Common use of Margin Maintenance Clause in Contracts

Margin Maintenance. a. If at any time the outstanding Purchase Price of any Purchased Mortgage Loan subject to a Transaction is greater than the Asset Value of such Purchased Mortgage Loan subject to a Transaction (a “Margin Deficit”), then Buyer may by notice to any Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”). b. Notice delivered pursuant to Section 6(a) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second 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. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In the event that a Margin Deficit exists with respect 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 (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6.

Margin Maintenance. a. If at any time the aggregate outstanding Purchase Price of any Purchased the Mortgage Loan Loans subject to a Transaction Transactions hereunder is greater than the Asset Value aggregate Minimum Maintenance Amount of such Purchased all Mortgage Loan Loans subject to a Transaction hereunder (a “Margin Deficit”)) such Margin Deficit is greater than the Margin Threshold, then Buyer may by notice to any Seller Sellers require Seller to Sellers to, at the option of Sellers, either (1) transfer to Buyer cash, or (2) deposit cash into the Margin Account, in each case, in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”). If Sellers elect to deposit such cash into the Margin Account to cure a Margin Deficit, thereafter, upon four (4) Business Days written notice to Buyer and the Calculation and Paying Agent, Sellers shall have the option to designate all or any portion of such cash to be applied to reduce the Purchase Price of the affected Mortgage Loan(s). b. Notice delivered pursuant to Section 6(a) 6.a above may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second Business Day following the date of such notice. With respect to all Margin Calls other than Low Percentage Margin Calls, any 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 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. Seller 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 Seller. c. In the event that a Margin Deficit exists with respect to any Purchased the Mortgage LoanLoans, Buyer may retain any funds received by it to which Seller Sellers would otherwise be entitled hereunder, which funds (i) shall be held by Buyer in the Margin Account against the related Margin Deficit and (ii) may be applied by Buyer against any Purchased the Purchase Price of the Mortgage Loan Loans for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 66.a.

Margin Maintenance. a. If at any time the 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 such Purchased Mortgage Loan or Contributed Asset underlying a REO Subsidiary Interest subject to a Transaction (a “Margin Deficit”), then Buyer Administrative Agent may by notice to any Seller Sellers require Seller Sellers to transfer to Buyer Administrative Agent for the benefit of Buyers cash in an amount at least equal to the 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 equal to such Margin Deficit (such requirement, a “Margin Call”). b. Notice delivered pursuant to Section 6(a) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second 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. 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 10:00 a.m. 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 Day. The 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. 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 BuyerAdministrative Agent’s or Buyers’ rights under this Agreement or otherwise existing by law or in any way create additional rights for a Seller. c. In the event that a Margin Deficit exists with respect to any Purchased Mortgage LoanLoan or Contributed Asset, Buyer Administrative Agent may retain any funds received by it to which Seller the Sellers would otherwise be entitled hereunder, which funds (i) shall be held by Buyer Administrative Agent against the related Margin Deficit for a Purchased Mortgage Loan or Contributed Asset and (ii) may will be applied by Buyer Administrative Agent against any 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, Buyer the Administrative Agent retains the right, in its sole discretion, to make a Margin Call 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 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 case of Contributed Assets, Purchase Price Increase) shall be 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 behalf of Buyers to do so in any instance, shall not be deemed as Administrative Agent’s agreement to do so in the future.

Margin Maintenance. a. If at any time the outstanding Purchase Price Market Value of any Purchased Mortgage Loan subject to a Transaction is greater less than the Asset Value of Buyer’s Margin Amount for such Purchased Mortgage Loan subject to a Transaction (a “Margin Deficit”), then Buyer may by notice to any Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”)) . b. Notice delivered pursuant to Section 6(a) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second 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. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In the event that a Margin Deficit exists with respect 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 (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6. [***] Confidential treatment has been requested for the bracketed portions. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission.

Margin Maintenance. a. (a) If at any time the aggregate outstanding amount of the Purchase Price of any Purchased Mortgage Loan subject to a Transaction is greater than exceeds the Asset Value of Base in effect at such Purchased Mortgage Loan subject to a 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 any Seller require Seller to transfer to Buyer cash in an amount at least equal to eliminate the Margin Deficit (such requirement, a “Margin Call”)) 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 must cure any Margin Deficit pursuant to clause (i) or (ii) only. b. (b) Notice delivered pursuant to Section 6(a2.05(a) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; . With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. 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. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. (c) In the event that a Margin Deficit exists with respect to any Purchased Mortgage Loanexists, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) shall may be held by Buyer against the related Margin Deficit and or (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfiedPurchase Price. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 62.05. (d) If at any time the aggregate outstanding amount of the Asset Base in effect at such time exceeds the Purchase Price, as determined on each Interim Payment Date after taking into account any 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 Excess.

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 outstanding 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, taking into account the cash then on deposit in the Collection Account, multiplied by the applicable Purchase Price of any Purchased Mortgage Loan subject to a Transaction Percentage is greater less than the Asset Value of Repurchase Price for all such Purchased Mortgage Loan subject to a Transaction Transactions (a “Margin Deficit”), then Buyer may Agent may, by notice to any the Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (as such requirementnotice is more particularly set forth below, a “Margin Call”). b. Notice delivered pursuant , require Seller to Section 6(atransfer to Purchaser or its designee cash or, at Purchaser’s option (and provided Seller has additional Eligible Mortgage Loans), additional Eligible Mortgage Loans to Purchaser (“Additional Purchased Mortgage Loans”) may be given by any written to cure the Margin Deficit provided that such Margin Deficit shall equal or electronic meansexceed $250,000. With respect to If the Agent delivers a Margin Call in to the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. Seller on or prior to 10:00 a.m. (New York City time) on a any Business Day Day, then the Seller shall be met, and the related Margin Call satisfied, transfer cash or Additional Purchased Mortgage Loans to Purchaser or its designee no later than 5:00 p.m. (New York City time) on the following same Business Day; notice given after 5:00 p.m. (New York City time) on . In the event the Agent delivers a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second Business 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 Seller after 10:00 a.m. (New York 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 City time) on the following next succeeding Business Day. The foregoing time requirements for satisfaction . (c) Any cash transferred to Purchaser or its designee pursuant to Section 16(f)(ii) herein shall reduce the Repurchase Price of a Margin Call are referred to as the “Margin Deadlines”). 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. 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 BuyerPurchaser’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In (e) For the event avoidance of doubt, it is hereby understood and agreed that a Seller shall be responsible for satisfying any Margin Deficit exists with respect to existing as a result of 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 reduction of the related Margin Deficit and (ii) may be applied by Buyer against Principal Balance 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, pursuant to make a Margin Call in accordance with the provisions of this Section 6any action by any bankruptcy court.

Margin Maintenance. a. If at any time the outstanding Purchase Price Market Value of any Purchased Mortgage Loan subject to a Transaction is greater less than the Asset Value of Buyer’s Margin Amount for such Purchased Mortgage Loan subject to a Transaction (a “Margin Deficit”), then Buyer may by notice to any Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”)) . b. Notice delivered pursuant to Section 6(a) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second 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 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. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In the event that a Margin Deficit exists with respect 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 (ii) may be applied by Buyer against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, the Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6.

