mortgage Loans. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; . With respect to a Margin Call, any notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second (2nd) Business Day following Business Daythe date of such notice. 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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) and Section 6(bmay be held by Buyer against the related Margin Deficit or (ii) hereofmay be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, then Buyer mayretains the right, in its sole discretion, satisfy to make a Margin DeficitCall in accordance with the provisions of this Section 2.05. (d) If at any time the aggregate outstanding amount of the Asset Base in effect at such time exceeds the Purchase Price, by netting the purchase price under as determined on each Interim Payment Date after taking into account any Existing Agreement by Transaction being effecting on such date (such excess, a “Margin Excess”), then on any Purchase Date on which such Margin Excess exists, Seller may deliver a Transaction Notice to Buyer and request Buyer to make a payment in Dollars in the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing AgreementExcess.

Margin Maintenance. a. If at any time the aggregate Market Value outstanding Purchase Price of all Purchased Assets the Trust Mortgage Loans and REO Properties subject to all the Transactions is less greater than the aggregate Buyer's Margin Maximum Maintenance Amount for all such Transactions (a "“Margin Deficit")”) and such Margin Deficit is greater than the Margin Threshold, then Buyer may by notice to the related Seller require Seller to, at the related Seller in such Transactions to option of Seller, either (1) transfer to Buyer cash so that or (2) deposit cash into the cash and aggregate Market Value of Margin Account, in each case, in an amount at least equal to the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a the Seller fails elects to satisfy a deposit such cash into the Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy Account to cure a Margin Deficit, by netting thereafter, upon four (4) Business Days written notice to the purchase price under Buyer and the Paying Agent, Seller shall have the option to designate all or any Existing Agreement by the amount portion of such Margin Deficit. Upon such nettingcash to be applied to reduce the Purchase Price of the affected Trust Mortgage Loan or REO Property, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementas applicable. b. Notice required delivered by Buyer pursuant to Section 6(a) 6.a above may be given by any means provided in Section 35 hereofwritten or electronic means. Any notice received given before 11:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; notice received given after 11:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second following Business DayDay (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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If the Sellers fail to satisfy a Margin Deficit in accordance exists with Section 6(arespect to the Trust Mortgage Loans or REO Properties, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be held by Buyer against the related Margin Deficit and Section 6(b(ii) hereofmay be applied by Buyer against the Purchase Price of the Trust Mortgage Loans or REO Properties for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then the Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. a. (a) Buyer shall determine the Repurchase Price Cap of each Purchased Loan on each Business Day and shall determine the amount, if any, by which the Repurchase Price Cap is less than the Repurchase Price (excluding Price Differential and Exit Fees) for each Purchased Loan (a “Margin Deficit”). (b) If at any time the aggregate Market Value of all a Margin Deficit exists with respect to a Purchased Assets subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions (a "Margin Deficit")Loan, then Buyer may by notice (which notice shall include a copy sent by electronic mail in accordance with Section 16 hereof) (a “Margin Notice”) to the related Seller applicable Seller, with a copy to the Depository, require the related applicable Seller in such Transactions to transfer to Buyer cash so that Depository for deposit into the cash and aggregate Market Value Margin Account Eligible Margin Collateral in the amount of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with for such Purchased Loan 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, SAMC or any of its subsidiaries shall enter into any Other Financing Agreement containing a margin call period shorter than provided under this Section 6(a4(b), then Buyer may, in its sole and absolute discretion, immediately satisfy a amend the Margin Deficit, by netting the purchase price Payment Date under any Existing Agreement by the amount of this Section 4(b) to reflect such Margin Deficit. Upon such netting, the purchase price provisions under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Other Financing Agreement. Any Seller’s failure to cure any Margin Deficit regardless as required by this paragraph shall constitute an Event of whether the maximum aggregate purchase price had already been reached under any such Existing AgreementDefault. b. Notice required pursuant to Section 6(a(c) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on such Business Day; notice received after 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on the following Business Day. [Intentionally omitted] (d) The failure of Buyerof, or delay by, Buyer on any one or more occasions, to exercise its rights hereunder, under Sections 4(b) of this Agreement shall not (i) change or alter the terms and conditions to which this Agreement is subject or subject, (ii) limit the right of Buyer to do so at a later date. The related Seller, each Guarantor and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not (iii) limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law law, or (iv) in any way create additional rights for the related Seller or any Guarantorsuch party. c. (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 Sellers fail right to satisfy a Margin Deficit in accordance with Section 6(adesignate the Purchased Loan(s) and Section 6(bMargin Deficit(s) hereof, then Buyer mayto which such payments shall be applied, in its sole and absolute discretion. (f) [Intentionally Omitted]. (g) Notwithstanding anything contained in Section 16 to the contrary, Margin Notices may be delivered by Buyer via email to ▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ and to such other email address(es) hereinafter provided by Sellers to 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 email; 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 calculation of the aggregate Market Value of the Purchased Loans. In the event of such 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, satisfy 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 Bid Process. (i) 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. (j) 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 remit to such 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 with respect to such Purchased Loan pursuant to Section 4(b); provided, however, that Buyer shall not remit any amount to any Seller if, after giving effect to such remittance, (i) a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount Deficit shall exist or (ii) a Default or Event of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement Default shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementexist.

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets subject to all Transactions is less than the aggregate Buyer's Margin Amount for all Purchase Price exceeds the Asset Base in effect at such Transactions time, as determined by Administrative Agent (such excess, a "“Margin Deficit"”), then Buyer Administrative Agent may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer Administrative Agent, for the benefit of Buyers, cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a ; provided that Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, with the consent of Administrative Agent exercised in its sole good faith discretion, immediately pledge additional servicing rights that meet the criteria of Servicing Rights to be pledged hereunder to satisfy a such Margin Deficit, by netting in whole or in part, to the purchase price under any Existing Agreement by extent of the amount aggregate Asset Value of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementservicing rights. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such Business Day; notice received given after 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the following Business Day. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”. The failure of BuyerAdministrative 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 Buyer Administrative Agent to do so at a later date. The related Seller, each Guarantor Seller and Buyer Administrative Agent each agree that a failure or delay by Buyer Administrative Agent to exercise its rights hereunder shall not limit or waive Administrative Agent’s or any Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereofexists, then Buyer mayAdministrative Agent may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds shall be applied by Administrative Agent against the Purchase Price. Notwithstanding the foregoing, Administrative Agent retains the right, in its sole good faith discretion, satisfy to make a Margin Call in accordance with the provisions of this Section 2.05. (d) If at any time the Asset Base of all Repurchase Assets then pledged hereunder as of any date of determination is greater than the aggregate outstanding Purchase Price with respect to all outstanding Transactions hereunder as of such date (a “Margin Excess”), then Seller may, by delivery of written notice to Administrative Agent by 10:00 a.m. (New York Time) on any Business Day (an “Excess Margin Notice”), request Administrative Agent either to (i) remit additional Purchase Price in an amount equal to the lesser of (x) such Margin Excess and (y) the amount requested by Seller or (ii) reallocate the Purchase Price to pledged Repurchase Assets with Margin Excess in order to release pledged Repurchase Assets which, following such reallocation, will have a Purchase Price allocable to them of zero. Administrative Agent shall not be obligated to remit Margin Excess or release pledged Repurchase Assets pursuant to clause (i) or (ii) above to the extent (A) it would cause the outstanding Purchase Price to exceed the Maximum Purchase Price or otherwise be inconsistent with the requirements or conditions of this Agreement; (B) a Default has occurred and is continuing or would exist after such action by Administrative Agent or (C) such action would cause a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. (a) Purchaser may, at its option in its sole and absolute discretion, re-determine the Market Value for any Purchased Asset in accordance with the definition of Market Value. If at there exists a Margin Deficit with respect to any time Purchased Asset, Purchaser may, by notice to Seller substantially in the aggregate form of Exhibit VIII hereto (a “Margin Call”), require Seller to make a cash payment in reduction of the Repurchase Price of such Purchased Asset, so that after giving effect to such payment, no Margin Deficit shall exist with respect to such Purchased Asset. Seller shall have the opportunity to challenge the reduction of the Market Value of all any Purchased Assets subject Asset by requesting that Purchaser, at Seller’s sole cost and expense, order (i) if such reduction in Market Value is related to all Transactions is less than a reduction in the aggregate Buyer's Margin Amount for all such Transactions (a "Margin Deficit"), then Buyer may by notice to value of the related Seller require Mortgaged Property, a third-party appraisal of the related Seller Mortgaged Property or Mortgaged Properties or (ii) if such reduction is otherwise related to a reduction in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirementAsset, a "third-party valuation of the fair market value of the Purchased Asset. In the interim period while Purchaser is awaiting receipt of and considering such appraisal or valuation, Seller shall post with Purchaser the Margin Call")Amount. If In the event that Purchaser subsequently determines that a Seller fails to satisfy Credit Event has not occurred or that a Margin Deficit does not exist, the Margin Amount shall be returned to Seller (or such portion thereof as reflects the decrease in accordance with this Section 6(athe applicable Margin Deficit). (b) If a Margin Call is given by Purchaser on any Business Day at or prior to 12 p.m. (New York City time), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, Seller shall (at Seller’s election) utilize one of any combination of the following by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York 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 immediately following Business Day (the “Margin Deadline”) (for the avoidance of doubt if a Margin Call is given by Purchaser under Article 4(a) on any Business Day after the time set forth above, such Margin Call shall be considered given prior to such time on such the immediately following Business Day; notice received ), so that after 11:00 a.m. New York time on a Business Day giving effect to such transfer, payment or repurchase, no Margin Deficit shall be metoutstanding: (A) transfer to Purchaser cash collateral or a letter of credit issued by an institution approved by the Purchaser and in form and substance acceptable to Purchaser in its sole discretion in an amount equal to the Margin Deficit, (B) repurchase one of more Purchased Assets pursuant to Article 3(d), or (C) transfer to Purchaser cash in an amount equal to so much of the Margin Deficit as Seller is able to fund through Unrestricted Cash as of the Margin Deadline. If Seller exercises the option described in Article 4(b)(C), and the required cash payment to Purchaser exceeds the Unrestricted Cash available to the Seller to make such payment by the Margin Deadline, then so long as Seller or Guarantor delivers a written certification to the Purchaser on such date of the Margin Call providing evidence satisfactory to the Purchaser in its reasonable good faith discretion that Seller has access to cash, whether through a capital call by the Guarantor to its limited partners, a sale of assets, a draw on a subscription or similar facility, or otherwise, in an amount equal to satisfy the Margin Deficit in full within three (3) Business Days following the related Margin Call satisfiedDeadline, then no later than 5:00 p.m. (New York time City time) on the third (3rd) Business Day following the related Margin Deadline, Seller shall transfer to Purchaser cash in an amount equal to the remaining outstanding Margin Deficit, if any; provided, however, that (i) until such Margin Deficit has been satisfied in full, Seller shall notify Purchaser in writing within one (1) Business DayDay in the event that Guarantor receives notice of a margin call (or similar exercise of remedies) with respect to any other credit facility for which Guarantor is a guarantor and (ii) to the extent that Seller or Guarantor, as applicable, apply any amounts designated as Unrestricted Cash for the satisfaction of any margin call deficit made after the related Margin Deadline in respect of any other credit facility of Seller or Guarantor, as applicable(or similar exercise of remedies), the remaining outstanding Margin Deficit shall become immediately due and payable to Purchaser. To the extent the Guarantor makes a capital call in order to satisfy the Margin Deficit, the failure of the limited partners of Guarantor to honor any capital call by Guarantor within the time set forth herein, and to the extent the related Margin Call is not otherwise satisfied by Seller, shall constitute an immediate Event of Default. (c) The failure of Buyeror delay by Purchaser, on any one or more occasions, to exercise its rights hereunder, under this Article 4 shall not change or alter the terms and conditions to which this Agreement is subject or limit or waive the right of Buyer Purchaser to do so at a later date. The related Seller, each Guarantor 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 date or in any way create additional rights for the related Seller or any GuarantorSeller. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets subject to all Transactions is less than the aggregate Buyer's Purchase Price exceeds the Asset Base in effect at such time, as determined on each Interim Payment Date (or, on a daily basis, in the event of the delivery of Eligible Securities or pledging of Pledged Margin Amount for all Securities) after taking into account any Transaction being effected on such Transactions date (such excess, a "“Margin Deficit"”), then the Buyer may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer cash so that eliminate the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"). If a Seller fails to satisfy ”) by (i) making a Margin Deficit Call Payment, (ii) if there is no Borrowing Base Deficiency at such time, the reduction of the value of the Owner Trust Certificate, or (iii) in accordance with this Section 6(athe sole discretion of the Buyer (not to be unreasonably withheld), then Buyer may, in its sole discretion, immediately satisfy pledging a Pledged Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing AgreementSecurity to Buyer. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; . With respect to a Margin Call, any notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second (2nd) Business Day following Business Daythe date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”. The failure of the 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 the Buyer to do so at a later date. The related Seller, each Guarantor Each of the Seller and the Buyer each agree agrees that a failure or delay by the Buyer to exercise its rights hereunder shall not limit or waive the Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, the Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) and Section 6(bmay be held by the Buyer against the related Margin Deficit or (ii) hereofmay be applied by the Buyer against the Purchase Price. Notwithstanding the foregoing, then the Buyer mayretains the right, in its sole discretion, satisfy to make a Margin DeficitCall in accordance with the provisions of this Section 2.05. (d) If the aggregate outstanding amount of the Asset Base exceeds the Purchase Price as determined on each MRA Payment Date (such excess, by netting the purchase price under any Existing Agreement by a “Margin Excess”), then Seller may deliver a Margin Excess Notice to Buyer and request Buyer to deliver additional Consideration in an amount not to exceed the amount of such Margin DeficitExcess indicated in such Margin Excess Notice. Upon Seller shall deliver such nettingMargin Excess Notice at least one (1) Business Day prior to the Interim Payment Date on which Seller wishes to receive such amount. If the Margin Excess Notice has been timely provided, the purchase price under such Existing Agreement Buyer shall be increased provide Consideration to the Seller in the requested amount on a dollar for dollar basis the specified Interim Payment Date, which Consideration shall consist of (i) cash, to the extent Buyer has excess cash or is able to obtain cash by effectuating an increase in the amount VFN Principal Balance, (ii) release of such Eligible Securities or Pledged Margin Deficit regardless Securities, (iii) issuance of whether additional Notes and (iv) otherwise, an increase in the maximum aggregate purchase price had already been reached under any such Existing Agreementvalue of the Owner Trust Certificate.

