Common use of Margin Maintenance Clause in Contracts

Margin Maintenance. (a) If at any time the aggregate outstanding amount of the Purchase Price exceeds the Asset Base in effect at such 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 Seller require Seller to eliminate the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans. (b) Notice delivered pursuant to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day. With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “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, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) may be held by Buyer against the related Margin Deficit or (ii) may be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 2.05. (d) If at any time the aggregate outstanding amount of the Asset Base in effect at such time exceeds the Purchase Price, 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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount Market Value of the Purchase Price exceeds the Asset Base in effect at any Purchased Mortgage Loan subject to a Transaction is less than Buyer's Margin Amount for such 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 Sellers to eliminate transfer to Buyer cash in an amount at least equal to the Margin Deficit (such requirement, a “"Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans"). (b) b. Notice delivered pursuant to Section 2.05(a6(a) may be given by any written or electronic means. With respect to a Margin Call, 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. With respect to a Margin Call, any notice given after 5:00 p.m. Day (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “"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 's rights under this Agreement or otherwise existing by law or in any way create additional rights for SellerSellers. (c) c. In the event that a Margin Deficit existsexists with respect to any Purchased Mortgage Loan, Buyer may retain any funds received by it to which Seller the Sellers would otherwise be entitled hereunder, which funds (i) may shall be held by Buyer against the related Margin Deficit or and (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the Purchase Pricerelated 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 2.056. (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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) If at any time the aggregate outstanding amount of the Aggregate Purchase Price exceeds of all Purchased Assets of Seller subject to all Transactions shall exceed the Asset Base in effect at Aggregate Margin Value therefor (any such time, as determined on each Interim Payment Date after taking into account any Transaction being effected on such date (such excessdeficiency, a “Margin Deficit”) then Seller shall either transfer cash to the Funding Account, or at Agent’s option (and provided Seller has additional Eligible Mortgage Loans), then Buyer may by notice transfer additional Eligible Mortgage Loans to Seller require Seller the Custodian, together with the Related Security, Records, Servicing Rights and other collateral and all instruments, chattel paper, and general intangibles comprising or related to eliminate all of the foregoing (“Additional Purchased Assets”), so that after giving effect to the transfer of cash or the inclusion of any such Additional Purchased Assets, no Margin Deficit shall exist (such requirement, a “Margin Call”); provided that if, as a result of Agent’s determination of the aggregate Collateral Value, the Aggregate Purchase Price of all Purchased Assets of Seller subject to all Transactions exceeds the Aggregate Margin Value by the Minimum Transfer Amount (such event, a “Minimum Transfer Condition”) by effecting the (i) Seller shall be required to transfer of cash to Buyer the Margin Call Account to cure such Margin Deficit and (ii) Seller’s obligation to make the Margin Call shall be subject to its receipt of notice from Agent (it being understood that if such notice is delivered to Seller by Agent on or the inclusion of additional Mortgage Loans prior to 11:00 a.m. on any Business Day on which a Minimum Transfer Condition exists, Seller shall pay to the Purchased MSR Mortgage Loans. (b) Notice delivered pursuant Margin Call Account the Minimum Transfer Amount prior to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any notice given before 5:00 p.m. (New York City time) on a such Business Day and if such notice is delivered after 11:00 a.m., such notice shall be metdeemed received on the next succeeding Business Day and Seller shall pay to the Margin Call Account the Minimum Transfer Amount prior to 5:00 p.m. on such Business Day). All amounts paid by Seller to the Margin Call Account in respect of any Margin Deficit shall be held for the benefit of Agent and the Principals. On any day on which an Event of Default shall not have occurred and be continuing, and the related Margin Call satisfied, if no later than 5:00 p.m. (New York City time) on the following Business Day. With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “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, Buyer may retain any funds received if the amount on deposit in the Margin Call Account exceeds the Aggregate Purchase Price of all Purchased Assets of Seller subject to all Transactions less the Aggregate Margin Value then, at the request of Seller, such excess shall be withdrawn from the Margin Call Account by the authorization of Agent and remitted to Seller. If an Event of Default shall have occurred and be continuing, all amounts on deposit in the Margin Call Account, if any, shall be withdrawn by Agent and applied by it to which Seller would otherwise be entitled hereunder, which funds (i) may be held by Buyer against the related Margin Deficit or (ii) may be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 2.05. (d) If at any time the aggregate outstanding amount reduction of the Asset Base in effect at such time exceeds the Aggregate 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 Price and request Buyer to make a payment in Dollars in the amount of such Margin ExcessAggregate Unpaids.