Margin Maintenance. a. (a) If at any time the aggregate outstanding amount of the Purchase Price of any Purchased Mortgage Loan subject to a Transaction is greater than exceeds the Asset Value 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 Securities) after taking into account any Transaction being effected on such Purchased Mortgage Loan subject to a Transaction date (such excess, a “Margin Deficit”), then the Buyer may by notice to any the Seller require the Seller to transfer to Buyer cash in an amount at least equal to eliminate the Margin Deficit (such requirement, a “Margin Call”) by (i) making a Margin 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 the sole discretion of the Buyer (not to be unreasonably withheld), pledging a Pledged Margin Security to Buyer. b. (b) Notice delivered pursuant to Section 6(a2.05(a) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; . With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. 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 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. 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 rights under this Agreement or otherwise existing by law or in any way create additional rights for the Seller. c. (c) In the event that a Margin Deficit exists with respect to any Purchased Mortgage Loanexists, the Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall may be held by the Buyer against the related Margin Deficit and or (ii) may be applied by the Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfiedPurchase Price. Notwithstanding the foregoing, the Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 62.05. (d) If the aggregate outstanding amount of the Asset Base exceeds the Purchase Price as determined on each MRA Payment Date (such excess, 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 Excess indicated in such Margin Excess Notice. Seller shall deliver such Margin 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 Buyer shall provide Consideration to the Seller in the requested amount on 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 VFN Principal Balance, (ii) release of Eligible Securities, (iii) issuance of additional Notes and (iv) otherwise, an increase in the value of the Owner Trust Certificate.

Margin Maintenance. a. If at any time the outstanding Purchase Price of any Purchased Mortgage Loan subject to a Transaction is greater than the Asset Value of such Purchased Mortgage Loan subject to a Transaction (a “Margin Deficit”), then Buyer may by notice to any Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”)) . b. Notice delivered pursuant to Section 6(a) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second 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. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In the event that a Margin Deficit exists with respect 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 (ii) may be applied by Buyer against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, the Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this 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 good faith discretion. (b) If, as of any time date of determination, the outstanding 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, taking into account the cash then on deposit in the Collection Accounts, multiplied by (ii) the applicable Purchase Price of any Purchased Mortgage Loan subject to a Transaction Percentage is greater less than the Asset Value of Repurchase Price (less the related Price Differential) for all such Purchased Mortgage Loan subject to a Transaction Transactions (a “Margin Deficit”), then Buyer may Agent may, by notice to any the Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (as such requirementnotice is more particularly set forth below, a “Margin Call”). b. Notice delivered pursuant , require Seller to Section 6(atransfer to the related Purchaser or the related Purchaser’s designee cash or, at the related Purchaser’s option (and provided Seller has additional Eligible Mortgage Loans), additional Eligible Mortgage Loans to the related Purchaser (“Additional Purchased Mortgage Loans”) may be given by any written or electronic meansto cure the Margin Deficit. With respect to If the Agent delivers a Margin Call in to the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. Seller on or prior to 11:00 a.m. (New York 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 (i) 5:00 p.m. (New York City time) on the following same Business Day; notice given . In the event the Agent delivers a Margin Call to Seller after 5:00 p.m. 11:00 a.m. (New York 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 (i) 12:00 p.m. (New York City time) on the second next succeeding Business Day following the date of such notice. With respect Day. (c) Any cash transferred 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 timePurchaser or its designee pursuant to Section 16(f)(ii) on such Business Day; notice given after 10:00 a.m. (New York City 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. Transactions. (New York City timed) 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 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. 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 Seller. c. In (e) For the event avoidance of doubt, it is hereby understood and agreed that a Seller shall be responsible for satisfying any Margin Deficit exists with respect existing as a result of any cram down of the unpaid principal balance of any Purchased Asset pursuant to any Purchased Mortgage Loan, Buyer may retain action by 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 (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6bankruptcy court.

Margin Maintenance. a. If at any time the outstanding Purchase Price of any Purchased Mortgage Loan subject to a Transaction is greater than the Asset Value of such Purchased Mortgage Loan subject to a Transaction (a “Margin Deficit”), then Buyer Administrative Agent may by notice to any Seller require Seller to transfer to Buyer Administrative Agent for the benefit of Buyers cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”). b. Notice delivered pursuant to Section 6(a) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second 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. 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 10:00 a.m. 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 1:00 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 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. 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 BuyerAdministrative Agent’s or Buyers’ rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In the event that a Margin Deficit exists with respect to any Purchased Mortgage Loanexists, Buyer Administrative Agent may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) shall be held by Buyer Administrative Agent against the related Margin Deficit and (ii) may be applied by Buyer Administrative Agent against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer the Administrative Agent retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6.

Margin Maintenance. a. If at any time the outstanding Margin Base is less than the aggregate Purchase Price of any Purchased Mortgage Loan subject to for all outstanding Transactions (such deficiency, a Transaction is greater than the Asset Value of such Purchased Mortgage Loan subject to a Transaction (a “"Margin Deficit”"), then Buyer may by notice to any Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (such requirement, a “"Margin Call”)") so that the Margin Base of the Purchased Mortgage Loans will thereupon equal or exceed the aggregate Purchase Price for all outstanding Transactions. Any cash transferred by the Seller to Buyer to satisfy a Margin Call shall be applied to reduce the Repurchase Price. b. Notice delivered pursuant to Section 6(a) hereof may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any Any notice given before 5:00 p.m. (10:00 a.m. New York City time) 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) time on the following such Business Day; notice given after 5:00 p.m. (10:00 a.m. New York City time) time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second Business 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) time on the following Business Day. The 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 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 Seller. c. On any day on which the Margin Base exceeds the aggregate Purchase Price of all Transactions, so long as no Default or Event of Default has occurred and is continuing: (1) Seller may prepare a Request for Additional Transactions for Excess Margin in the form of Exhibit O attached hereto ("Request for Additional Transactions for Excess Margin"), specifying (i) the Margin Base with respect to such Mortgage Loans sold hereunder before giving effect to the requested Transaction, (ii) the aggregate outstanding Purchase Price of the Transactions prior to giving effect to the requested Transaction, and (iii) a certification that, upon the consummation of the additional Transactions, the Margin Base will be equal to or greater than the aggregate outstanding Purchase Price of all outstanding Transactions, and the excess of the Margin Base over the aggregate outstanding Purchase Price, after giving effect to the Transaction, shall be the "Excess Margin". (2) Seller shall transmit via electronic transmission the Request for Additional Transactions for Excess Margin to Buyer prior to 12:00 noon, New York City time, on the requested Purchase Date. Upon confirming that the Request for Additional Transactions for Excess Margin correctly reflects the information set forth in Section 6(c)(1) hereof and that, after giving effect to the requested Transaction, the amount of the Margin Base would be equal to or greater than the aggregate outstanding Purchase Price of all Transactions, Buyer shall remit the additional Purchase Price in the amount set forth in such Request for Additional Transactions for Excess Margin and send a revised Confirmation with respect to such Purchased Mortgage Loans. In the event that a Buyer's assessment of the Margin Deficit exists with respect to Base would alter the information set forth in any Purchased Mortgage LoanRequest for Additional Transactions for Excess Margin, Buyer may retain any funds received by it shall promptly notify Seller in writing of such assessment. (3) Buyer shall not be obligated to remit the additional Purchase Price requested pursuant to a Request for Additional Transactions for Excess Margin which 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 any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, reasonably determines is based on erroneous information or would result in its sole discretion, to make a Margin Call Transaction other than in accordance with the provisions terms of this Section 6Agreement, or (ii) does not reflect Buyer's current determination of Market Value as provided in the definition thereof.