Margin Maintenance. 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 Assets Mortgage Loan subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions a Transaction (a "“Margin Deficit"”), then Buyer may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.”) .. b. Notice required delivered pursuant to Section 6(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to all Margin Calls, any notice received given before 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such Business Day; notice received given after 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the following Business DayDay (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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to any Purchased Mortgage Loan, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be held by Buyer against the related Margin Deficit and Section 6(b(ii) hereofmay 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, then the Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. a. (a) If at any time the Aggregate Facility Purchase Price is greater than the aggregate Market Asset Value of all Purchased Assets Mortgage Loans subject to all Transactions (the positive amount of such difference, a “Margin Deficit”), and such Margin Deficit is less greater than the aggregate Buyer's Minimum Margin Amount for all such Transactions (a "Margin Deficit")Threshold, then Buyer may by written notice to the related Seller (as such notice is more particularly set forth below, a “Margin Call”), require the related Seller in such Transactions to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirementamount, a "“Margin Call"Payment”); provided, that, notwithstanding the foregoing, Buyer may determine the Asset Value and any related Margin Deficit on an individual loan basis for any Purchased Mortgage Loan, in which event it shall, upon receipt, apply all amounts received with respect to any individual Purchased Mortgage Loans against the Purchase Price thereof. (b) 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 shall transfer the Margin Payment to Buyer or its designee no later than 5:30 p.m. (New York City time) on such Business Day. If In the event Buyer delivers a Margin Call to Seller fails after 10:00 a.m. (New York City time) on any Business Day, Seller shall be required to satisfy transfer the Margin Payment no later than 2:00 p.m. (New York City time) on the following Business Day. (c) Seller shall transfer any Margin Payment to the account of Buyer that is referenced in Section 10(a) of this Agreement. (d) In the event that a Margin Deficit in accordance exists with this Section 6(a)respect to any Purchased Mortgage Loans, then Buyer maymay retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (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, ▇▇▇▇▇ retains the right, in its sole discretion, immediately satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 7. b. Notice required pursuant to Section 6(a(e) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on such Business Day; notice received after 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on the following Business Day. 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 of this Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. If at any time the aggregate Market Value of all Purchased Assets Mortgage Loans subject to all Transactions is less than the aggregate Buyer's ’s Margin Amount for all such Transactions (such event, a "“Margin Deficit"”), then Buyer may may, by notice to the related Seller, require Seller require the related Seller in such Transactions to transfer to Buyer Buyer, cash within one (1) Business Day of such notice by Buyer, so that the cash and aggregate Market Value of the Purchased Assets Mortgage Loans will thereupon equal or exceed such the aggregate Buyer's ’s Margin Amount (such requirementrequirement upon such notice, a "“Margin Call"”). If a Seller fails to satisfy a , provided that, notwithstanding the foregoing, Buyer may determine the Market Value and any related Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementan individual Mortgage Loan basis. b. Notice required delivered pursuant to Section 6(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any notice received given before 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such Business Day; notice received given after 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the following Business DayDay (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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. Any late payments shall accrue interest at the related Seller or any GuarantorPost Default Rate. c. If In the Sellers fail to satisfy 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 accordance 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 Section 6(a) and Section 6(b) hereofrespect to any Purchased Mortgage Loan. Notwithstanding the foregoing, then the Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. a. If at any time the aggregate Market outstanding Purchase Price of any Purchased Certificate or Contributed Asset subject to a Transaction is greater than the Asset Value of all such Purchased Assets Certificate or Contributed Asset subject to all Transactions a Transaction (a “Margin Deficit”) and such Margin Deficit is less greater than the aggregate Buyer's Margin Amount for all such Transactions (a "Margin Deficit")Threshold, then Buyer may by notice to the related any Seller require the related such Seller in such Transactions to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a”), then Buyer maysuch amount to be applied to reduce the Purchase Price of the affected Contributed Asset, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementas applicable. b. Notice required delivered pursuant to Section 6(a) 6.a above may be given by any means provided in Section 35 hereofwritten or electronic means. Any notice received given before 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such Business Day; notice received given after 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 2:00 p.m. (New York time City time) on the following Business DayDay (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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Sellers and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any Guarantoreach Seller. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to any Purchased Certificate or Contributed Asset, Buyer may retain any funds received by it to which each Seller would otherwise be entitled hereunder, which funds (i) shall be held by Buyer against the related Margin Deficit and Section 6(b(ii) hereofmay be applied by Buyer against the Purchase Price of any Purchased Certificate or Contributed Asset for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then the Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. 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 Assets Mortgage Loan subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions a Transaction (a "“Margin Deficit"”), then Buyer may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement”) . b. Notice required delivered pursuant to Section 6(a) may be given by any means provided written or electronic means. With respect to a Margin Call in Section 35 hereof. Any the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second Business Day following the date of such notice. With respect to all Margin Calls other than Low Percentage Margin Calls, 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 5:00 p.m. (New York City time) on such Business Day; 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 following Business Day. 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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to any Purchased Mortgage Loan, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be held by Buyer against the related Margin Deficit and Section 6(b(ii) hereofmay 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, then the Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. a. a) If at any time the aggregate Market Value of all Purchased Assets subject to all Transactions is less than or equal to 95% of the aggregate Buyer's Margin Amount for all such Transactions (a "Margin Deficit"), then Buyer may by notice to the related Seller require the related Seller in such Transactions Transactions, at Buyer's option, to transfer to Buyer cash or additional Eligible Assets acceptable to Buyer in its sole discretion ("Additional Purchased Assets"), so that the cash and aggregate Market Value of the Purchased Assets Assets, including any such Additional Purchased Assets, will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. b) Notice required pursuant to Section 6(a) may be given by any means provided in Section 35 36 hereof. Any notice received given before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 1:00 p.m. New York time on such Business Day; notice received after 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on the following next succeeding Business Day; notice given after 1:00 p.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 2:00 p.m. New York time on the second succeeding Business Day. 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. The related Seller, each Guarantor Originator 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 the related Seller or any GuarantorOriginator. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. 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 Assets Mortgage Loan subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions a Transaction (a "“Margin Deficit"”), then Buyer Administrative Agent may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer Administrative Agent for the benefit of Buyers cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required delivered pursuant to Section 6(a) above may be given by any means provided in Section 35 hereofwritten or electronic means. Any notice received given before 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such Business Day; notice received given after 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the following Business DayDay (the foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of BuyerAdministrative 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 Buyer Administrative Agent to do so at a later date. The related Seller, each Guarantor Seller and Buyer Administrative Agent each agree that a failure or delay by Buyer Administrative Agent to exercise its rights hereunder shall not limit or waive Buyer's Administrative Agent’s or Buyers’ rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to any Purchased Mortgage Loan, Administrative Agent may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be held by Administrative Agent against the related Margin Deficit and Section 6(b(ii) hereofmay be applied by Administrative Agent against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then Buyer maythe Administrative Agent retains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. a. a) If at any time the aggregate Market Value of all Purchased Assets subject to all Transactions is less than the aggregate Buyer's ’s Margin Amount for all such Transactions (a "“Margin Deficit"”), then Buyer may by notice to the related Seller require the related Seller in such Transactions Transactions, at Buyer’s option, to transfer to Buyer cash cash, additional Loans or LLC Interests acceptable to Buyer in its sole discretion (“Additional Purchased Assets”), so that the cash and aggregate Market Value of the Purchased Assets Assets, including any such Additional Purchased Assets, will thereupon equal or exceed such aggregate Buyer's ’s Margin Amount (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. b) Notice required pursuant to this Section 6(a) 6 may be given by any means provided in Section 35 36 hereof. Any notice received given before 11:00 a.m. 1:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the next succeeding Business Day; notice received given after 11:00 a.m. 1:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 2:00 p.m. (New York time City time) on the following second succeeding Business Day. 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. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. If the notice to be given by Buyer to Sellers under Section 4(a) is given at any time or before 10:00 a.m. (Eastern time) on a Business Day, Sellers shall transfer cash and/or, if acceptable to Buyer, Additional Purchased Mortgage Loans to Buyer before 6:00 p.m. (Eastern time) on the aggregate Market Value date of such notice, and if such notice is given after 10:00 a.m. (Eastern time), Sellers shall transfer such cash and/or Additional Purchased Mortgage Loans before 1:00 p.m. (Eastern time) on the Business Day following the date of such notice. All cash required to be delivered to Buyer pursuant to this Section 4(b) shall be deposited by Sellers into the Operating Account and, provided that no Event of Default has occurred and is continuing, shall be held by Buyer in the Operating Account as security for the Obligations or, at Buyer’s option, applied by Buyer to reduce pro rata the Repurchase Prices of all Purchased Assets Mortgage Loans that are then subject to all Transactions is less than outstanding Transactions. Following the aggregate Buyer's Margin Amount for all occurrence and during the continuance of any Event of Default, any such Transactions (a "Margin Deficit")cash may be applied to reduce the Repurchase Price of such Purchased Mortgage Loans as Buyer shall select, then Buyer may by notice with the amount to be applied to the related Seller require Repurchase Price of any particular Purchased Mortgage Loan to be determined by Buyer, using such reasonable method of allocation as Buyer shall elect in its sole discretion at the related Seller in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate time. Buyer's Margin Amount (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may’s election, in its sole and absolute discretion, immediately satisfy not to make a Margin Deficit, by netting the purchase price under Call at any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on time there is a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on such Business Day; notice received after 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on the following Business Day. 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. The related Seller, each Guarantor 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 the related Seller limit or impair its right to make a Margin Call at any Guarantor. c. If the Sellers fail to satisfy other time a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementexists (or still exists).

Margin Maintenance. a. If at any time the aggregate Market Value of all any Purchased Assets Mortgage Loan subject to all Transactions a Transaction is less than the aggregate Buyer's ’s Margin Amount for all such Transactions Transaction (a "“Margin Deficit"”), then Buyer may by notice to the related any Seller given pursuant to Section 20 require the related Seller in such Transactions Sellers to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required Any notice given pursuant to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 10:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on such Business Day; notice received given after 11:00 10:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on the following Business DayDay (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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Sellers and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSellers. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to any Purchased Mortgage Loan, Buyer may retain any funds received by it to which the Sellers would otherwise be entitled hereunder up to an amount not to exceed the Margin Deficit and upon providing notice to the Sellers, which funds (i) shall be held by Buyer against the related Margin Deficit and Section 6(b(ii) hereofmay be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then the Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Call in accordance with the provisions of this Section 6 to the extent that Buyer has not exercised its rights under this Subsection (c). d. Notwithstanding anything to the contrary herein, if a Margin Deficit occurs with respect to a Medium Purchase Price Mortgage Loan or a Low Purchase Price Mortgage Loan, which, if considered to be a High Purchase Price Mortgage Loan, would not cause a Margin Deficit to occur, then Seller may transfer to Buyer cash in an amount at least equal to the Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of provided that such Margin Deficit. Upon cash is sufficient to ensure such nettingPurchased Mortgage Loan is fully compliant as a Medium Purchase Price Mortgage Loans or a Low Purchase Price Mortgage Loan, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementas applicable.