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount of the Purchase Price exceeds allocated to any Purchased Asset or Contributed REO Property subject to a Transaction is greater than the Asset Base in effect at Value allocated to such time, as determined on each Interim Payment Date after taking into account any Purchased Asset or Contributed REO Property subject to a Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer Administrative Agent may by notice to Seller require Seller to eliminate transfer to Administrative Agent for the benefit of Buyers cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) b. Notice delivered pursuant to Section 2.05(a6(a) above may be given by any written or electronic means. With respect to a Margin Call, 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. With respect to a Margin Call, any notice given after 5:00 p.m. Day (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “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) c. In the event that a Margin Deficit existsexists with respect to any Purchased Asset or Contributed REO Property, Buyer Administrative Agent may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) may shall be held by Buyer Administrative Agent against the related Margin Deficit for a Purchased Asset or Contributed REO Property and (ii) may be applied by Buyer Administrative Agent against the Purchase PriceAllocated Repurchase Price related to such Purchased Asset or Contributed REO Property 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 2.056. (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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) If at any time the aggregate outstanding amount of the Purchase Price exceeds of the Note is greater than the related Asset Base in effect at such time, as determined on each Interim Payment Date after taking into account any Transaction being effected on such date Value or the Maximum Purchase Price (such excess, a “Margin Deficit”), and such Margin Deficit exceeds the Minimum Transfer Amount, then Buyer Administrative Agent may by notice to Seller require Seller to eliminate transfer to Administrative Agent cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) Notice delivered pursuant to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any notice given before 5:00 p.m. 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 same Business Day. With respect to a Margin Call, any notice given on or after 5:00 p.m. 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 12:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”. The failure of Administrative Agent or Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Administrative Agent or Buyer to do so at a later date. Seller and Buyer Administrative Agent and B▇▇▇▇ each agree that a failure or delay by Administrative Agent or Buyer to exercise its rights hereunder shall not limit or waive Administrative Agent’s or Buyer’s 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, Administrative Agent or Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) may be held by Buyer against the related Margin Deficit or (ii) may be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, Buyer B▇▇▇▇ retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 2.05. (d) If at any time the aggregate outstanding amount of the Asset Base in effect at such time exceeds the Purchase Price, 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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount Market Value of all Purchased Assets subject to all Transactions is less than the Purchase Price exceeds the Asset Base in effect at aggregate Buyer's Margin Amount for all such time, as determined on each Interim Payment Date after taking into account any Transaction being effected on such date Transactions (such excess, a “"Margin Deficit”"), then Buyer may by notice to the related Seller require the related Seller in such Transactions to eliminate transfer to Buyer cash so that the cash and aggregate Market Value of the Purchased Assets will thereupon equal or exceed such aggregate Buyer's Margin Deficit Amount (such requirement, a “"Margin Call”) "). If a Seller fails to satisfy a Margin Deficit in accordance with this Section 6(a), then Buyer may, in its sole discretion, immediately satisfy a Margin Deficit, by effecting netting the transfer purchase price under any Existing Agreement by the amount of cash to Buyer or such Margin Deficit. Upon such netting, the inclusion purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of additional Mortgage Loans to such Margin Deficit regardless of whether the Purchased MSR Mortgage Loansmaximum aggregate purchase price had already been reached under any such Existing Agreement. (b) b. Notice delivered required pursuant to Section 2.05(a6(a) may be given by any written or electronic meansmeans provided in Section 35 hereof. With respect to a Margin Call, any Any notice given received before 5:00 p.m. (11:00 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. With respect to a Margin Call, any ; notice given received after 5:00 p.m. (11:00 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 second (2nd) following Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”Day. The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date. Seller The related Seller, each Guarantor and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s 's rights under this Agreement or otherwise existing by law or in any way create additional rights for Sellerthe related Seller or any Guarantor. (c) In c. If the event that Sellers fail to satisfy a Margin Deficit existsin accordance with Section 6(a) and Section 6(b) hereof, then Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) may be held by Buyer against the related Margin Deficit or (ii) may be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, Buyer retains the rightmay, in its sole discretion, to make satisfy a Margin Call in accordance with Deficit, by netting the provisions of this Section 2.05. (d) If at purchase price under 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 make a payment in Dollars in Existing Agreement by the amount of such Margin ExcessDeficit. Upon such netting, the purchase price under such Existing Agreement shall be increased on a dollar for dollar basis by the amount of such Margin Deficit regardless of whether the maximum aggregate purchase price had already been reached under any such Existing Agreement.