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 outstanding 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, taking into account the cash then on deposit in the Collection Accounts, multiplied by (ii) the applicable Purchase Price of any Purchased Mortgage Loan subject to a Transaction Percentage is greater less than the Asset Value of Repurchase Price (less the related Price Differential) for all such Purchased Mortgage Loan subject to a Transaction Transactions (a “Margin Deficit”), then Buyer may Agent may, by notice to any the Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (as such requirementnotice is more particularly set forth below, a “Margin Call”). b. Notice delivered pursuant , require Seller to Section 6(atransfer to the related Purchaser or the related Purchaser's designee cash or, at the related Purchaser's option (and provided Seller has additional Eligible Mortgage Loans), additional Eligible Mortgage Loans to the related Purchaser (“Additional Purchased Mortgage Loans”) may be given by any written or electronic meansto cure the Margin Deficit. With respect to If the Agent delivers a Margin Call in to the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. Seller on or prior to 11:00 a.m. (New York 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 (i) 5:00 p.m. (New York City time) on the following same Business Day; notice given . In the event the Agent delivers a Margin Call to Seller after 5:00 p.m. 11:00 a.m. (New York 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 (i) 12:00 p.m. (New York City time) on the second next succeeding Business Day following the date of such notice. With respect Day. (c) Any cash transferred 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 timePurchaser or its designee pursuant to Section 16(f)(ii) on such Business Day; notice given after 10:00 a.m. (New York City 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. Transactions. (New York City timed) 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 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. 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 Seller. c. In (e) For the event avoidance of doubt, it is hereby understood and agreed that a Seller shall be responsible for satisfying any Margin Deficit exists with respect existing as a result of any cram down of the unpaid principal balance of any Purchased Asset pursuant to any Purchased Mortgage Loan, Buyer may retain action by 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 (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6bankruptcy court.

Margin Maintenance. a. (a) If at any time the aggregate outstanding amount of the Purchase Price of any Purchased Mortgage Loan subject to a Transaction is greater than in connection with Receivables exceeds the Receivables Asset Value of Base in effect at such Purchased Mortgage Loan subject to a Transaction time, as determined by Buyer (such excess, a “Receivables Margin Deficit”), then Buyer may by notice to any Seller require Seller to transfer to Buyer cash in an amount at least equal to the Receivables Margin Deficit (such requirement, a “Receivables Margin Call”). (b) If at any time the aggregate outstanding amount of the Purchase Price in connection with Servicing Rights exceeds the Servicing Rights Asset Base in effect at such time, as determined by Buyer (such excess, a “Servicing Rights Margin Deficit”), then Buyer may by notice to Seller require Seller to transfer to Buyer cash in an amount at least equal to the Servicing Rights Margin Deficit (such requirement, a “Servicing Rights Margin Call” and together with a Receivables Margin Call, a “Margin Call”). b. (c) Notice delivered pursuant to Section 6(a2.05(a) or Section 2.05(b) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the outstanding principal amount of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second 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. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. (d) In the event that a Margin Deficit exists with respect to any Purchased Mortgage Loanexists, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) shall may be held by Buyer against the related Margin Deficit and or (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfiedPurchase Price. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 62.05.

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 acting in good faith. (b) If, as of any date of determination, the outstanding lesser of (a) 95% of the Principal Balance of the Eligible Mortgage Loans and (b) the aggregate Market Value of all related Purchased Assets subject to all Transactions, taking into account the cash then on deposit in the Collection Account, multiplied by the applicable Purchase Price of any Purchased Mortgage Loan subject to a Transaction Percentage is greater less than the Asset Value of Repurchase Price for all such Purchased Mortgage Loan subject to a Transaction Transactions (a “Margin Deficit”)) by an amount equal to or greater than $10,000, then Buyer may Agent may, by notice to any the Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (as such requirementnotice is more particularly set forth below, a “Margin Call”). b. Notice delivered pursuant , require Seller to Section 6(atransfer to Purchaser or its designee cash or, at Purchaser’s option (and provided Seller has additional Eligible Mortgage Loans), additional Eligible Mortgage Loans to Purchaser (“Additional Purchased Mortgage Loans”) may be given by any written or electronic meansto cure the Margin Deficit. With respect to If the Agent delivers a Margin Call in to the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 Seller on or prior to 12:00 p.m. (New York City time) on a any Business Day Day, then the Seller shall be met, and the related Margin Call satisfied, transfer cash or Additional Purchased Mortgage Loans to Purchaser or its designee no later than 5:00 p.m. (New York City time) on the following same Business Day; notice given . In the event the Agent delivers a Margin Call to Seller after 5:00 12:00 p.m. (New York 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 1:00 p.m. (New York City time) on the second next succeeding Business Day following Day. (c) Any cash transferred to Purchaser or its designee pursuant to Section 16(f)(ii) herein shall reduce the date Repurchase Price 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. Transactions. (New York City timed) 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 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. Seller and Buyer Purchaser each agree that a failure or delay by Buyer Purchaser to exercise its rights hereunder shall not limit or waive BuyerPurchaser’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In (e) For the event avoidance of doubt, it is hereby understood and agreed that a Seller shall be responsible for satisfying any Margin Deficit exists with respect existing as a result of any reduction of the Principal Balance of any Purchased Asset pursuant to any Purchased Mortgage Loan, Buyer may retain action by 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 (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6bankruptcy court.

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 Asset Base of all Purchased Assets and all Eligible Loans proposed to be sold in such Transaction is less than the aggregate outstanding Purchase Price of any all Purchased Mortgage Loan subject to a Transaction is greater than the Asset Value of Assets for all such Purchased Mortgage Loan subject to a Transaction Transactions (such excess, a “Margin Deficit”), then subject to the last sentence of this paragraph, Buyer may may, by notice to any Seller (a “Margin Call”), require Seller to transfer to Buyer cash or Substitute Assets approved by Buyer in its sole discretion in an amount at least equal sufficient to the cure such Margin Deficit (such requirement, a “Margin Call”). b. Notice delivered pursuant to Section 6(a) may be given by any written or electronic meansDeficit. With respect to If Buyer delivers a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. to Seller on or prior to 10:00 a.m. (New York City time) on a any Business Day Day, then Seller shall be met, and transfer the related Margin Call satisfied, required amount of cash or Substitute Assets to Buyer no later than 5:00 p.m. (New York City time) on the following date that is the same Business Day; notice given Days after 5:00 p.m. 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 a any Business Day shall Day, 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 City time) on the second date that is the next Business Day following the date Days after Seller’s receipt 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. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In the event that a Margin Deficit exists with respect 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 (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfiedCall. Notwithstanding the foregoing, provided that no Default or Event of Default shall have occurred and be continuing, Buyer retains shall not require the rightSeller 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 its reasonable, good faith discretion. (c) Buyer’s election, in its sole and absolute discretion, not to make a Margin Call at any time there is a Margin Deficit will not in accordance with 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 provisions repayment of this the Repurchase Price of outstanding Transactions pursuant to Section 64(a)(i) and any Substitute Assets will be deemed to be Purchased Assets.

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 outstanding 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, taking into account the cash then on deposit in the Collection Account, multiplied by the applicable Purchase Price of any Purchased Mortgage Loan subject to a Transaction Percentage is greater less than the Asset Value of Repurchase Price (excluding accrued Price Differential) for all such Purchased Mortgage Loan subject to a Transaction Transactions (a “Margin Deficit”), then Buyer may Agent may, by notice to any the Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (as such requirementnotice is more particularly set forth below, a “Margin Call”). b. Notice delivered pursuant , require Seller to Section 6(atransfer to Purchaser or its designee cash or, at Purchaser’s option (and provided Seller has additional Eligible Mortgage Loans), additional Eligible Mortgage Loans to Purchaser (“Additional Purchased Mortgage Loans”) may be given by any written or electronic means. With respect to cure the Margin Deficit; provided that Purchaser shall not provide notice of a Margin Call in to Seller until the amount of less than 5% of Margin Deficit equals or exceeds $500,000 (such number to be calculated by accounting for amounts that may be due under that certain forward sale agreement, dated on or about the Purchase Price for all Transactions (Effective Date, entered into between Seller and Purchaser). If the Agent delivers a “Low Percentage Margin Call”), any notice given before 5:00 p.m. Call to the Seller on or prior to 11:00 a.m. (New York City time) on a any Business Day Day, then the Seller shall be met, and the related Margin Call satisfied, transfer cash or Additional Purchased Mortgage Loans to Purchaser or its designee no later than 5:00 p.m. (New York City time) on the following same Business Day; notice given . In the event the Agent delivers a Margin Call to Seller after 5:00 p.m. 11:00 a.m. (New York 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 City time) on the second next succeeding Business Day following Day. (c) Any cash transferred to Purchaser or its designee pursuant to Section 16(f)(ii)(B) herein shall reduce the date Repurchase Price 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. Transactions. (New York City timed) 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 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. 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 BuyerPurchaser’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In (e) For the event avoidance of doubt, it is hereby understood and agreed that a Seller shall be responsible for satisfying any Margin Deficit exists with respect existing as a result of any reduction of the Principal Balance of any Purchased Asset pursuant to any Purchased Mortgage Loan, Buyer may retain action by 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 (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6bankruptcy court.