Margin Maintenance. a. If at (a) Agent shall determine the Market Value of the Purchased Assets on a daily basis as determined by Agent in its sole good faith discretion. (b) If, as of any time date of determination, the product of (i) the lesser of (x) 98% of the unpaid principal balance as of such date of all Purchased Assets then subject to all Transactions and (y) the aggregate Market Value of all Purchased Assets then subject to all Transactions Transactions, taking into account the cash then on deposit in the Collection Accounts, multiplied by (ii) the applicable Purchase Price Percentage is less than the aggregate Buyer's Margin Amount Repurchase Price (less the related Price Differential) for all such Transactions (a "“Margin Deficit"”), then Buyer may Agent may, by notice to the related Seller (as such notice is more particularly set forth below, a “Margin Call”), require the related Seller in such Transactions to transfer to Buyer the related Purchaser or the related Purchaser's designee cash so that or, at the cash related Purchaser's option (and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call"). If a provided Seller fails to satisfy a Margin Deficit in accordance with this Section 6(ahas additional Eligible Mortgage Loans), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting additional Eligible Mortgage Loans to the purchase price under any Existing Agreement by related Purchaser (“Additional Purchased Mortgage Loans”) to cure the amount of such Margin Deficit. Upon such nettingIf the Agent delivers a Margin Call to the Seller on or prior to 11:00 a.m. (New York City time) on any Business Day, then the purchase price under such Existing Agreement Seller shall transfer cash or Additional Purchased Mortgage Loans to the related Purchaser or its designee no later than (i) 5:00 p.m. (New York City time) on the same Business Day. In the event the Agent delivers a Margin Call to Seller after 11:00 a.m. (New York City time) on any Business Day, Seller shall be increased required to transfer cash or Additional Purchased Mortgage Loans no later than (i) 12:00 p.m. (New York City time) on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementnext succeeding Business Day. b. Notice required (c) Any cash transferred to the related Purchaser or its designee pursuant to Section 6(a16(f)(ii) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day herein shall be met, and reduce the Repurchase Price of the related Margin Call satisfied, no later than 5:00 p.m. New York time on such Business Day; notice received after 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on the following Business Day. Transactions. (d) The failure of BuyerPurchasers, on any one or more occasions, to exercise its their rights hereunder, shall not change or alter the terms and conditions to which of this Agreement is subject or limit the right of Buyer the Purchasers to do so at a later date. The related Seller, each Guarantor Seller and Buyer Purchasers each agree that a failure or delay by Buyer a Purchaser to exercise its rights hereunder shall not limit or waive Buyerthe related Purchaser's rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (e) For the Sellers fail to satisfy a avoidance of doubt, it is hereby understood and agreed that Seller shall be responsible for satisfying any Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy existing as a Margin Deficit, result of any cram down of the unpaid principal balance of any Purchased Asset pursuant to any action by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementbankruptcy court.

Margin Maintenance. a. If at any time (i) Daily until the expiration of the Termination Date (or less frequently if all Purchasers, in their sole and absolute discretion, so elect), the Custodian shall determine (A) the aggregate Market Recognized Value of all Purchased Mortgage Assets subject to all Transactions is less than held by the Purchasers and (B) the Repurchase Price as of such date, and the Maximum Facility Amount as of such date. (ii) If, on any date, the aggregate Buyer's Margin Amount for Purchase Price exceeds the total Recognized Value of all such Transactions Purchased Mortgage Assets held by the Purchasers that are Eligible Mortgage Assets (a "“Margin Deficit"”), then Buyer may the Administrative Agent may, in its sole and absolute discretion, or shall if directed by the Majority Banks, by notice to the related Seller Sellers (a “Margin Call”), require the related Seller in such Transactions Sellers to transfer to Buyer the Purchasers cash so or additional Eligible Mortgage Assets that are reasonably acceptable to the cash and aggregate Market Value Purchasers (“Additional Purchased Mortgage Assets”) to eliminate such deficiency (“Margin Maintenance”). (iii) Upon receipt of notice from the Administrative Agent at or prior to 11:00 a.m. New York City time (which may be transmitted by facsimile), each of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirementSellers, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer mayas applicable, in its sole discretion, immediately satisfy a Margin Deficit, by netting shall transfer either cash or the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, Additional Purchased Mortgage Assets no later than 5:00 p.m. New York time the close of business on such Business Day; notice received after 11:00 a.m. New York time on a the Business Day immediately following the date on which a Margin Call is given (“Margin Maintenance Payment Date”). Any cash transferred to any Purchaser pursuant hereto shall be met, held by the Custodian until the Repurchase Date and shall be applied against the related Margin Call satisfied, no later than 5:00 p.m. New York time Repurchase Price on the following Business Day. 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. The related Seller, each Guarantor 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 the related Seller or any Guarantornext Repurchase Date. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a(iv) and Section 6(b) hereof, then Buyer mayEach Purchaser’s election, in its sole and absolute discretion, satisfy not to make a Margin Deficit, by netting the purchase price under Call at any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on time there is a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under shall not in any such Existing Agreementway limit or impair its right to make a Margin Call at any time a Margin Deficit exists.

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets subject to all Transactions the Purchase Price of the Note is less greater than the aggregate Buyer's Margin Amount Asset Value or the Maximum Purchase Price for all the related Transaction (such Transactions (excess, a "“Margin Deficit"”), then Buyer may Administrative Agent may, and, at the direction of all Buyers, shall, by notice to the related Seller Sellers require the related Seller in such Transactions Sellers to transfer to Buyer Administrative Agent cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; . With respect to a Margin Call, any notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second (2nd) Business Day following Business Daythe date of such notice. The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its the rights of Buyers hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer Administrative Agent to do so at a later date. The related SellerEach of the Sellers, each Guarantor of the Buyers, and Buyer the Administrative Agent each agree that a failure or delay by Buyer Administrative Agent to exercise its the rights of Buyers hereunder shall not limit or waive Buyer's Administrative Agent’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSellers. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, Administrative Agent may retain any funds received by it to which the Sellers would otherwise be entitled hereunder, which funds (i) and Section 6(bmay be held by Administrative Agent against the related Margin Deficit or (ii) hereofmay be applied by Administrative Agent against the Purchase Price. Notwithstanding the foregoing, then Buyer mayAdministrative Agent retains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 2.05.

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets subject to all Transactions the Purchase Price of the Note is less greater than the aggregate Buyer's Margin Amount Asset Value or the Maximum Purchase Price for all the related Transaction (such Transactions (excess, a "“Margin Deficit"”), then Buyer may Administrative Agent may, and, at the direction of all Buyers, shall, by notice to the related Seller Sellers require the related Seller in such Transactions Sellers to transfer to Buyer Administrative Agent cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; . With respect to a Margin Call, any notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second (2nd) Business Day following Business Daythe date of such notice. The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its the rights of Buyers hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer Administrative Agent to do so at a later date. The related SellerEach of the Sellers, each Guarantor of the Buyers, and Buyer the Administrative Agent each agree that a failure or delay by Buyer Administrative Agent to exercise its the rights of Buyers hereunder shall not limit or waive Buyer's Administrative Agent’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSellers. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, Administrative Agent may retain any funds received by it to which the Sellers would otherwise be entitled hereunder, which funds (i) and Section 6(bmay be held by Administrative Agent against the related Margin Deficit or (ii) hereofmay be applied by Administrative Agent against the Purchase Price. Notwithstanding the foregoing, then Buyer mayAdministrative Agent retains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 2.06.

Margin Maintenance. a. (a) If at any time (A) either (i) the aggregate Market Value of all Purchased Assets subject to all Transactions is less than the aggregate Buyer's MV Margin Amount for all such Transactions, or (ii) the aggregate unpaid principal balance of the Purchased Assets subject to all Transactions is less than the aggregate Par Margin Amount for all such Transactions (either such event, a "“Margin Deficit"”), and (B) such Margin Deficit equals or exceeds the Margin Threshold on an aggregate basis, then Buyer may may, by written notice to the related Seller Sellers, require the related Seller Sellers in such Transactions to transfer to Buyer cash within the time period specified in Section 6(c) below, so that both (A) the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's MV Margin Amount and (B) the cash and aggregate unpaid principal balance of such Purchased Assets, will thereupon equal or exceed such aggregate Par Margin Amount (either such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. (b) [***] (c) Notice required pursuant to Section 6(a) may be given by any means provided in Section 35 21 hereof. Any notice received before 11:00 a.m. New York time given on a Business Day on or prior to 9:30 a.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 such the next Business Day; . Any notice received after 11:00 a.m. New York time given on a Business Day following 9:30 a.m. (New York City time) shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second Business Day following Business Daysuch notice. The failure of Buyer, on any one or more occasions, to exercise its rights hereunderunder this Section 6, 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. The related Seller, each Guarantor Sellers and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Sellers. Notwithstanding anything contained herein to the related contrary Buyer shall have no obligation to enter into any Transaction at any time a Margin Call is outstanding and has not been cured by Sellers (not taking into account the period provided in this subsection (b) for Seller or any Guarantor. c. If the Sellers fail to satisfy a any Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing AgreementCall).

Margin Maintenance. a. If at (a) Agent shall determine the Market Value of the Purchased Assets on a daily basis as determined by Agent in its sole good faith discretion. (b) If, as of any time date of determination, the product of (i) the lesser of (x) 100% of the unpaid principal balance as of such date of all Purchased Assets then subject to all Transactions and (y) the aggregate Market Value of all Purchased Assets then subject to all Transactions Transactions, taking into account the cash then on deposit in the Collection Accounts, multiplied by (ii) the applicable Purchase Price Percentage is less than the aggregate Buyer's Margin Amount Repurchase Price (less the related Price Differential) for all such Transactions (a "“Margin Deficit"”), then Buyer may Agent may, by notice to the related Seller (as such notice is more particularly set forth below, a “Margin Call”), require the related Seller in such Transactions to transfer to Buyer the related Purchaser or the related Purchaser’s designee cash so that or, at the cash related Purchaser’s option (and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call"). If a provided Seller fails to satisfy a Margin Deficit in accordance with this Section 6(ahas additional Eligible Mortgage Loans), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting additional Eligible Mortgage Loans to the purchase price under any Existing Agreement by related Purchaser (“Additional Purchased Mortgage Loans”) to cure the amount of such Margin Deficit. Upon such nettingIf the Agent delivers a Margin Call to the Seller on or prior to 11:00 a.m. (New York City time) on any Business Day, then the purchase price under such Existing Agreement Seller shall transfer cash or Additional Purchased Mortgage Loans to the related Purchaser or its designee no later than (i) 5:00 p.m. (New York City time) on the same Business Day. In the event the Agent delivers a Margin Call to Seller after 11:00 a.m. (New York City time) on any Business Day, Seller shall be increased required to transfer cash or Additional Purchased Mortgage Loans no later than (i) 12:00 p.m. (New York City time) on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementnext succeeding Business Day. b. Notice required (c) Any cash transferred to the related Purchaser or its designee pursuant to Section 6(a16(f)(ii) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day herein shall be met, and reduce the Repurchase Price of the related Margin Call satisfied, no later than 5:00 p.m. New York time on such Business Day; notice received after 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on the following Business Day. Transactions. (d) The failure of BuyerPurchasers, on any one or more occasions, to exercise its their rights hereunder, shall not change or alter the terms and conditions to which of this Agreement is subject or limit the right of Buyer the Purchasers to do so at a later date. The related Seller, each Guarantor Seller and Buyer Purchasers each agree that a failure or delay by Buyer a Purchaser to exercise its rights hereunder shall not limit or waive Buyer's the related Purchaser’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (e) For the Sellers fail to satisfy a avoidance of doubt, it is hereby understood and agreed that Seller shall be responsible for satisfying any Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy existing as a Margin Deficit, result of any cram down of the unpaid principal balance of any Purchased Asset pursuant to any action by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementbankruptcy court.