Margin Maintenance. (a) If at any time the aggregate outstanding amount of the Purchase Price exceeds of the Asset Base in effect at such time, as determined on each Interim Payment Date after taking into account any Note is greater than the Margin Market Value or the Maximum Purchase Price for the related Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer may Administrative Agent shall, unless waived by all Buyers, by notice to Seller Sellers require Seller Sellers to eliminate transfer to Administrative Agent, for the benefit of Buyers, cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) Notice delivered pursuant to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day. With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”. The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its the rights of Buyers hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer Administrative Agent to do so at a later date. Seller Parties, Administrative Agent and Buyer each of the Buyers each agree that a failure or delay by Buyer Administrative Agent to exercise its the rights of Buyers hereunder shall not limit or waive BuyerAdministrative Agent’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Sellerthe Sellers. (c) In the event that a Margin Deficit exists, Buyer Administrative Agent may retain any funds received by it to which Seller the Sellers would otherwise be entitled hereunder, which funds (i) may be held by Buyer Administrative Agent, for the benefit of Buyers, against the related Margin Deficit or (ii) may be applied by Buyer Administrative Agent against the Purchase Price. Notwithstanding the foregoing, Buyer Administrative Agent retains the right, in its sole discretiondiscretion (unless otherwise subject to a right of waiver by all Buyers under this Section 2.05), to make a Margin Call in accordance with the provisions of this Section 2.05. (d) If at any time the aggregate outstanding amount of the Asset Base in effect at such time exceeds the Purchase Price, 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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) If at any time the aggregate outstanding amount of the Purchase Price exceeds of the Note is greater than the Asset Base in effect at such time, as determined on each Interim Payment Date after taking into account any Value for the related Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer may Administrative Agent may, and, at the direction of all Buyers, shall, by notice to Seller require Seller to eliminate transfer to Administrative Agent cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) Notice delivered pursuant to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day. With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”. The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its the rights of Buyers hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer Administrative Agent to do so at a later date. Seller Seller, Buyers and Buyer Administrative Agent each agree that a failure or delay by Buyer Administrative Agent to exercise its the rights of Buyers hereunder shall not limit or waive BuyerAdministrative Agent’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, Buyer Administrative Agent may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) may be held by Buyer Administrative Agent against the related Margin Deficit or (ii) may be applied by Buyer Administrative Agent against the Purchase Price. Notwithstanding the foregoing, Buyer Administrative Agent retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 2.05. (d) If at any time the aggregate outstanding amount of the Asset Base in effect at such time exceeds the Purchase Price, 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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) If at any time the aggregate outstanding amount of the Purchase Price exceeds of the Note is greater than the related Asset Base in effect at such time, as determined on each Interim Payment Date after taking into account Value or the Maximum Purchase Price (any Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer may Administrative Agent may, and, at the direction of all Buyers, shall, by notice to Seller require Seller to eliminate transfer to Administrative Agent cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) Notice delivered pursuant to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day. With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”. The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its the rights of Buyers hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer Administrative Agent to do so at a later date. Seller Seller, Buyers and Buyer Administrative Agent each agree that a failure or delay by Buyer Administrative Agent to exercise its the rights of Buyers hereunder shall not limit or waive BuyerAdministrative Agent’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, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) may be held by Buyer against the related Margin Deficit or (ii) may be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 2.05. (d) If at any time the aggregate outstanding amount of the Asset Base in effect at such time exceeds the Purchase Price, 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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount of the Purchase Price exceeds of any Purchased Mortgage Loan subject to a Transaction is greater than the Asset Base in effect at Value