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 good faith discretion. (i) If, as of any time date of determination, the outstanding lesser of (a) the unpaid principal balance of the Purchased Assets and (b) the aggregate Market Value of all related Purchased Assets subject to all Transactions, taking into account the cash then on deposit in the Collection Account, multiplied by the applicable Purchase Price of any Purchased Mortgage Loan subject to a Transaction Percentage is greater less than the Asset Value of Repurchase Price for all such Purchased Mortgage Loan subject to a Transaction Transactions (a “Margin Deficit”), then Buyer may Agent may, by notice to any the Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (as such requirementnotice is more particularly set forth below, a “Margin Call”). b. Notice delivered pursuant , require Seller to Section 6(atransfer to Purchaser or its designee cash or, at Purchaser’s option (and provided Seller has additional Eligible Mortgage Loans), additional Eligible Mortgage Loans to Purchaser (“Additional Purchased Mortgage Loans”) may be given by any written or electronic meansto cure the Margin Deficit. With respect to If the Agent delivers a Margin Call in to the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. Seller on or prior to 11:00 a.m. (New York City time) on a any Business Day Day, then the Seller shall be met, and the related Margin Call satisfied, transfer cash or Additional Purchased Mortgage Loans to Purchaser or its designee no later than (i) 5:00 p.m. (New York City time) on the following same Business Day; notice given . In the event the Agent delivers a Margin Call to Seller after 5:00 p.m. 11:00 a.m. (New York 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 (i) 12:00 p.m. (New York City time) on the second next succeeding Business Day following Day. (ii) If, on any day prior to the date Termination Date, if no Event of Default has occurred and is continuing, (x) the aggregate Market Value of all Purchased Assets subject to all Transactions, taking into account all cash then on deposit in the Collection Account, multiplied by the applicable Purchase Price Percentage is greater than (y) the Repurchase Price as of such noticedate (such excess amount, a “Margin Excess”), Seller may upon at least two (2) Business Days prior notice to Purchaser request Purchaser to apply and Purchaser shall apply or cause the Bank to apply an amount necessary to reduce the Margin Excess to zero on the next Monthly Payment Date. With respect to all Any Margin Calls other than Low Percentage Margin Calls, any notice given before 10:00 a.m. (New York City time) on a Business Day Excess paid by Purchaser under this provision shall be met, and applied by Purchaser to increase the respective Purchase Price of the Purchased Assets. (b) [RESERVED] (c) Any cash transferred to Purchaser or its designee pursuant to Section 5 herein shall reduce the Repurchase Price of the related Margin Call satisfied, no later than 5:00 p.m. Transactions. (New York City timed) 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 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. 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 BuyerPurchaser’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In (e) For the event avoidance of doubt, it is hereby understood and agreed that Seller shall be responsible for satisfying any Margin Deficit existing as a result of any reduction of the unpaid principal balance of any Purchased Asset pursuant to any action by any bankruptcy court. (f) Notwithstanding section 7(b) above, (i) amounts due on account of a Margin Deficit exists with respect to any Purchased Mortgage Loan, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) or Margin Excess hereunder shall be held by Buyer netted against any Variation Margin as defined under the related Forward AAA Securities Purchase Agreement before Margin Deficit Call payments or payments of Margin Excess are made and (ii) may be applied by Buyer against to the extent that any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, payment amount with respect to make a Margin Call in accordance with or Margin Excess at the provisions time due and owing is less than $100,000 (the “Minimum Transfer Amount”), the party owing such amount is not required to transfer funds until such amount reaches the Minimum Transfer Amount; for avoidance of this Section 6doubt all such amounts shall remain due and owing.

Margin Maintenance. a. (a) If at any time the aggregate outstanding amount of the Purchase Price of any Purchased Mortgage Loan subject to a Transaction is greater than exceeds the Asset Value 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 Securities) after taking into account any Transaction being effected on such Purchased Mortgage Loan subject to a Transaction date (such excess, a “Margin Deficit”), then the Buyer may by notice to any the Seller require the Seller to transfer to Buyer cash in an amount at least equal to eliminate the Margin Deficit (such requirement, a “Margin Call”) by (i) making a Margin 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 the sole discretion of the Buyer (not to be unreasonably withheld), pledging a Pledged Margin Security to Buyer. b. (b) Notice delivered pursuant to Section 6(a2.05(a) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; . With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. 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 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. 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 rights under this Agreement or otherwise existing by law or in any way create additional rights for the Seller. c. (c) In the event that a Margin Deficit exists with respect to any Purchased Mortgage Loanexists, the Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall may be held by the Buyer against the related Margin Deficit and or (ii) may be applied by the Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfiedPurchase Price. Notwithstanding the foregoing, the Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 62.05. (d) If the aggregate outstanding amount of the Asset Base exceeds the Purchase Price as determined on each MRA Payment Date (such excess, 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 Excess indicated in such Margin Excess Notice. Seller shall deliver such Margin 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 Buyer shall provide Consideration to the Seller in the requested amount on 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 VFN Principal Balance, (ii) release of Eligible Securities or Pledged Margin Securities, (iii) issuance of additional Notes and (iv) otherwise, an increase in the value of the Owner Trust Certificate.

Margin Maintenance. a. If at any time the outstanding Purchase Price of any Purchased Trust Interest, Trust Mortgage Loan or REO Property subject to a Transaction is greater than the Asset Value of such Purchased Trust Interest, Trust Mortgage Loan or REO Property subject to a Transaction (a “Margin Deficit”)) and such Margin Deficit is greater than the Margin Threshold, then Buyer may by notice to any Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”), such amount to be applied to reduce the Purchase Price of the affected Trust Mortgage Loan or REO Property, as applicable. b. Notice delivered pursuant to Section 6(a) 6.a above may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second Business Day following the date of such notice. With respect to all Margin Calls other than Low Percentage Margin Calls, any 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 2:00 p.m. (New York City time) on the following Business Day. The 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. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In the event that a Margin Deficit exists with respect to any Purchased Trust Interest, Trust Mortgage LoanLoan or REO Property, 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 (ii) may be applied by Buyer against the Purchase Price of any Purchased Trust Interest, Trust Mortgage Loan or REO Property for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, the Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6.