Margin Maintenance. a. If (a) Purchaser may, at any time its option in its sole and absolute discretion, re-determine the aggregate 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 Assets subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions (a "Margin Deficit")Asset, then Buyer may Purchaser may, by notice to Seller substantially in the form of Exhibit VIII hereto (a “Margin Call”), require Seller to make a cash payment in reduction of the Repurchase Price of such Purchased Asset or, to the extent approved by Purchaser in its sole and absolute discretion, to deliver other assets to Purchaser so that after giving effect to such payment or delivery, no Margin Deficit shall exist with respect to such Purchased Asset. (b) If a Margin Call is given by Purchaser under Article 4(a) on any Business Day at or prior to 12:00 noon (New York City time), Seller shall cure the related Seller require Margin Deficit (which may be by repurchasing the related Seller in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit Asset in accordance with this Section 6(aArticle 3(d), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant to Section 6(a) may be given by any means as provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, Article 4(a) by no later than 5:00 p.m. (New York time City time) on such the next Business Day; notice received after 11:00 a.m. New York time . For the avoidance of doubt, if a Margin Call is given by Purchaser under Article 4(a) on a any Business Day after the time set forth above, such Margin Call shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York considered given prior to such time on the immediately following Business Day. . (c) The failure of Buyeror delay by Purchaser, on any one or more occasions, to exercise its rights hereunder, under this Article 4 shall not change or alter the terms and conditions to which this Agreement is subject or limit or waive the right of Buyer Purchaser to do so at a later date. The related Seller, each Guarantor 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 date or in any way create additional rights for the related Seller or any GuarantorSeller. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. If at any time (a) Agent shall determine the aggregate Market Value of all Purchased Assets subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions (a "Margin Deficit"), then Buyer may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirement, on a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, daily basis in its sole discretion, immediately satisfy exercised in good faith. (b) If, as of any date of determination, the amount equal to (A) the sum of, for each Purchased Asset (other than the REO Asset), the lesser of (i) 100% of the aggregate Principal Balance of such Purchased Asset as of such date of determination, and (ii) the applicable Purchase Price Percentage multiplied by the Market Value of such Purchased Asset as of such date of determination, plus (B) for the REO Asset, the product of the applicable Purchase Price Percentage multiplied by the Market Value of the REO Asset plus, (C) all amounts on then on deposit in the Collection Account is less than the aggregate Repurchase Price (excluding amounts attributable to clauses (ii)–(iv) of the definition thereof) for all outstanding Transactions (a “Margin Deficit”), then Agent may, by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller to transfer cash into the Collection Account or, at Agent’s option (and provided Seller has additional Eligible Mortgage Loans), additional Eligible Mortgage Loans to Custodian (“Additional Purchased Mortgage Loans”) to cure the Margin Deficit; provided that Agent shall not provide notice of a Margin Deficit, by netting Call to Seller until the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant equals or exceeds $500,000. If Agent delivers a Margin Call to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before Seller on or prior to 11:00 a.m. (New York time City time) on a any Business Day Day, then Seller shall be met, and transfer cash or Additional Purchased Mortgage Loans to Agent (or its designee) for the related Margin Call satisfied, benefit of Purchasers no later than 5:00 p.m. (New York time City time) on such the same Business Day; notice received . In the event Agent delivers a Margin Call to Seller after 11:00 a.m. (New York time City time) on a any Business Day Day, Seller shall be met, and required to transfer cash or Additional Purchased Mortgage Loans to Agent (or its designee) for the related Margin Call satisfied, benefit of Purchasers no later than 5:00 p.m. 12:00 noon (New York time City time) on the following next succeeding Business Day. . (c) Any cash transferred to Agent for the benefit of Purchasers pursuant to Section ‎16(f)(ii)(B) herein shall reduce the Repurchase Price of the related Transactions. (d) The failure of BuyerAgent, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which of this Agreement is subject or limit the right of Buyer Agent to do so exercise any such rights at a later date. The related Seller, each Guarantor Seller and Buyer each Agent agree that a failure or delay by Buyer Agent to exercise its rights hereunder shall not limit or waive Buyer's Agent’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (e) For the Sellers fail to satisfy a avoidance of doubt, it is hereby understood and agreed that Seller shall be responsible for satisfying any Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy existing as a Margin Deficit, result of any reduction of the Principal Balance of any Purchased Asset pursuant to any action by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementbankruptcy court.

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets subject to all Transactions the Purchase Price of the Note is less than the aggregate Buyer's Margin Amount for all the related Transaction (such Transactions (excess, a "“Margin Deficit"”), then Buyer may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; . With respect to a Margin Call, any notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second (2nd) Business Day following Business Daythe date of such notice. 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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) and Section 6(bmay be held by Buyer against the related Margin Deficit or (ii) hereofmay be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, then Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 2.05.

Margin Maintenance. a. If at (a) If, on any Business Day with respect to a Non-Performing Asset or a Significantly Impaired Asset, a Purchase Price Margin Deficit is continuing, then Seller shall, within two (2) Business Days after written notice from Buyer (or, if such written notice is received by Seller after 12:00 p.m. New York City time the aggregate Market Value of all Purchased Assets subject to all Transactions is less than the aggregate on any Business Day, within three (3) Business Days after written notice from Buyer's Margin Amount for all such Transactions ) (a "“Purchase Price Margin Deficit"Call”), then Buyer may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer immediately available funds in an amount sufficient to cure such Purchase Price Margin Deficit. Any additional cash so that the cash and aggregate Market Value of transferred to Buyer pursuant to this Section 4(a) with respect to the Purchased Assets will thereupon equal or exceed such aggregate shall be applied by Buyer's Margin Amount (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then as determined by Buyer may, in its sole and absolute discretion, immediately satisfy a to reduce such Purchase Price Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant to Section 6(a(b) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on such Business Day; notice received after 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on the following Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights hereunderunder this Section 4, 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. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder under this Section 4 shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. In the event that a Purchase Price Margin Deficit exists, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds shall be applied by Buyer against the Purchase Price of any Purchased Asset(s) for which the related Seller or any Guarantor. c. If the Sellers fail to satisfy a Purchase Price Margin Deficit in accordance with Section 6(a) and Section 6(b) hereofremains otherwise unsatisfied. Notwithstanding the foregoing, then Buyer mayretains the right, in its sole and absolute discretion, satisfy to make a Purchase Price Margin DeficitCall in accordance with, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such nettingand subject to, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount provisions of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 4.

Margin Maintenance. a. If at any time the aggregate Market outstanding Purchase Price of any Purchased Mortgage Loan or allocated to any Contributed Asset underlying a REO Subsidiary Interest subject to a Transaction is greater than the Asset Value of all such Purchased Assets Mortgage Loan or Contributed Asset underlying a REO Subsidiary Interest subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions a Transaction (a "“Margin Deficit"”), then Buyer may by notice to the related Seller Sellers require the related Seller in such Transactions Sellers to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Margin Deficit subject to or related to a Transaction or solely with the consent of Buyer in its sole discretion, additional Mortgage Loans or Contributed Assets with an Asset Value of the Purchased Assets will thereupon equal or exceed to such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required delivered pursuant to Section 6(a) may be given by any means provided written or electronic means. With respect to a Margin Call in Section 35 hereof. Any the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second Business Day following the date of such notice. With respect to all Margin Calls other than Low Percentage Margin Calls, 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 5:00 p.m. (New York City time) on such Business Day; 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 following Business DayDay (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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Each Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any Guarantora Seller. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to any Purchased Mortgage Loan or Contributed Asset, Buyer may retain any funds received by it to which the Sellers would otherwise be entitled hereunder, which funds (i) shall be held by Buyer against the related Margin Deficit for a Purchased Mortgage Loan or Contributed Asset and Section 6(b(ii) hereofwill be applied by Buyer against the Allocated Repurchase Price related to such Purchased Mortgage Loan or Contributed Asset for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then the Buyer mayretains the right, in its sole discretion, satisfy to make a Margin DeficitCall in accordance with the provisions of this Section 6. d. In the event that Sellers reasonably believe that the Asset Value of all Purchased Assets exceeds the aggregate Purchase Price of all Purchased Assets by more than $3,000,000, Sellers may request that Buyer remit additional Purchase Price with respect to specific Purchased Assets to be identified by netting Sellers to Buyer, and Buyer will consider such request; provided that Buyer will make such determination in its sole discretion. Any additional Purchase Price remitted by Buyer to Sellers hereunder (and in the purchase price under any Existing Agreement by the amount case of such Margin Deficit. Upon such nettingContributed Assets, the purchase price under such Existing Agreement Purchase Price Increase) shall be increased on a dollar added to the Purchase Price for dollar basis by the amount applicable Purchased Assets. For the avoidance of such Margin Deficit regardless of whether doubt, Buyer shall have no obligation to advance additional Purchase Price hereunder, and Buyer’s agreement to do so in any instance, shall not be deemed as Buyer’s agreement to do so in the maximum aggregate purchase price had already been reached under any such Existing Agreementfuture.

Margin Maintenance. a. (a) Agent shall have the right to determine the Market Value of any Purchased Asset on a daily basis in its good faith sole discretion consistent with its valuation practices for similar loans being sold by sellers similar to Seller; 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 Market Value has been determined in accordance with the definition thereof. (b) If at any time the Agent determines that the aggregate Market Value Asset Base of all Purchased Assets subject and all Eligible Loans proposed to all Transactions be sold in such Transaction is less than the aggregate Buyer's Margin Amount Outstanding Purchase Price of all Purchased Assets for all such Transactions (such excess, a "“Margin Deficit"”), then subject to the last sentence of this paragraph, Buyer may may, by notice to the related Seller (a “Margin Call”), require the related Seller in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value of the Purchased or Substitute Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then approved by Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the discretion in an amount of sufficient to cure such Margin Deficit. Upon such nettingIf 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 shall transfer the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the required amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant cash or Substitute Assets to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, Buyer no later than 5:00 p.m. (New York time City time) on the date that is the same Business Days after 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; notice received after 11:00 a.m. New York time on a Business Day shall , Seller will be met, and required to transfer the related Margin Call satisfied, required amount of cash or Substitute Assets no later than 5:00 p.m. (New York time City time) on the following date that is the next Business DayDays after Seller’s receipt of such Margin Call. The failure Notwithstanding the foregoing, provided that no Default or Event of BuyerDefault shall have occurred and be continuing, on any one or more occasions, to exercise its rights hereunder, Buyer shall not change or alter require the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor 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 the related Seller or any Guarantor. c. If the Sellers fail to satisfy a Margin Call and no Margin Call shall be required to be made unless the Margin Deficit in accordance with Section 6(athe aggregate under the Program Documents shall equal or exceed [***] (such amount, the “MRA Minimum Transfer Amount”), as determined by Buyer in its reasonable, good faith discretion. (c) and Section 6(b) hereof, then Buyer mayBuyer’s election, in its sole and absolute discretion, satisfy not to make a Margin Deficit, by netting the purchase price under Call at any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on time there is a dollar for dollar basis by the amount of such Margin Deficit regardless will 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 to Buyer pursuant to Section 6(b) above will be applied to the repayment of whether the maximum aggregate purchase price had already been reached under Repurchase Price of outstanding Transactions pursuant to Section 4(a)(i) and any such Existing AgreementSubstitute Assets will be deemed to be Purchased Assets.