Margin Maintenance. a. If at any time the outstanding Purchase Price of any Purchased Mortgage Loan Certificate or Contributed Asset subject to a Transaction is greater than the Asset Value of such Purchased Mortgage Loan Certificate or Contributed Asset subject to a Transaction (a “Margin Deficit”)) and such Margin Deficit is greater than the Margin Threshold, then Buyer may by notice to any Seller require such Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”), such amount to be applied to reduce the Purchase Price of the affected Contributed Asset, as applicable. b. Notice delivered pursuant to Section 6(a) 6.a above may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second Business Day following the date of such notice. With respect to all Margin Calls other than Low Percentage Margin Calls, any 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 2:00 p.m. (New York City time) on the following Business Day. The 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. Seller 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 each Seller. c. In the event that a Margin Deficit exists with respect to any Purchased Mortgage LoanCertificate 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 (ii) may be applied by Buyer against the Purchase Price of any Purchased Mortgage Loan Certificate or Contributed Asset for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, the Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6.

Margin Maintenance. a. If at any time the outstanding Purchase Price Market Value of any Purchased Mortgage Loan, Trust Mortgage Loan or REO Property subject to a Transaction is greater less than the Asset Value of Buyer’s Margin Amount for such Purchased Mortgage Loan, Trust Mortgage Loan subject to a Transaction or REO Property (a “Margin Deficit”), then Buyer may by notice to any Seller Sellers require Seller Sellers to transfer to Buyer cash in an amount at least equal to the Margin Deficit subject to or related to a Transaction or solely with the consent of Buyer in its sole discretion, additional Mortgage Loans or REO Property with a Purchase Price equal to such Margin Deficit (such requirement, a “Margin Call”). b. Notice delivered pursuant to Section 6(a) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second 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. Seller 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 SellerSellers. c. In the event that a Margin Deficit exists with respect to any Purchased Mortgage Loan, Trust Mortgage Loan or REO Property, Buyer may retain any funds received by it to which Seller the Sellers, any Trust Subsidiary or REO Subsidiary, as applicable, 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 or, without duplication, Release Price of any REO Property or Trust Mortgage Loan, as applicable, for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, the Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6. d. In the event that Sellers reasonably believe that the Market Value of all Purchased Assets exceeds the aggregate Buyer’s Margin Amount 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 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 case of REO Properties and Trust Mortgage Loans, Purchase Price Increase) shall be added to the Purchase Price for the applicable Purchased Assets. For the avoidance of 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 future.

Margin Maintenance. a. If at any time the aggregate outstanding Purchase Price of any Purchased the Underlying Mortgage Loan Loans subject to a Transaction Transactions hereunder is greater than the Asset Value aggregate Minimum Maintenance Amount of such Purchased all Underlying Mortgage Loan Loans subject to a Transaction Transactions hereunder (a “Margin Deficit”)) such Margin Deficit is greater than the Margin Threshold, then Buyer may by notice to any Seller require Seller to to, at the option of Seller, either (1) transfer to Buyer cash, or (2) deposit cash into the Margin Account, in each case, in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”). If Seller elects to deposit such cash into the Margin Account to cure a Margin Deficit, thereafter, upon four (4) Business Days written notice to Buyer and the Paying Agent, Seller shall have the option to designate all or any portion of such cash to be applied to reduce the Purchase Price of the affected Mortgage Loan(s). b. Notice delivered pursuant to Section 6(a) 6.a above may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second Business Day following the date of such notice. With respect to all Margin Calls other than Low Percentage Margin Calls, any 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 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. Seller and Buyer ▇▇▇▇▇ each agree that a failure or delay by Buyer ▇▇▇▇▇ to exercise its rights hereunder shall not limit 126103752\V-5 or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In the event that a Margin Deficit exists with respect to any Purchased the Mortgage LoanLoans, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) shall be held by Buyer in the Margin Account against the related Margin Deficit and (ii) may be applied by Buyer against any Purchased the Purchase Price of the Mortgage Loan Loans for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 66.a.

Margin Maintenance. a. (a) If at any time the outstanding aggregate Purchase Price of any Purchased all Transactions then outstanding hereunder exceeds the aggregate Recognized Value of all Mortgage Loan Loans subject to a Transaction such Transactions and such excess is greater than the Asset Value of such Purchased Mortgage Loan subject to a Transaction Margin Threshold (a “Margin DeficitDeficiency”), then Buyer may at its sole option, and by notice to any Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (as such requirementnotice is more particularly set forth below, a “Margin Call”)., require Seller to either: b. Notice delivered pursuant (i) deposit cash into the Margin Call Reserve Account so that the aggregate Recognized Value of all Mortgage Loans subject to Section 6(asuch Transactions, including any such cash deposited into the Margin Call Reserve Account by Seller, will thereupon equal or exceed the aggregate Purchase Price of all Transactions then outstanding hereunder; or (ii) may pay one or more Repurchase Prices, as applicable, in an amount sufficient to reduce the related Purchase Price so that the aggregate Purchase Price of all Transactions then outstanding is less than or equal to the aggregate Recognized Value of all Mortgage Loans subject to such Transaction; provided, however, that the Margin Threshold shall not be given by any written or electronic meansapplicable to a Wet-Ink Mortgage Loan that exceeds the Maximum Dwell Time. With respect to If Buyer delivers a Margin Call in the amount of less to Seller on or prior to 11:00 a.m. (New York City time) on any Business Day, then Seller shall transfer cash to Buyer no later than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) that same day. If Buyer delivers a Margin Call to Seller after 11:00 a.m. (New York City time) on a any Business Day Day, then Seller shall be met, and the related Margin Call satisfied, required to transfer cash by no later than 5:00 p.m. (New York City time) on the following Business Day; notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second 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 next subsequent Business Day. The foregoing time requirements for satisfaction Notice 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. Seller and Buyer each agree that a failure or delay may be provided by Buyer to exercise its rights Seller electronically or in writing, such as via e-mail. (b) If at any time the aggregate Purchase Price of all Transactions then outstanding hereunder exceeds the Maximum Amount then in effect, the Seller shall at such time make a payment to the Buyer, in respect of the aggregate Repurchase Price such that, after giving effect to such payment, the aggregate Purchase Price of all Transactions then outstanding hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or exceed the Maximum Amount then in any way create additional rights for Sellereffect. c. In the event that a Margin Deficit exists with respect 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 (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 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 outstanding 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, taking into account the cash then on deposit in the Collection Accounts, multiplied by the applicable Purchase Price of any Purchased Mortgage Loan subject to a Transaction Percentage is greater less than the Asset Value of Repurchase Price (excluding accrued Price Differential) for all such Purchased Mortgage Loan subject to a Transaction Transactions (a “Margin Deficit”), then Buyer may Agent may, by notice to any the Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (as such requirementnotice is more particularly set forth below, a “Margin Call”). b. Notice delivered pursuant , require Seller to Section 6(atransfer to Purchaser or its designee cash or, at Purchaser’s option (and provided Seller has additional Eligible Mortgage Loans), additional Eligible Mortgage Loans to Purchaser (“Additional Purchased Mortgage Loans”) may be given by any written or electronic means. With respect to cure the Margin Deficit; provided that Purchaser shall not provide notice of a Margin Call in to Seller until the amount of less than 5% of Margin Deficit equals or exceeds $500,000 (such number to be calculated by accounting for amounts that may be due under that certain forward sale agreement, dated on or about the Purchase Price for all Transactions (Effective Date, entered into between Seller and Purchaser). If the Agent delivers a “Low Percentage Margin Call”), any notice given before 5:00 p.m. Call to the Seller on or prior to 11:00 a.m. (New York City time) on a any Business Day Day, then the Seller shall be met, and the related Margin Call satisfied, transfer cash or Additional Purchased Mortgage Loans to Purchaser or its designee no later than 5:00 p.m. (New York City time) on the following same Business Day; notice given . In the event the Agent delivers a Margin Call to Seller after 5:00 p.m. 11:00 a.m. (New York 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 City time) on the second next succeeding Business Day following Day. (c) Any cash transferred to Purchaser or its designee pursuant to Section 16(f)(ii)(B) herein shall reduce the date Repurchase Price 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. Transactions. (New York City timed) 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 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. 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 BuyerPurchaser’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In (e) For the event avoidance of doubt, it is hereby understood and agreed that a Seller shall be responsible for satisfying any Margin Deficit exists with respect existing as a result of any reduction of the Principal Balance of any Purchased Asset pursuant to any Purchased Mortgage Loan, Buyer may retain action by 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 (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6bankruptcy court.