Margin Maintenance. 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 Assets Mortgage Loan subject to all Transactions a Transaction (a “Margin Deficit”) and in the case of a Margin Deficit solely in connection with a m▇▇▇-to-market adjustment as determined by Buyer in its sole discretion such Margin Deficit is less greater than the aggregate Buyer's Margin Amount for all such Transactions (a "Margin Deficit")Threshold, then Buyer may by written notice (which may be via email) to the related Seller require the related Seller in such Transactions to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required delivered pursuant to Section 6(a) 6.a above may be given by any written or electronic means provided at the address or email address set forth in Section 35 hereof20. Any notice received given before 11:00 a.m. 12:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such Business Day; notice received given after 11:00 a.m. 12:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 1:00 p.m. (New York time City time) on the following Business DayDay (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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to any Purchased Mortgage Loan, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be held by Buyer against the related Margin Deficit and Section 6(b(ii) hereofmay 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, then the Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. a. If at any time the aggregate Market Value of all Purchased Assets subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions (such event, a "Margin Deficit"), then Buyer may by notice to the related Seller Sellers require the related Seller Sellers in such Transactions to transfer to Buyer either cash or additional Eligible Assets acceptable to Buyer in its sole discretion ("Additional Purchased Assets") within one (1) Business Day of such notice by Buyer (it being understood that the transfer of additional Eligible Assets to the Custodian and not the review by the Custodian of the additional Eligible Assets and subsequent issuance by the Custodian of a Trust Receipt shall satisfy the requirement to "transfer additional Eligible Assets"), so that the cash and aggregate Market Value of the Purchased Assets including any such Additional Purchased Assets will thereupon equal or exceed such the aggregate Buyer's Margin Amount (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant to Section 6(a) may be given by any means provided in Section 35 36 hereof. Any notice received given before 11:00 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 4:00 p.m. New York City time on such Business Day; notice received given after 11:00 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 4:00 p.m. New York City time on the following Business Day. 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. The related Seller, each Guarantor Sellers 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 the related Seller or any GuarantorSellers. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. If at any time the aggregate Market Value outstanding Purchase Price of all Purchased Assets the Trust Mortgage Loans and REO Properties subject to all Transactions a Transaction is less greater than the aggregate Buyer's Margin Minimum Maintenance Amount for all such Transactions (a "“Margin Deficit")”) and such Margin Deficit is greater than the Margin Threshold, then Buyer may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a”), then Buyer maysuch amount to be applied to reduce the Purchase Price of the affected Trust Mortgage Loan or REO Property, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementas applicable. b. Notice required delivered pursuant to Section 6(a) 6.a above may be given by any means provided in Section 35 hereofwritten or electronic means. Any notice received given before 11:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; notice received given after 11:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 2:00 p.m. (New York time City time) on the second following Business DayDay (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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor 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 the related Seller or any GuarantorSeller. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to the Trust Mortgage Loans or REO Properties, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be held by Buyer against the related Margin Deficit and Section 6(b(ii) hereofmay be applied by Buyer against the Purchase Price of the Trust Mortgage Loans or REO Properties for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then the Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. a. (a) If at any time the aggregate Market Value of all the Purchased Assets subject to all Transactions Loans and Loans owned by any Trust represented by a Purchased Certificate is less than the aggregate Buyer's MV Margin Amount for all outstanding Transactions, (such Transactions (event, a "“Margin Deficit"”), then Buyer may may, by notice to the related Seller Sellers and Guarantor, require the related Seller in such Transactions Sellers to transfer to Buyer cash within the time period specified in clause (b) below, so that the cash and aggregate Market Value of the Purchased Assets Loans and Loans owned by any Trusts represented by a Purchased Certificate will thereupon equal or exceed such aggregate Buyer's MV Margin Amount (such requirement, a "“Margin Call"”). If Buyer shall deposit such cash into a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting non-interest bearing account until the purchase price under any Existing Agreement by the amount of such Margin Deficitnext succeeding Repurchase Date. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.​ ​ b. (b) Notice required pursuant to Section 6(a) may be given by any means provided in Section 35 21 hereof. Any notice received before given prior to 11:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. on the same Business Day. Any notice given after to 11:00 a.m. (New York time on such Business Day; notice received after 11:00 a.m. New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no not later than 5:00 p.m. 12:00 noon (New York time City time) on the following next Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights hereunderunder this Section 6, 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. The related Seller, each Guarantor Sellers and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSellers. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. If at (a) 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 Assets subject to all Transactions Transactions, multiplied by the applicable Purchase Price Percentage is less than the aggregate Buyer's Margin Amount Repurchase Price (excluding accrued Price Differential) for all such Transactions (a "“Margin Deficit"”), then Buyer may Agent may, by notice to the related Seller (as such notice is more particularly set forth below, a “Margin Call”), require the related Seller in such Transactions to transfer to Buyer the Purchaser or Purchaser’s designee cash so that the cash or, at Purchaser’s option (and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call"). If a provided Seller fails to satisfy a Margin Deficit in accordance with this Section 6(ahas additional Eligible Mortgage Loans), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting additional Eligible Mortgage Loans to Purchaser (“Additional Purchased Mortgage Loans”) to cure the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, If the purchase price under such Existing Agreement shall be increased Agent delivers a Margin Call to the Seller on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant or prior to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. (New York time City time) on a any Business Day Day, then the Seller shall be met, and transfer cash or Additional Purchased Mortgage Loans to the related Margin Call satisfied, Purchaser or its designee no later than 5:00 p.m. (New York time City time) on such the same Business Day; notice received . In the event the Agent delivers a Margin Call to Seller after 11:00 a.m. (New York time City time) on a any Business Day Day, Seller shall be met, and the related Margin Call satisfied, required to transfer cash or Additional Purchased Mortgage Loans no later than 5:00 p.m. 12:00 noon (New York time City time) on the following next succeeding Business Day. . (c) Any cash transferred to the Purchaser or its designee pursuant to Section 16(f)(ii) herein shall reduce the Repurchase Price of the related Transactions. (d) The failure of BuyerPurchaser, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which of this Agreement is subject or limit the right of Buyer the Purchaser to do so at a later date. The related Seller, each Guarantor Seller and Buyer Purchaser each agree that a failure or delay by Buyer Purchaser to exercise its rights hereunder shall not limit or waive Buyer's Purchaser’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (e) For the Sellers fail to satisfy a avoidance of doubt, it is hereby understood and agreed that Seller shall be responsible for satisfying any Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy existing as a Margin Deficit, result of any reduction of the Principal Balance of any Purchased Asset pursuant to any action by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementbankruptcy court.

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets subject the Purchase Price with respect to all Transactions is less than any Participation Certificate exceeds the aggregate Buyer's Margin Amount for all Asset Base with respect to such Transactions Participation Certificate in effect at such time, as determined on each Payment Date (or, on a "daily basis, in the event of the delivery of Pledged Eligible Securities) after taking into account any Transaction being effected on such date (such excess, a “Margin Deficit"), then Buyer may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a”), then Buyer may, in its sole discretionby notice to Seller, immediately satisfy require Seller to eliminate the Margin Deficit (such requirement, a “Margin Call”) by (i) making a Margin DeficitCall Payment, by netting the purchase price under any Existing Agreement by the amount of or (ii) if there is no Borrowing Base Deficiency at such Margin Deficit. Upon such nettingtime, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by reduction of the amount value of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing AgreementOwner Trust Certificate. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; . With respect to a Margin Call, any notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second (2nd) Business Day following Business Daythe date of such notice. 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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) and Section 6(b) hereof, then may be held by Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting against the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such related Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.or (ii) may be applied by Buyer against the

Margin Maintenance. a. If at any time the aggregate Market outstanding Purchase Price allocated to any Purchased Asset or Contributed REO Property subject to a Transaction is greater than the Asset Value of all such Purchased Assets Asset or Contributed REO Property subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions a Transaction (a "“Margin Deficit"”), then Buyer Administrative Agent may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer Administrative Agent (on behalf of Buyers) cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required delivered pursuant to Section 6(a) 6.a above may be given by any means provided in Section 35 hereofwritten or electronic means. Any notice received given before 11:00 a.m. 1:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 5:45 p.m. (New York time City time) on such Business Day; notice received given after 11:00 a.m. 1:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 5:45 p.m. (New York time City time) on the following Business Day. Day (the foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”), The failure of BuyerAdministrative Agent (on behalf of Buyers), 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 Administrative Agent (on behalf of Buyers)to do so at a later date. The related Seller, each Guarantor Seller and Buyer Administrative Agent each agree that a failure or delay by Buyer Administrative Agent (on behalf of Buyers) to exercise its rights hereunder shall not limit or waive Buyer's Administrative Agent’s (on behalf of Buyers) rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to any Purchased Asset or Contributed REO Property, Administrative Agent (on behalf of Buyers) may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) shall be held by Administrative Agent (on behalf of Buyers) against the related Margin Deficit, and Section 6(b(ii) hereofmay be applied by Administrative Agent (on behalf of Buyers) against the Repurchase Price of any Purchased Asset or Contributed REO Property for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then Buyer mayAdministrative Agent (on behalf of Buyers) retains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. a. (a) Buyer determines the Market Value of the Purchased Loans at such intervals as determined by Buyer in its good faith discretion. (b) If at any time the aggregate Market Value of all Purchased Assets Loans subject to all outstanding Transactions plus any prior Margin Call cash and Substitute Loans then held by Buyer is less than the aggregate Buyer's Margin Amount Purchase Price for all such Transactions (a "“Margin Deficit"”), then subject to the last sentence of this paragraph, Buyer may by notice to the related Seller (a “Margin Call”) require the related Seller in such Transactions to transfer to Buyer cash or Substitute Loans approved by Buyer in its sole discretion so that the cash and aggregate Market Value of the Purchased Assets Loans, including any such cash or Substitute Loans and any prior Margin Call cash and Substitute Loans then held by Buyer, will thereupon equal or exceed such the aggregate Buyer's Margin Amount (such requirement, a "Margin Call")Purchase Price for all outstanding Transactions. If a Seller fails to satisfy Buyer delivers a Margin Deficit in accordance with this Section 6(a)Call to Seller on or prior to 10:00 a.m. (New York City time) on any Business Day, then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting Seller shall transfer the purchase price under any Existing Agreement by the required amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant cash or Substitute Loans to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, Buyer no later than 5:00 p.m. (New York time 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 such any Business Day; notice received after 11:00 a.m. New York time on a Business Day shall , Seller will be met, and required to transfer the related Margin Call satisfied, required amount of cash or Substitute Loans no later than 5:00 p.m. (New York time City time) on the following subsequent Business Day. The failure Notwithstanding the foregoing, provided that no Default or Event of BuyerDefault shall have occurred and be continuing, on any one or more occasions, to exercise its rights hereunder, Buyer shall not change or alter require the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor 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 the related Seller or any Guarantor. c. If the Sellers fail 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 accordance with Section 6(aits reasonable, good faith discretion. (c) and Section 6(b) hereof, then Buyer mayBuyer’s election, in its sole and absolute discretion, satisfy not to make a Margin DeficitCall at any time there is a Margin Deficit will not in any way limit or impair its right to make a Margin Call at any time a Margin Deficit exists. (d) Any cash or Substitute Loans transferred to Buyer pursuant to 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, by netting the purchase price under any Existing Agreement by and Seller shall earn interest on the amount of such Margin Deficitunsegregated cash margin at a rate of interest equal to the Federal Funds Rate unless otherwise specified in the applicable Confirmation for the relevant Transaction; provided, that if such rate is otherwise specified in the applicable Confirmation, it must be agreed to by Buyer and Seller. Upon Unless otherwise agreed by the parties, such netting, the purchase price under such Existing Agreement interest shall be increased on netted against the Price Differential due and owing by Seller. To the extent any cash delivered pursuant to this Section, if applied to prepay a dollar for dollar basis by portion of the amount aggregate Repurchase Price of outstanding Transactions, would not cause the outstanding Purchase Price to fall below the Committed Amount, then such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementcash shall be so applied.

Margin Maintenance. a. (a) If at any time a Margin Deficit Event has occurred as a result of the aggregate Market Value occurrence of all Purchased Assets subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions (a "Margin Deficit")Credit Event, then Buyer may by notice to Seller in the form of Exhibit VII (a “Margin Deficit Notice”), make a margin call to Seller (a “Margin Call”). Upon receipt of a Margin Deficit Notice, Seller shall, no later than the Margin Deadline be required 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 Purchased Asset, (iii) subject to the satisfaction of the Margin Excess Requirements, use any applicable Margin Excess to satisfy the related Seller require Margin Deficit by increasing the related Seller in such Transactions Purchase Price of one or more Purchased Assets for which Margin Excess exists by the amount of available Margin Excess up to transfer to Buyer cash so that the cash and aggregate Market Value amount of the Purchased Assets will thereupon equal Margin Deficit, or exceed (iv) choose any combination of the foregoing, as Seller may elect, such aggregate Buyer's that, after giving effect to such transfers, repurchases and payments, no Margin Amount (such requirementDeficit shall exist, provided that if a "Margin Call"). If a Maintenance Event has occurred and is continuing, Seller fails to shall satisfy a the applicable Margin Deficit in accordance with this Section 6(a)6 of the Fee Letter. For the avoidance of doubt, then Buyer maymay determine if a Credit Event or Margin Deficit Event has occurred, at any time and from time to time, in its sole good faith discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant to Section 6(a(b) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on such Business Day; notice received after 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on the following Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights hereunderhereunder (including the right to make Margin Calls and determine the existence of a Credit Event or a Margin Deficit Event), 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. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. If (a) 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) 100% 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 Assets then subject to all Transactions Transactions, taking into account the cash then on deposit in 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 (a "“Margin Deficit"”), then Buyer may Agent may, by notice to the related Seller (as such notice is more particularly set forth below, a “Margin Call”), require the related Seller in such Transactions to transfer to Buyer Purchaser or its designee cash so or, at Purchaser’s option (and provided Seller has additional Eligible Mortgage Loans), additional Eligible Mortgage Loans to Purchaser (“Additional Purchased Mortgage Loans”) to cure the Margin Deficit provided that the cash and aggregate Market Value of the Purchased Assets will thereupon such Margin Deficit shall equal or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call")$250,000. If a Seller fails to satisfy the Agent delivers a Margin Deficit in accordance with this Section 6(a)Call to the Seller on or prior to 10:00 a.m. (New York City time) on any Business Day, then Buyer may, in the Seller shall transfer cash or Additional Purchased Mortgage Loans to Purchaser or its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, designee no later than 5:00 p.m. (New York time City time) on such the same Business Day; notice received . In the event the Agent delivers a Margin Call to Seller after 11:00 10:00 a.m. (New York time City time) on a any Business Day Day, Seller shall be met, and the related Margin Call satisfied, required to transfer cash or Additional Purchased Mortgage Loans no later than 5:00 p.m. 12:00 noon (New York time City time) on the following next succeeding 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) The failure of BuyerPurchaser, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which of this Agreement is subject or limit the right of Buyer the Purchaser to do so at a later date. The related Seller, each Guarantor Seller and Buyer Purchaser each agree that a failure or delay by Buyer a Purchaser to exercise its rights hereunder shall not limit or waive Buyer's Purchaser’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (e) For the Sellers fail to satisfy a avoidance of doubt, it is hereby understood and agreed that Seller shall be responsible for satisfying any Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy existing as a Margin Deficit, result of any reduction of the Principal Balance of any Purchased Mortgage Loan pursuant to any action by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementbankruptcy court.