Margin Maintenance. a. (a) If at any time the aggregate outstanding amount of the Purchase Price of any Purchased Mortgage Loan subject to a Transaction is greater than exceeds the Asset Value of Base in effect at such Purchased Mortgage Loan subject to a 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 any Seller require Seller to transfer to Buyer cash in an amount at least equal to eliminate the Margin Deficit (such requirement, a “Margin Call”)) by effectuating the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Sold MSR Portfolio. b. (b) Notice delivered pursuant to Section 6(a2.05(a) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; . With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. 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. 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 rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. (c) In the event that a Margin Deficit exists with respect to any Purchased Mortgage Loanexists, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) shall may be held by Buyer against the related Margin Deficit and or (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfiedPurchase Price. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 62.05. (d) If at any time the aggregate outstanding amount of the Asset Base in effect at such time exceeds the Purchase Price, as determined on each Interim Payment Date after taking into account any 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 Excess.

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 outstanding 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, taking into account the cash then on deposit in the Collection Account, multiplied by the applicable Purchase Price of any Purchased Mortgage Loan subject to a Transaction Percentage is greater less than the Asset Value of Repurchase Price (excluding accrued Price Differential) for all such Purchased Mortgage Loan subject to a Transaction Transactions (a “Margin Deficit”), then Buyer may Agent may, by notice to any the Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (as such requirementnotice is more particularly set forth below, a “Margin Call”). b. Notice delivered pursuant , require Seller to Section 6(atransfer to Purchaser or its designee cash or, at Purchaser’s option (and provided Seller has additional Eligible Mortgage Loans), additional Eligible Mortgage Loans to Purchaser (“Additional Purchased Mortgage Loans”) may be given by any written or electronic meansto cure the Margin Deficit. With respect to If the Agent delivers a Margin Call in to the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. Seller on or prior to 11:00 a.m. (New York City time) on a any Business Day Day, then the Seller shall be met, and the related Margin Call satisfied, transfer cash or Additional Purchased Mortgage Loans to Purchaser or its designee no later than 5:00 p.m. (New York City time) on the following same Business Day; notice given . In the event the Agent delivers a Margin Call to Seller after 5:00 p.m. 11:00 a.m. (New York 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 City time) on the second next succeeding Business Day following Day. (c) Any cash transferred to Purchaser or its designee pursuant to Section 16(f)(ii) herein shall reduce the date Repurchase Price 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. Transactions. (New York City timed) 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 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. 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 BuyerPurchaser’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In (e) For the event avoidance of doubt, it is hereby understood and agreed that a Seller shall be responsible for satisfying any Margin Deficit exists with respect existing as a result of any reduction of the Principal Balance of any Purchased Asset pursuant to any Purchased Mortgage Loan, Buyer may retain action by 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 (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6bankruptcy court.

Margin Maintenance. a. If at any time the 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 such Purchased Mortgage Loan or Contributed Asset underlying a REO Subsidiary Interest subject to a Transaction (a “Margin Deficit”), then Buyer may by notice to any Seller Sellers require Seller Sellers to transfer to Buyer cash in an amount at least equal to the 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 equal to such Margin Deficit (such requirement, a “Margin Call”). b. Notice delivered pursuant to Section 6(a) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second 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 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. 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 rights under this Agreement or otherwise existing by law or in any way create additional rights for a Seller. c. In the event that a Margin Deficit exists with respect to any Purchased Mortgage LoanLoan or Contributed Asset, Buyer may retain any funds received by it to which Seller 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 (ii) may will be applied by Buyer against any 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, the Buyer retains the right, in its sole discretion, to make a Margin Call 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 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 case of Contributed Assets, Purchase Price Increase) shall be added to the Purchase Price for the applicable Purchased Assets. For the avoidance of 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 future.

Margin Maintenance. a. (a) If at any time the aggregate outstanding amount of the Purchase Price of any Purchased Mortgage Loan the Participation Certificates subject to a Transaction all Transactions is greater than the sum of (i) the Asset Value of 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 Purchased Mortgage Loan subject to a Transaction date (such excess, a “Margin Deficit”), then the Buyer may may, by notice to any Seller the Repo Seller, require the Repo Seller to transfer to the Buyer cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”). b. (b) Notice delivered pursuant to Section 6(a2.04(a) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; . With respect to a Margin Call, any notice given on or after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. 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 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 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 rights under this Agreement or otherwise existing by law or in any way create additional rights for the Repo Seller. c. (c) In the event that a Margin Deficit exists with respect to any Purchased Mortgage Loanexists, the Buyer may retain any funds received by it to which the Repo Seller would otherwise be entitled hereunderhereunder and may, which at the Buyer’s sole and exclusive election, apply such funds (i) shall be held by Buyer against such Margin Deficit or against the related Margin Deficit and (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfiedPurchase Price. Notwithstanding the foregoing, the Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 62.04.

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 outstanding Agent determines that the aggregate Asset Base of all Purchased Assets and all Eligible Loans proposed to be sold in such Transaction is less than the aggregate Outstanding Purchase Price of any all Purchased Mortgage Loan subject to a Transaction is greater than the Asset Value of Assets for all such Purchased Mortgage Loan subject to a Transaction Transactions (such excess, a “Margin Deficit”), then subject to the last sentence of this paragraph, Buyer may may, by notice to any Seller (a “Margin Call”), require Seller to transfer to Buyer cash or Substitute Assets approved by Buyer in its sole discretion in an amount at least equal sufficient to the cure such Margin Deficit (such requirement, a “Margin Call”). b. Notice delivered pursuant to Section 6(a) may be given by any written or electronic meansDeficit. With respect to If Buyer delivers a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. to Seller on or prior to 10:00 a.m. (New York City time) on a any Business Day Day, then Seller shall be met, and transfer the related Margin Call satisfied, required amount of cash or Substitute Assets to Buyer no later than 5:00 p.m. (New York City time) on the following date that is the same Business Day; notice given Days after 5:00 p.m. 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 a any Business Day shall Day, 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 City time) on the second date that is the next Business Day following the date Days after Seller’s receipt 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. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In the event that a Margin Deficit exists with respect 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 (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfiedCall. Notwithstanding the foregoing, provided that no Default or Event of Default shall have occurred and be continuing, Buyer retains shall not require the rightSeller to satisfy a Margin Call and no Margin Call shall be required to be made unless the Margin Deficit in the 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) Buyer’s election, in its sole and absolute discretion, not to make a Margin Call at any time there is a Margin Deficit will not in accordance with 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 provisions repayment of this the Repurchase Price of outstanding Transactions pursuant to Section 64(a)(i) and any Substitute Assets will be deemed to be Purchased Assets.