Margin Maintenance. 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 Assets Mortgage Loan subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions a Transaction (a "“Margin Deficit"”), then Buyer Administrative Agent may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer Administrative Agent for the benefit of Buyers cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required delivered pursuant to Section 6(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to all Margin Calls, any notice received given before 11:00 a.m. 1:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such Business Day; notice received given after 11:00 a.m. 1:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the following Business DayDay (the foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of BuyerAdministrative 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 Buyer Administrative Agent to do so at a later date. The related Seller, each Guarantor Seller and Buyer Administrative Agent each agree that a failure or delay by Buyer Administrative Agent to exercise its rights hereunder shall not limit or waive Buyer's Administrative Agent’s or Buyers’ rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to any Purchased Mortgage Loan, Administrative Agent may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be held by Administrative Agent against the related Margin Deficit and Section 6(b(ii) hereofmay be applied by Administrative Agent against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then Buyer maythe Administrative Agent retains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. a. If at on any time Asset Value Determination Date, the aggregate Market Asset Value of all any Purchased Assets subject to all Transactions Asset or Contributed Crop Loan is less than the aggregate Buyer's Margin Amount Purchase Price for all such Transactions Purchased Asset or Contributed Crop Loan, as applicable (a "“Margin Deficit"”), then then, Buyer may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant to Section 6(a) A Margin Call may be given by any means provided in Section 35 hereofwritten means. Any notice Margin Call received by Seller before 11:00 a.m. [***] (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. [***] (New York time City time) on such Business Day; notice applicable Margin Deadline. A Margin Call received by Seller after 11:00 a.m. [***] (New York time City time) on a Business Day or a date that is not a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time deemed to be received on the following Business Day[***]. 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. The related Seller, each Guarantor Seller Parties and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorParties. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with respect to any Purchased Asset or Contributed Crop Loan, Buyer may retain any funds received by it to which the Seller Parties would otherwise be entitled hereunder (which for the avoidance of doubt shall not include amounts due, owing and payable to the Master Servicer, Trustee, the Certificate Registrar and the Custodian pursuant to Section 6(a8 hereof and subject to the limitations set forth therein), which funds (i) shall be held by Buyer against the related Margin Deficit and Section 6(b(ii) hereofmay be applied by Buyer against the Purchase Price (or Purchase Price Increase) of any Purchased Asset for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. a. If at (a) Agent shall determine the Market Value of the Purchased Assets on a daily basis as determined by Agent in its sole discretion on exercising good faith. (b) If, as of any time date of determination, the lesser of (a) 100% of the Principal Balance of all Purchased Assets then subject to all Transactions and (b) the aggregate Market Value of all related Purchased Assets subject to all Transactions Transactions, taking into account the cash then on deposit in the Collection Account, multiplied by the applicable Purchase Price Percentage is less than the aggregate Buyer's Margin Amount Repurchase Price (excluding accrued Price Differential) for all such Transactions (a "“Margin Deficit"”), then Buyer may Agent may, by notice to the related Seller RMS (as such notice is more particularly set forth below, a “Margin Call”), require the related Seller in such Transactions RMS to transfer to Buyer Purchaser or Purchaser’s designee cash so or, at Purchaser’s option (and provided RMS has additional Eligible Mortgage Loans), additional Eligible Mortgage Loans to Purchaser (“Additional Purchased Mortgage Loans”) to cure the Margin Deficit; provided that Purchaser shall not provide notice of a Margin Call to RMS until the cash and aggregate Market Value of the Purchased Assets will thereupon equal Margin Deficit equals or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call")exceeds $500,000. If a Seller fails to satisfy the Agent delivers a Margin Deficit in accordance with this Section 6(a)Call to RMS on or prior to 11:00 a.m. (New York City time) on any Business Day, then Buyer may, in RMS shall transfer cash or Additional Purchased Mortgage Loans to Purchaser or its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, designee no later than 5:00 p.m. (New York time City time) on such the same Business Day; notice received . In the event the Agent delivers a Margin Call to RMS after 11:00 a.m. (New York time City time) on a any Business Day Day, RMS shall be met, and the related Margin Call satisfied, required to transfer cash or Additional Purchased Mortgage Loans no later than 5:00 p.m. 12:00 noon (New York time City time) on the following next succeeding Business Day. . (c) Any cash transferred to Purchaser or its designee pursuant to Section 16(f)(ii)(B) herein shall reduce the Repurchase Price of the related Transactions. (d) The failure of BuyerPurchaser, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which of this Agreement is subject or limit the right of Buyer Purchaser to do so at a later date. The related Seller, each Guarantor Seller and Buyer Purchaser each agree that a failure or delay by Buyer Purchaser to exercise its rights hereunder shall not limit or waive Buyer's Purchaser’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (e) For the Sellers fail to satisfy a avoidance of doubt, it is hereby understood and agreed that RMS shall be responsible for satisfying any Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy existing as a Margin Deficit, result of any reduction of the Principal Balance of any Purchased Asset pursuant to any action by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementbankruptcy court.

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets the Purchase Price of the Participation Certificates subject to all Transactions is less greater than the aggregate Buyer's Margin Amount for all sum of (i) the Asset Base plus (ii) any collections relating to Advance Reimbursement Amounts on deposit in the Dedicated Account, after taking into account any Transaction being effected on such Transactions date (such excess, a "“Margin Deficit"”), then the Buyer may may, by notice to the related Seller Repo Seller, require the related Repo Seller in such Transactions to transfer to the Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. (b) Notice required delivered pursuant to Section 6(a2.04(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; . With respect to a Margin Call, any notice received given on or after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second (2nd) Business Day following Business Daythe date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines.” The failure of the 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 the Buyer to do so at a later date. The related Seller, each Guarantor Repo Seller and the Buyer each agree that a failure or delay by the Buyer to exercise its rights hereunder shall not limit or waive the Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorRepo Seller. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(a) exists, the Buyer may retain any funds received by it to which the Repo Seller would otherwise be entitled hereunder and Section 6(b) hereofmay, then at the Buyer’s sole and exclusive election, apply such funds against such Margin Deficit or against the Purchase Price. Notwithstanding the foregoing, the Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 2.04.

Margin Maintenance. a. (a) Buyer determines the Market Value of the Purchased Assets at such intervals as determined by Buyer which might be daily in its good faith sole discretion consistent with its valuation practices for similar loans being sold by sellers similar to Seller; 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 Market Value has been determined in accordance with the 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 Assets subject to all Transactions is less than the aggregate Buyer's Margin Amount for all (such Transactions (excess, a "“Margin Deficit"”), then subject to the last sentence of this paragraph, Buyer may may, by notice to the related Seller (a “Margin Call”), require the related Seller in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value of the Purchased or Substitute Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then approved by Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the discretion in an amount of sufficient to cure such Margin Deficit. Upon such nettingIf 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 shall transfer the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the required amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant cash or Substitute Assets to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, Buyer no later than 5:00 p.m. (New York time City time) on the date that is the same Business Days after 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; notice received after 11:00 a.m. New York time on a Business Day shall , Seller will be met, and required to transfer the related Margin Call satisfied, required amount of cash or Substitute Assets no later than 5:00 p.m. (New York time City time) on the following date that is the next Business DayDays after Seller’s receipt of such Margin Call. The failure Notwithstanding the foregoing, provided that no Default or Event of BuyerDefault shall have occurred and be continuing, on any one or more occasions, to exercise its rights hereunder, Buyer shall not change or alter require the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor 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 the related Seller or any Guarantor. c. If the Sellers fail 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 accordance with Section 6(aits reasonable, good faith discretion. (c) and Section 6(b) hereof, then Buyer mayBuyer’s election, in its sole and absolute discretion, satisfy not to make a Margin Deficit, by netting the purchase price under Call at any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on time there is a dollar for dollar basis by the amount of such Margin Deficit regardless will 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 to Buyer pursuant to Section 6(b) above will be applied to the repayment of whether the maximum aggregate purchase price had already been reached under Repurchase Price of outstanding Transactions pursuant to Section 4(a)(i) and any such Existing AgreementSubstitute Assets will be deemed to be Purchased Assets.

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets subject to all Transactions the Purchase Price of the Note is less greater than the aggregate Buyer's Margin Amount Asset Value for all the related Transaction (such Transactions (excess, a "“Margin Deficit"”), then Buyer the Administrative Agent may by notice to the related Seller require the related Seller in such Transactions to transfer to the Administrative Agent for the benefit of Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; . With respect to a Margin Call, any notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second (2nd) Business Day following Business Daythe date of such notice. 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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) and Section 6(bmay be held by Buyer against the related Margin Deficit (provided that the Buyer shall pay interest thereon at the overnight federal funds rate), or (ii) hereofmay be applied by Buyer or the Administrative Agent on its behalf against the Purchase Price. Notwithstanding the foregoing, then Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 2.05.

Margin Maintenance. a. If at (a) Agent shall determine the Market Value of the Purchased Assets on a daily basis as determined by Agent in its sole discretion on exercising good faith. (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 Assets subject to all Transactions Transactions, taking into account the cash then on deposit in the Collection Accounts, multiplied by the applicable Purchase Price Percentage is less than the aggregate Buyer's Margin Amount Repurchase Price (excluding accrued Price Differential) for all such Transactions (a "“Margin Deficit"”), then Buyer may Agent may, by notice to the related Seller (as such notice is more particularly set forth below, a “Margin Call”), require the related Seller in such Transactions to transfer to Buyer Purchaser or its designee cash so or, at Purchaser’s option (and provided Seller has additional Eligible Mortgage Loans), additional Eligible Mortgage Loans to Purchaser (“Additional Purchased Mortgage Loans”) to cure the Margin Deficit; provided that Purchaser shall not provide notice of a Margin Call to Seller until the cash and aggregate Market Value of the Purchased Assets will thereupon equal Margin Deficit equals or exceed such aggregate Buyer's Margin Amount exceeds $500,000 (such requirementnumber to be calculated by accounting for amounts that may be due under that certain forward sale agreement, a "Margin Call"dated on or about the Effective Date, entered into between Seller and Purchaser). If a Seller fails to satisfy the Agent delivers a Margin Deficit in accordance with this Section 6(a)Call to the Seller on or prior to 11:00 a.m. (New York City time) on any Business Day, then Buyer may, in the Seller shall transfer cash or Additional Purchased Mortgage Loans to Purchaser or its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, designee no later than 5:00 p.m. (New York time City time) on such the same Business Day; notice received . In the event the Agent delivers a Margin Call to Seller after 11:00 a.m. (New York time City time) on a any Business Day Day, Seller shall be met, and the related Margin Call satisfied, required to transfer cash or Additional Purchased Mortgage Loans no later than 5:00 p.m. 12:00 noon (New York time City time) on the following next succeeding Business Day. . (c) Any cash transferred to Purchaser or its designee pursuant to Section 16(f)(ii)(B) herein shall reduce the Repurchase Price of the related Transactions. (d) The failure of BuyerPurchaser, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which of this Agreement is subject or limit the right of Buyer the Purchaser to do so at a later date. The related Seller, each Guarantor Seller and Buyer Purchaser each agree that a failure or delay by Buyer a Purchaser to exercise its rights hereunder shall not limit or waive Buyer's Purchaser’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (e) For the Sellers fail to satisfy a avoidance of doubt, it is hereby understood and agreed that Seller shall be responsible for satisfying any Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy existing as a Margin Deficit, result of any reduction of the Principal Balance of any Purchased Asset pursuant to any action by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementbankruptcy court.

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets subject to all Transactions is less than the aggregate Buyer's Margin Amount for all Purchase Price exceeds the Asset Base in effect at such Transactions time, as determined on each Interim Payment Date after taking into account any Transaction being effected on such date (such excess, a "“Margin Deficit"”), then Buyer may by notice to the related Seller require Seller to eliminate the related Seller in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"). If a Seller fails ”) by effectuating the transfer of cash to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting or the purchase price under any Existing Agreement by inclusion of additional Mortgage Loans to the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing AgreementSold MSR Portfolio. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; . With respect to a Margin Call, any notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second (2nd) Business Day following Business Daythe date of such notice. 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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Each of the Seller and Buyer each agree agrees that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) and Section 6(bmay be held by Buyer against the related Margin Deficit or (ii) hereofmay be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, then Buyer mayretains the right, in its sole discretion, satisfy to make a Margin DeficitCall in accordance with the provisions of this Section 2.05. (d) If at any time the aggregate outstanding amount of the Asset Base in effect at such time exceeds the Purchase Price, by netting the purchase price under as determined on each Interim Payment Date after taking into account any Existing Agreement by Transaction being effective on such date (such excess, a “Margin Excess”), then on any Purchase Date on which such Margin Excess exists, Seller may deliver a Transaction Notice to Buyer and request Buyer to make a payment in Dollars in the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing AgreementExcess.

Margin Maintenance. a. (a) If at any time the aggregate Market Value of all Purchased Assets Securities subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions (a "Margin Deficit"), then Buyer Nikko may by notice to the related Seller require the related Seller in such Transactions Transactions, at Seller's option, to transfer to Buyer Nikko cash or additional Purchased Securities acceptable to Nikko and which conform in all respects to the applicable representations and warranties set forth in APPENDICES A, B, C AND D ("Additional Purchased Securities"), so that the cash and aggregate Market Value of the Purchased Assets Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing AgreementAmount. b. (b) Notice required pursuant to subsection (a) of this Section 6(a) 5 may be given by any means provided means. A notice for the payment or delivery in Section 35 hereof. Any notice respect of the Margin Deficit received before 11:00 10:00 a.m. New York City time on a Business Day shall Day, must be met, and the related Margin Call satisfied, met no later than 5:00 p.m. New York time on such Business Day; Any notice received after 11:00 a.m. New York time given on a Business Day after 10:00 a.m., New York City time, shall be met, and the related Margin Call satisfied, met no later than 5:00 p.m. New York time p.m., on the following Business Day. The failure of BuyerNikko, 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 Nikko to do so at a later date. The related Seller, each Guarantor Seller and Buyer Nikko each agree that a failure or delay by Buyer Nikko to exercise its rights hereunder shall not limit or waive BuyerNikko's rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. If at any time the aggregate Market Value of all any Purchased Assets Mortgage Loan subject to all Transactions a Transaction is less than the aggregate Buyer's ’s Margin Amount for all such Transactions Transaction (a "“Margin Deficit"”), then Buyer may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement”) . b. Notice required delivered pursuant to Section 6(a) above may be given by any means provided in Section 35 hereofwritten or electronic means. Any notice received given before 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such Business Day; notice received given after 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the following Business DayDay (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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to any Purchased Mortgage Loan, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be held by Buyer against the related Margin Deficit and Section 6(b(ii) hereofmay 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, then the Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. a. (a) If at any time the aggregate Market Value of all Purchased Assets Loans subject to all Transactions is less than the aggregate Buyer's MV Margin Amount for all such Transactions (such event, a "“Margin Deficit"”), then Buyer may may, by notice to the related Seller Seller, require the related Seller in such Transactions to transfer to Buyer cash or, at Buyer’s option (and provided Seller has additional Eligible Loans), additional Eligible Loans (“Additional Purchased Loans”) on a servicing released basis within one (1) Business Day of such notice by Buyer, so that the cash and aggregate Market Value of the Purchased Assets Loans, including any such Additional Purchased Loans, will thereupon equal or exceed such aggregate Buyer's MV Margin Amount (such either requirement, a "“Margin Call"”). If ; provided that if Seller transfers cash, Buyer shall deposit such cash into a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting non-interest bearing account until the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementnext succeeding Repurchase Date. b. (b) Notice required pursuant to Section 6(a) may be given by any means provided in Section 35 21 hereof. Any notice received before 11:00 a.m. New York time given on a Business Day at or prior to 11:00 a.m. (New York City time) shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the same Business Day; . Any notice received after 11:00 a.m. New York time given on a Business Day following 11:00 a.m. (New York City time) shall be met, and the related Margin Call satisfied, no later than 5:00 1:00 p.m. (New York time City time) on the following Business Day. The failure of Buyer, on 30 any one or more occasions, to exercise its rights hereunderunder this Section 6, 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. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If the Sellers fail to satisfy a Margin Deficit in accordance with Section 6(a) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. a. (a) Buyer (or Agent on behalf of Buyer) determines the Market Value of the Purchased Assets at such intervals as determined by Buyer (or Agent on behalf of Buyer) in its good faith discretion consistent with its valuation practices for similar loans being sold by sellers similar to Seller; provided, however, that Seller may request that Buyer provide reasonable detail regarding its determination of Market Value, as well as to demonstrate that such Market Value has been determined in accordance with the definition thereof. Buyer (or Agent on behalf of Buyer) shall have the right, at any time, and at its own expense, to obtain an updated appraisal on any Loan or Loans. (b) If at any time the aggregate Market Value of Purchase Price for all Purchased Assets subject to all outstanding Transactions is less greater than the aggregate Buyer's Margin Amount sum of the product of (i) the Applicable Percentage and (ii) the lesser of (A) the Market Value and (B) the outstanding principal amount for all each Purchased Asset then US_ACTIVE\126495096\V-12 subject to a Transaction (such Transactions (excess, a "“Margin Deficit"”), in an amount greater than [***], then subject to the last sentence of this paragraph, Buyer may (or Agent on behalf of Buyer) may, by notice to the related Seller (a “Margin Call”), require the related Seller in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value or Substitute Assets approved by Buyer (or Agent on behalf of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, ) in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the discretion in an amount of sufficient to cure such Margin Deficit. Upon such nettingIf Buyer (or Agent on behalf of 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 shall transfer the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the required amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant cash or Substitute Assets to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, Buyer no later than 5:00 p.m. (New York time City time) on such the [***] Day. In the event Buyer (or Agent on behalf of Bu▇▇▇) delivers a Margin Call to a Seller after 10:00 a.m. (New York City time) on any Business Day; notice received after 11:00 a.m. New York time on a Business Day shall , Seller will be met, and required to transfer the related Margin Call satisfied, required amount of cash or Substitute Assets no later than 5:00 p.m. (New York time City time) on the following Business Daydate that is [***] after Seller’s receipt of such Margin Call. The failure Notwithstanding the foregoing, provided that no Default or Event of Default shall have occurred and be continuing, Buyer (or Agent on behalf 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. The related Seller, each Guarantor 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 the related require Seller or any Guarantor. c. If the Sellers fail 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 accordance with Section 6(aits reasonable, good faith discretion. (c) and Section 6(bBu▇▇▇’s (or Agent’s on behalf of Buyer) hereof, then Buyer mayelection, in its sole and absolute discretion, satisfy not to make a Margin Deficit, by netting the purchase price under Call at any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on time there is a dollar for dollar basis by the amount of such Margin Deficit regardless will 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 to Buyer pursuant to Section 6(b) above will be applied to the repayment of whether the maximum aggregate purchase price had already been reached under Repurchase Price of outstanding Transactions pursuant to Section 4(b) and any such Existing AgreementSubstitute Assets will be deemed to be Purchased Assets.

Margin Maintenance. a. (a) Buyer determines the Market Value of the Purchased Assets at such intervals as determined by Buyer in its good faith discretion consistent with its valuation practices for similar loans being sold by sellers similar to Seller; provided, however, that Seller may request that Buyer provide reasonable detail regarding its determination of Market Value, as well as to demonstrate that such Market Value has been determined in accordance with the 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 Buyer, and (ii) the product of (a) the Applicable Percentage and (b) the Market Value of all Purchased Assets subject to all Transactions is less than the aggregate Buyer's Margin Amount for all (such Transactions (excess, a "“Margin Deficit"”), then subject to the last sentence of this paragraph, Buyer may may, by notice to the related Seller (a “Margin Call”), require the related Seller in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value of the Purchased or Substitute Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount (such requirement, a "Margin Call"). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then approved by Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the discretion in an amount of sufficient to cure such Margin Deficit. Upon such nettingIf 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 shall transfer the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the required amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant cash or Substitute Assets to Section 6(a) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, Buyer no later than 5:00 p.m. (New York time City time) on such the date that is [***]. In the event Buyer delivers a Margin Call to a Seller after 10:00 a.m. (New York City time) on any Business Day; notice received after 11:00 a.m. New York time on a Business Day shall , Seller will be met, and required to transfer the related Margin Call satisfied, required amount of cash or Substitute Assets no later than 5:00 p.m. (New York time City time) on the following Business Daydate that is [***] after Seller’s receipt of such Margin Call. The failure Notwithstanding the foregoing, provided that no Default or Event of BuyerDefault shall have occurred and be continuing, on any one or more occasions, to exercise its rights hereunder, date of determination Buyer 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. The related Seller, each Guarantor 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 the related require Seller or any Guarantor. c. If the Sellers fail to satisfy a Margin Call and no Margin Call shall be required to be made unless the Margin Deficit in accordance with Section 6(ashall equal or exceed either (i) and Section 6(b$[***] if the quotient of (x) hereof, then Buyer maythe outstanding Purchase Price for outstanding Transactions divided by (y) the Maximum Aggregate Purchase Price is less than [***] or (ii) $[***]. (c) Buyer’s election, in its sole and absolute discretion, satisfy not to make a Margin Deficit, by netting the purchase price under Call at any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on time there is a dollar for dollar basis by the amount of such Margin Deficit regardless will 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 to Buyer pursuant to Section 6(b) above will be applied to the repayment of whether the maximum aggregate purchase price had already been reached under Repurchase Price of outstanding Transactions pursuant to Section 4(b) and any such Existing AgreementSubstitute Assets will be deemed to be Purchased Assets.