Margin Maintenance. a. (a) If at any time the aggregate outstanding amount of the Purchase Price of with respect to any Purchased Mortgage Loan subject to a Transaction is greater than Participation Certificate exceeds the Asset Value Base with respect to such 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 Purchased Mortgage Loan subject to a Transaction date (such excess, a “Margin Deficit”), then Buyer may may, by notice to any Seller Seller, require Seller to transfer to Buyer cash in an amount at least equal to eliminate the Margin Deficit (such requirement, a “Margin Call”)) by (i) making a Margin Call Payment, or (ii) if there is no Borrowing Base Deficiency at such time, the reduction of the value of the Owner Trust Certificate. b. (b) Notice delivered pursuant to Section 6(a2.05(a) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; . With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. 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. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. (c) In the event that a Margin Deficit exists with respect to any Purchased Mortgage Loanexists, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) shall may be held by Buyer against the related Margin Deficit and or (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6.the

Margin Maintenance. a. If at any time the outstanding Purchase Price Market Value of any Purchased Mortgage Loan or REO Property subject to a Transaction is greater less than the Asset Value of Buyer’s Margin Amount for such Purchased Mortgage Loan subject to a Transaction or REO Property (a “Margin Deficit”), then Buyer may by notice to any Seller Sellers require Seller Sellers to transfer to Buyer cash in an amount at least equal to the Margin Deficit subject to or related to a Transaction or solely with the consent of Buyer in its sole discretion, additional Mortgage Loans or REO Property with a Purchase Price equal to such Margin Deficit (such requirement, a “Margin Call”). b. Notice delivered pursuant to Section 6(a) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second 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. Seller 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 SellerSellers. c. In the event that a Margin Deficit exists with respect to any Purchased Mortgage LoanLoan or REO Property, Buyer may retain any funds received by it to which Seller the Sellers or REO Subsidiary, as applicable, 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 or, without duplication, Release Price of any REO Property for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, the Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6. d. In the event that Sellers reasonably believe that the Market Value of all Purchased Assets exceeds the aggregate Buyer’s Margin Amount 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 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 case of REO Properties, Purchase Price Increase) shall be added to the Purchase Price for the applicable Purchased Assets. For the avoidance of 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 future.

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 outstanding 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, taking into account the cash then on deposit in the Collection Account, multiplied by (ii) the applicable Purchase Price of any Purchased Mortgage Loan subject to a Transaction Percentage is greater less than the Asset Value of Repurchase Price (less the related Price Differential) for all such Purchased Mortgage Loan subject to a Transaction Transactions (a “Margin Deficit”), then Buyer may Agent may, by notice to any the Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (as such requirementnotice is more particularly set forth below, a “Margin Call”). b. Notice delivered pursuant , require Seller to Section 6(atransfer to Purchaser or its designee cash or, at Purchaser's option (and provided Seller has additional Eligible Mortgage Loans), additional Eligible Mortgage Loans to Purchaser (“Additional Purchased Mortgage Loans”) may be given by any written or electronic meansto cure the Margin Deficit. With respect to If the Agent delivers a Margin Call in to the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. Seller on or prior to 11:00 a.m. (New York City time) on a any Business Day Day, then the Seller shall be met, and the related Margin Call satisfied, transfer cash or Additional Purchased Mortgage Loans to Purchaser or its designee no later than (i) 5:00 p.m. (New York City time) on the following same Business Day; notice given . In the event the Agent delivers a Margin Call to Seller after 5:00 p.m. 11:00 a.m. (New York 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 (i) 12:00 p.m. (New York City time) on the second next succeeding Business Day following Day. (c) Any cash transferred to Purchaser or its designee pursuant to Section 16(f)(ii) herein shall reduce the date Repurchase Price 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. Transactions. (New York City timed) 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 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. 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 Seller. c. In (e) For the event avoidance of doubt, it is hereby understood and agreed that a Seller shall be responsible for satisfying any Margin Deficit exists with respect existing as a result of any cram down of the unpaid principal balance of any Purchased Asset pursuant to any Purchased Mortgage Loan, Buyer may retain action by 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 (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6bankruptcy court.

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 outstanding 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, multiplied by the applicable Purchase Price of any Purchased Mortgage Loan subject to a Transaction Percentage is greater less than the Asset Value of Repurchase Price (excluding accrued Price Differential) for all such Purchased Mortgage Loan subject to a Transaction Transactions (a “Margin Deficit”), then Buyer may Agent may, by notice to any the Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (as such requirementnotice is more particularly set forth below, a “Margin Call”). b. Notice delivered pursuant , require Seller to Section 6(atransfer to the Purchaser or Purchaser’s designee cash or, at Purchaser’s option (and provided Seller has additional Eligible Mortgage Loans), additional Eligible Mortgage Loans to Purchaser (“Additional Purchased Mortgage Loans”) may be given by any written or electronic meansto cure the Margin Deficit. With respect to If the Agent delivers a Margin Call in to the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. Seller on or prior to 11:00 a.m. (New York 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 City time) on the following same Business Day; notice given . In the event the Agent delivers a Margin Call to Seller after 5:00 p.m. 11:00 a.m. (New York 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 City time) on the second next succeeding Business Day following Day. (c) Any cash transferred to the date Purchaser or its designee pursuant to Section 16(f)(ii) herein shall reduce the Repurchase Price 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. Transactions. (New York City timed) 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 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. Seller and Buyer Purchaser each agree that a failure or delay by Buyer Purchaser to exercise its rights hereunder shall not limit or waive BuyerPurchaser’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In (e) For the event avoidance of doubt, it is hereby understood and agreed that a Seller shall be responsible for satisfying any Margin Deficit exists with respect existing as a result of any reduction of the Principal Balance of any Purchased Asset pursuant to any Purchased Mortgage Loan, Buyer may retain action by 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 (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6bankruptcy court.

Margin Maintenance. a. If at (a) Agent shall determine the Market Value of the Purchased Assets on a daily basis as determined by the Agent in its sole good faith discretion, including the right to determine that the Market Value with respect to one or more of the Purchased Assets may be zero. After making that determination, Agent may determine the Asset Base of any time Purchased Asset on such day. (b) If, as of any date of determination, the outstanding Agent determines that the aggregate Asset Base of all Purchased Assets and all Eligible Mortgage Loans proposed to be sold in such Transaction is less than the aggregate Outstanding Purchase Price of any all Purchased Mortgage Loan subject to a Transaction is greater than the Asset Value of Assets for all such Purchased Mortgage Loan subject to a Transaction Transactions (a “Margin Deficit”)) and such Margin Deficit exceeds the Minimum Transfer Amount, then Buyer may Agent may, by notice to any the Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (as such requirementnotice is more particularly set forth below, a “Margin Call”). b. Notice delivered pursuant , require Seller to Section 6(atransfer to the Purchaser or the Purchaser’s designee cash or, at the Purchaser’s option (and provided Seller has additional Eligible Mortgage Loans), additional Eligible Mortgage Loans to the Purchaser (“Additional Purchased Mortgage Loans”) may be given by any written or electronic meansto cure the Margin Deficit. With respect to If the Agent delivers a Margin Call in to the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. Seller on or prior to 11:00 a.m. (New York 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 (i) 5:00 p.m. (New York City time) on the following same Business Day; notice given . In the event the Agent delivers a Margin Call to Seller after 5:00 p.m. 11:00 a.m. (New York 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 (i) 12:00 p.m. (New York 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 next succeeding Business Day; notice given after 10:00 a.m. . (New York City timec) 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 Any cash transferred to Purchaser or its designee in satisfaction of a Margin Call are referred or pursuant to as Section 16(f)(ii) herein shall reduce the “Margin Deadlines”). Outstanding Purchase 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. Seller and Buyer Purchaser each agree that a failure or delay by Buyer Purchaser to exercise its rights hereunder shall not limit or waive Buyerthe Purchaser’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In (e) For the event avoidance of doubt, it is hereby understood and agreed that a Seller shall be responsible for satisfying any Margin Deficit exists with respect existing as a result of any cram down of the unpaid principal balance of any Purchased Asset pursuant to any Purchased Mortgage Loan, Buyer may retain action by 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 (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6bankruptcy court.