Margin Maintenance. a. (a) If at any time the Aggregate Facility Purchase Price is greater than the aggregate Market Asset Value of all Purchased Assets Mortgage Loans subject to all Transactions (the positive amount of such difference, a “Margin Deficit”), and such Margin Deficit is less greater than the aggregate Buyer's Minimum Margin Amount for all such Transactions (a "Margin Deficit")Threshold, then Buyer may by written notice to the related Seller (as such notice is more particularly set forth below, a “Margin Call”), require the related Seller in such Transactions to transfer to Buyer cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirementamount, a "“Margin Call"Payment”); provided, that, notwithstanding the foregoing, Buyer may determine the Asset Value and any related Margin Deficit on an individual loan basis for any Purchased Mortgage Loan, in which event it shall, upon receipt, apply all amounts received with respect to any individual Purchased Mortgage Loans against the Purchase Price thereof. (b) 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 shall transfer the Margin Payment to Buyer or its designee no later than 5:30 p.m. (New York City time) on such Business Day. If In the event Buyer delivers a Margin Call to Seller fails after 10:00 a.m. (New York City time) on any Business Day, Seller shall be required to satisfy transfer the Margin Payment no later than 2:00 p.m. (New York City time) on the following Business Day. (c) Seller shall transfer any Margin Payment to the account of Buyer that is referenced in Section 10(a) of this Agreement. (d) In the event that a Margin Deficit in accordance exists with this Section 6(a)respect to any Purchased Mortgage Loans, then Buyer maymay retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (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, Buyer retains the right, in its sole discretion, immediately satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficitthis Section 7. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required pursuant to Section 6(a(e) may be given by any means provided in Section 35 hereof. Any notice received before 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on such Business Day; notice received after 11:00 a.m. New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York time on the following Business Day. 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 of this Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller. Section 8. Taxes. 39 (a) Any and all payments by Seller under or in respect of this Agreement or any Guarantor. c. other Facility Documents to which Seller is a party shall be made free and clear of, and without deduction or withholding for or on account of, any and all present or future taxes, levies, imposts, deductions, charges or withholdings, and all liabilities (including penalties, interest and additions to tax) with respect thereto, whether now or hereafter imposed, levied, collected, withheld or assessed by any taxation authority or other Governmental Authority (collectively, “Taxes”), unless required by law. If Seller shall be required under any applicable Requirement of Law to deduct or withhold any Taxes from or in respect of any sum payable under or in respect of this Agreement or any of the Sellers fail other Facility Documents to satisfy a Margin Deficit Buyer, (i) Seller shall make all such deductions and withholdings in respect of Taxes, (ii) Seller shall pay the full amount deducted or withheld in respect of Taxes to the relevant taxation authority or other Governmental Authority in accordance with Section 6(aany applicable Requirement of Law, and (iii) and Section 6(b) hereof, then Buyer may, in its sole discretion, satisfy a Margin Deficit, the sum payable by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement Seller shall be increased as may be necessary so that after Seller has made all required deductions and withholdings (including deductions and withholdings applicable to additional amounts payable under this Section 8) Buyer receives an amount equal to the sum it would have received had no such deductions or withholdings been made in respect of Non-Excluded Taxes. For purposes of this Agreement (i) the term “Non-Excluded Taxes” are (a) Taxes other than Excluded Taxes and (b) to the extent not otherwise described in (a), Other Taxes, and (ii) the term “Excluded Taxes” are, in the case of Buyer, (a) Taxes that are imposed on a dollar for dollar basis its overall net income (and franchise taxes and branch profits taxes imposed in lieu thereof) by the jurisdiction under the laws of which Buyer is organized or of its applicable lending office, or any political subdivision thereof, or that are Taxes imposed as a result of a present or former connection between the Buyer and the jurisdiction imposing such Tax unless such Taxes are imposed as a result of Buyer having executed, delivered or performed its obligations or received payments under, or enforced, this Agreement or any of the other Facility Documents (in which case such Taxes will be treated as Non-Excluded Taxes), (b) Taxes imposed on amounts payable to or for the account of Buyer with respect to an applicable interest in a Facility Document pursuant to a law in effect on the date on which Buyer acquires such interest in a Facility Document other than amounts with respect to such Taxes that were payable to such Buyer's assignor immediately before such Buyer became a party hereto, (c) Taxes attributable to a Buyer’s failure to provide Seller with the appropriate form, certificate or other document described in subsection (e) of this Section 8, and (d) any withholding Taxes imposed under FATCA. (b) In addition, Seller hereby agrees to pay any present or future stamp, recording, documentary, excise, property or value-added taxes, or similar taxes, charges or levies that arise from any payment made under or in respect of this Agreement or any other Facility Document or from the execution, delivery or registration of, any performance under, or otherwise with respect to, this Agreement or any other Facility Document (collectively, “Other Taxes”). (c) Seller hereby agrees to indemnify Buyer for, and to hold it harmless against, the full amount of Non-Excluded Taxes, and the full amount of 40 (d) Within thirty (30) days after the date of any payment of Taxes, Seller (or any Person making such Margin Deficit regardless payment on behalf of whether Seller) shall furnish to Buyer for its own account a certified copy of the maximum aggregate purchase price had already been reached official receipt evidencing payment thereof. (e) For purposes of subsection (e) of this Section 8, the terms “United States” and “United States person” shall have the meanings specified in section 7701 of the Code. Each Buyer (including for avoidance of doubt any assignee, successor or participant) shall deliver or cause to be delivered to Seller the following properly completed and duly executed documents: (i) in the case of a Buyer that is not a United States person, or is a foreign disregarded entity for U.S. federal income tax purposes that is entitled to provide such form, a complete and executed copy of (x) U.S. Internal Revenue Form W-8BEN or U.S. Internal Revenue Form W-8BEN-E in which Buyer claims the benefits of a tax treaty with the United States, if applicable, providing for a zero or reduced rate of withholding (or any successor forms thereto), including all appropriate attachments or (y) a U.S. Internal Revenue Service Form W-8ECI (or any successor forms thereto); or (ii) in the case of an individual, (x) a complete and executed copy of U.S. Internal Revenue Service Form W-8BEN (or any successor forms thereto) and, if applicable, a certificate substantially in the form of Exhibit D (a “Section 8 Certificate”) or (y) a complete and executed copy of U.S. Internal Revenue Service Form W-9 (or any successor forms thereto); or (iii) in the case of a Buyer that is organized under the laws of the United States, any such Existing Agreement.State thereof, or the District of Columbia, a complete and executed copy of U.S. Internal Revenue Service Form W-9 (or any successor forms thereto), including all appropriate attachments; or (iv) in the case of a Buyer that (x) is not organized under the laws of the United States, any State thereof, or the District of Columbia and (y) is treated as a corporation for U.S. federal income tax purposes, a complete and executed copy of U.S. Internal Revenue Service Form W-8BEN-E (or any successor forms thereto) and, if applicable, a Section 8 Certificate; or (v) in the case of a Buyer that (A) is treated as a partnership or other non-corporate entity, and (B) is not organized under the laws of the United States, 41

Margin Maintenance. a. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Assets subject to all Transactions is less than any Purchase Price exceeds the aggregate Buyer's related Asset Base in effect at such time, as determined on each Interim Payment Date (or, on a daily basis, in the event of the delivery of Eligible Securities or pledging of Pledged Margin Amount for all Securities) after taking into account any Transaction being effected on such Transactions date (such excess, a "“Margin Deficit"”), then Buyer the related Buyers may by notice to the related Seller require such Seller to eliminate the related Seller in such Transactions to transfer to Buyer cash so that the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"). If a Seller fails to satisfy ”) by (i) making a Margin Deficit Call Payment, (ii) if there is no Borrowing Base Deficiency at such time, the reduction of the value of the related Owner Trust Certificate, or (iii) in accordance with this Section 6(athe sole discretion of the Buyers (not to be unreasonably withheld), then Buyer may, in its sole discretion, immediately satisfy pledging a Pledged Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing AgreementSecurity to related Buyer. b. (b) Notice required delivered pursuant to Section 6(a2.05(a) may be given by any means provided in Section 35 hereofwritten or electronic means. Any With respect to a Margin Call, any notice received given before 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such the following Business Day; . With respect to a Margin Call, any notice received given after 11:00 a.m. 5:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the second (2nd) Business Day following Business Daythe date of such notice. The failure of any 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 any Buyer to do so at a later date. The related Seller, Each of the Sellers and each Guarantor and Buyer each of the Buyers agree that a failure or delay by any Buyer to exercise its rights hereunder shall not limit or waive such Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSellers. c. If (c) In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, each Buyer may retain any funds received by it to which the Sellers would otherwise be entitled hereunder, which funds (i) and Section 6(bmay be held by such Buyer against the related Margin Deficit or (ii) hereofmay be applied by such Buyer against the related Purchase Price. Notwithstanding the foregoing, then Buyer mayeach of the Buyers retains the right, in its sole discretion, satisfy to make a Margin DeficitCall in accordance with the provisions of this Section 2.05. (d) If the aggregate outstanding amount of an Asset Base exceeds the related Purchase Price as determined on each MRA Payment Date (such excess, by netting a “Margin Excess”), then the purchase price under any Existing Agreement by related Seller may deliver a Margin Excess Notice to the related Buyer and request that such Buyer deliver additional Consideration in an amount not to exceed the amount of such Margin DeficitExcess indicated in such Margin Excess Notice. Upon The related Seller shall deliver such nettingMargin Excess Notice at least one (1) Business Day prior to the Interim Payment Date on which such Seller wishes to receive such amount. If the Margin Excess Notice has been timely provided, the purchase price under such Existing Agreement related Buyer shall be increased provide Consideration to the related Seller in the requested amount on a dollar for dollar basis the specified Interim Payment Date, which Consideration shall consist of (i) cash, to the extent the related Buyer has excess cash or is able to obtain cash by effectuating an increase in the amount VFN Principal Balance, (ii) release of such Margin Deficit regardless Eligible Securities, (iii) issuance of whether additional Notes and (iv) otherwise, an increase in the maximum aggregate purchase price had already been reached under any such Existing Agreementvalue of the Owner Trust Certificate of the applicable Buyer.

Margin Maintenance. a. If at any time the aggregate Market Value of all the Purchased Assets Mortgage Loans subject to all Transactions is less than the aggregate Buyer's ’s Margin Amount for all such Transactions (a "“Margin Deficit"”), then Buyer may by notice to the related any Seller require the related Seller in such Transactions Sellers to transfer to Buyer cash so that or Additional Purchased Mortgage Loans, approved by Buyer in its sole discretion, in all cases, in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required delivered pursuant to Section 6(a) may be given by any means provided in Section 35 hereofwritten means. Any notice received given before 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such Business Day; notice received given after 11:00 10:00 a.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on the following Business DayDay (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 Agreement is subject or limit the right of Buyer to do so at a later date. The related Seller, each Guarantor Sellers and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer's ’s rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSellers. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance with Section 6(aexists, Buyer may retain any funds received by it to which the Sellers would otherwise be entitled hereunder, which funds (i) shall be held by Buyer against the related Margin Deficit and Section 6(b(ii) hereofmay be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then the Buyer mayretains the right, in its sole discretion, satisfy to make a Margin Deficit, by netting Call in accordance with the purchase price under any Existing Agreement by the amount provisions of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreementthis Section 6.

Margin Maintenance. 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 Assets Mortgage Loan subject to all Transactions is less than the aggregate Buyer's Margin Amount for all such Transactions a Transaction (a "“Margin Deficit"”), then Buyer Administrative Agent may by notice to the related Seller require the related Seller in such Transactions to transfer to Buyer Administrative Agent for the benefit of Buyers cash so that in an amount at least equal to the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Amount Deficit (such requirement, a "“Margin Call"”). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement. b. Notice required delivered pursuant to Section 6(a6.a) above may be given by any means provided in Section 35 hereofwritten or electronic means. Any notice received given before 11:00 a.m. 1:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York time City time) on such Business Day; notice received given after 11:00 a.m. 1:00 p.m. (New York time City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 1:00 p.m. (New York time City time) on the following Business DayDay (the foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of BuyerAdministrative 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 Buyer Administrative Agent to do so at a later date. The related Seller, each Guarantor Seller and Buyer Administrative Agent each agree that a failure or delay by Buyer Administrative Agent to exercise its rights hereunder shall not limit or waive Buyer's Administrative Agent’s or Buyers’ rights under this Agreement or otherwise existing by law or in any way create additional rights for the related Seller or any GuarantorSeller. c. If In the Sellers fail to satisfy event that a Margin Deficit in accordance exists with Section 6(arespect to any Purchased Mortgage Loan, Administrative Agent may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be held by Administrative Agent on behalf of the Buyers against the related Margin Deficit and Section 6(b(ii) hereofmay be applied by Administrative Agent against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, then Buyer maythe Administrative Agent retains the right, in its sole discretion, satisfy to make a Margin Call in accordance with the provisions of this Section 6. d. If at any time the Asset Value (assuming for purposes of this subsection that Asset Value does not exceed the unpaid principal balance of the related Purchased Mortgage Loan) of any Purchased Mortgage Loan subject to a Transaction hereunder as of any date of determination is greater than the Purchase Price (assuming for purposes of this subsection that Purchase Price does not exceed the unpaid principal balance of the related Purchased Mortgage Loan) for such Purchased Mortgage Loan for a Transaction (a “Margin Excess”), then Seller may, by delivery of written notice to Administrative Agent by 10:00 a.m. (New York Time) on any Business Day (an “Excess Margin Notice”), request that Administrative Agent reallocate the Purchase Price of Purchased Mortgage Loans with such Margin Excess in order to facilitate the release of other Purchased Mortgage Loans which, following such reallocation, will have a Purchase Price of zero. Administrative Agent shall not be obligated to remit Margin Excess or release Purchased Mortgage Loans pursuant to the above to the extent (A) it would cause the outstanding Purchase Price to exceed the Maximum Committed Purchase Price; (B) a Default or Event of Default has occurred and is continuing or would exist after such action by Administrative Agent; (C) such action would be inconsistent with Administrative Agent’s determination of Asset Value in accordance with this Agreement; or (D) such action would cause a Margin Deficit, by netting the purchase price under any Existing Agreement by the amount of such Margin Deficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.