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 outstanding aggregate Purchase Price of any for all Purchased Mortgage Loan Assets subject to a Transaction outstanding Transactions is greater than the Asset 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 (such Purchased Mortgage Loan subject to a Transaction (excess, a “Margin Deficit”), then subject to the last sentence of this paragraph, Buyer may may, by notice to any Seller (a “Margin Call”), require Seller to transfer to Buyer cash or Substitute Assets approved by Buyer in its sole discretion in an amount at least equal sufficient to the cure such Margin Deficit (such requirement, a “Margin Call”). b. Notice delivered pursuant to Section 6(a) may be given by any written or electronic meansDeficit. With respect to If Buyer delivers a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. to Seller on or prior to 10:00 a.m. (New York City time) on a any Business Day Day, then Seller shall be met, and transfer the related Margin Call satisfied, required amount of cash or Substitute Assets to Buyer no later than 5:00 p.m. (New York City time) on the following Business Day; notice given date that is [***]. In the event Buyer delivers a Margin Call to a Seller after 5:00 p.m. 10:00 a.m. (New York City time) on a any Business Day shall Day, 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 City time) on the second Business Day following the date that is [***] after Seller’s receipt 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. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In the event that a Margin Deficit exists with respect 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 (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfiedCall. Notwithstanding the foregoing, provided that no Default or Event of Default shall have occurred and be continuing, on any date of determination Buyer retains shall not require Seller to satisfy a Margin Call and no Margin Call shall be required to be made unless the rightMargin Deficit shall equal or exceed either (i) $[***] if the quotient of (x) the 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, not to make a Margin Call at any time there is a Margin Deficit will not in accordance with 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 provisions repayment of this the Repurchase Price of outstanding Transactions pursuant to Section 64(b) and any Substitute Assets will be deemed to be Purchased Assets.

Margin Maintenance. a. (a) If at any time the aggregate outstanding amount of any Purchase Price exceeds the 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 Securities) after taking into account any Purchased Mortgage Loan subject to a Transaction is greater than the Asset Value of being effected on such Purchased Mortgage Loan subject to a Transaction date (such excess, a “Margin Deficit”), then Buyer the related Buyers may by notice to any the related Seller require such Seller to transfer to Buyer cash in an amount at least equal to eliminate the Margin Deficit (such requirement, a “Margin Call”) by (i) making a Margin 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 the sole discretion of the Buyers (not to be unreasonably withheld), pledging a Pledged Margin Security to related Buyer. b. (b) Notice delivered pursuant to Section 6(a2.05(a) may be given by any written or electronic means. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day; . With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. 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 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. Seller Each of the Sellers 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 rights under this Agreement or otherwise existing by law or in any way create additional rights for Sellerthe Sellers. c. (c) In the event that a Margin Deficit exists with respect to any Purchased Mortgage Loanexists, each Buyer may retain any funds received by it to which Seller the Sellers would otherwise be entitled hereunder, which funds (i) shall may be held by such Buyer against the related Margin Deficit and or (ii) may be applied by such Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfiedPurchase Price. Notwithstanding the foregoing, Buyer each of the Buyers retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 62.05. (d) If the aggregate outstanding amount of an Asset Base exceeds the related Purchase Price as determined on each MRA Payment Date (such excess, a “Margin Excess”), then the 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 Excess indicated in such Margin Excess Notice. The related Seller shall deliver such Margin 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 related Buyer shall provide Consideration to the related Seller in the requested amount on 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 VFN Principal Balance, (ii) release of Eligible Securities, (iii) issuance of additional Notes and (iv) otherwise, an increase in the value of the Owner Trust Certificate of the applicable Buyer.

Margin Maintenance. a. (a) Agent shall determine the Market Value of the Purchased Assets on a daily basis. If at Seller disputes, in good faith, such determination by written notice to the Agent and such dispute remains unresolved by the parties, Seller may elect to terminate this Agreement by further written notice to the Agent. (b) If, as of any time date of determination, the outstanding lesser of (a) 100% of the Principal Balance of the Eligible Mortgage Loans and (b) the aggregate Market Value of the Purchased Assets subject to all Transactions, taking into account the cash then on deposit in the Collection Account, multiplied by the applicable Purchase Price of any Purchased Mortgage Loan subject to a Transaction Percentage is greater less than the Asset Value of such Purchased Mortgage Loan subject to a Transaction Aggregate MRA Purchase Price (a “Margin Deficit”), then Buyer may Agent may, by notice to any the Seller require Seller to transfer to Buyer cash in an amount at least equal to the Margin Deficit (as such requirementnotice is more particularly set forth below, a “Margin Call”). b. Notice delivered pursuant , require Seller to Section 6(atransfer to the Purchaser or the Purchaser’s designee cash or, at the Purchaser’s option (and provided Seller has additional Eligible Mortgage Loans), additional Eligible Mortgage Loans to the Purchaser (“Additional Purchased Mortgage Loans”) may be given by any written or electronic meansto cure the Margin Deficit. With respect to If the Agent delivers a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any notice given before 5:00 p.m. to Seller on or prior to 11:00 a.m. (New York 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 City time) on the following same Business Day; notice given . In the event the Agent delivers a Margin Call to Seller after 5:00 p.m. 11:00 a.m. (New York 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 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 next succeeding Business Day; notice given after 10:00 a.m. . (New York City timec) on a Business Day Any cash transferred to the Purchaser or its designee pursuant to Section 16(f)(ii)(B) herein shall be met, and reduce the related Margin Call satisfied, no later than 5:00 p.m. Repurchase Price for one or more Transactions. (New York City timed) 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 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. Seller and Buyer Purchaser each agree that a failure or delay by Buyer Purchaser to exercise its rights hereunder shall not limit or waive Buyerthe Purchaser’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In (e) For the event avoidance of doubt, it is hereby understood and agreed that a Seller shall be responsible for satisfying any Margin Deficit exists with respect existing as a result of any reduction of the Principal Balance (pursuant to any Purchased Mortgage Loan, Buyer may retain action by any funds received by it to which Seller would otherwise be entitled hereunder, which funds (ibankruptcy court) shall be held by Buyer against the related Margin Deficit and (ii) may be applied by Buyer against 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, Asset sold by Seller to make a Margin Call in accordance with the provisions of this Section 6Purchaser.

Margin Maintenance. a. (a) If at any time the outstanding Purchase Price aggregate Market Value of any all Purchased Mortgage Loan Loans subject to a Transaction all Transactions is greater less than the Asset Value of aggregate MV Margin Amount for all such Purchased Mortgage Loan subject to a Transaction Transactions (such event, a “Margin Deficit”), then Buyer may may, by notice to any Seller Seller, require Seller in such Transactions to transfer to Buyer cash in an amount or, at least Buyer’s option (and provided Seller has additional Eligible Loans), additional Eligible Loans (“Additional Purchased Loans”) within one (1) Business Day of such notice by Buyer, so that the cash and aggregate Market Value of the Purchased Loans, including any such Additional Purchased Loans, will thereupon equal to the or exceed such aggregate MV Margin Deficit Amount (such either requirement, a “Margin Call”); provided that if Seller transfers cash, Buyer shall deposit such cash into a non-interest bearing account until the next succeeding Repurchase Date. b. (b) Notice delivered required pursuant to Section 6(a) may be given by any written or electronic meansmeans provided in Section 21 hereof. With respect to a Margin Call in the amount of less than 5% of the Purchase Price for all Transactions (a “Low Percentage Margin Call”), any Any notice given before 5:00 p.m. on a Business Day at or prior to 11:00 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 same Business Day; . Any notice given after 5:00 p.m. on a Business Day following 11:00 a.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second Business 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 1:00 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 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. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. c. In the event that a Margin Deficit exists with respect 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 (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6.