of such time, as determined on each Interim Payment Date after taking into account any Purchased Mortgage Loan subject to a Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer may by notice to Seller require Seller to eliminate transfer to Buyer cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans... (b) b. Notice delivered pursuant to Section 2.05(a6(a) may be given by any written or electronic means. With respect to a all Margin CallCalls, 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. With respect to a Margin Call, any notice given after 5:00 p.m. Day (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “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 existsexists 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) may shall be held by Buyer against the related Margin Deficit or and (ii) may be applied by Buyer against the Purchase PriceRepurchase 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 2.056. (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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount Asset Value of the Purchased Mortgage Loans subject to Transactions is less than the then outstanding Purchase Price exceeds the Asset Base in effect at such time, as determined on each Interim Payment Date after taking into account any Transaction being effected on such date for all Transactions (such excess, a “Margin Deficit”), then Buyer the Administrative Agent may by notice to Seller Sellers require Seller Sellers to eliminate transfer to Administrative Agent cash in an amount equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) Notice delivered pursuant to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any b. 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. With respect to a Margin Call, any notice given after 5:00 p.m. Day (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “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 Sellers, Administrative Agent and Buyer Buyers each agree that a failure or delay by Buyer Administrative Agent to exercise its rights hereunder shall not limit or waive BuyerAdministrative Agent’s rights under this Agreement or otherwise existing by law or in any way create additional rights for SellerSellers. (c) c. In the event that a Margin Deficit existsexists with respect to any Purchased Mortgage Loan, Buyer the Administrative Agent may retain any funds received by it to which Seller the Sellers would otherwise be entitled hereunderhereunder up to an amount not to exceed the Margin Deficit and upon providing notice to the Sellers, which funds (i) may shall be held by Buyer Administrative Agent against the related Margin Deficit or and (ii) may be applied by Buyer Administrative Agent against any Purchased Mortgage Loan for which the Purchase Pricerelated 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 2.056 to the extent that Administrative Agent has not exercised its rights under this subsection (c). The Administrative Agent shall exercise its rights under this Section 6 at the direction of any Buyer. (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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) If at any time the aggregate outstanding amount of the Purchase Price exceeds of the Asset Base in effect at such time, as determined on each Interim Payment Date after taking into account any Note is greater than the Margin Market Value or the Maximum Purchase Price for the related Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer may Administrative Agent shall, unless waived by all Buyers, by notice to Seller require Seller to eliminate transfer to Administrative Agent, for the benefit of Buyers, cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) Notice delivered pursuant to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day. With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”. The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its the rights of Buyers hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer Administrative Agent to do so at a later date. Seller Parties, Administrative Agent and Buyer Buyers each agree that a failure or delay by Buyer Administrative Agent to exercise its the rights of Buyers hereunder shall not limit or waive BuyerAdministrative Agent’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Sellerany Seller Party. (c) In the event that a Margin Deficit exists, Buyer Administrative Agent may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) may be held by Buyer Administrative Agent, for the benefit of Buyers, against the related Margin Deficit or (ii) may be applied by Buyer Administrative Agent against the Purchase Price. Notwithstanding the foregoing, Buyer Administrative Agent retains the right, in its sole discretiondiscretion (unless otherwise subject to a right of waiver by all Buyers under this Section 2.05), to make a Margin Call in accordance with the provisions of this Section 2.05. (d) If at any time the aggregate outstanding amount of the Asset Base in effect at such time exceeds the Purchase Price, 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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount of the Purchase Price exceeds of any Purchased Mortgage Loan subject to a Transaction is greater than the Asset Base in effect at Value of such time, as determined on each Interim Payment Date after taking into account any Purchased Mortgage Loan subject to a Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer Administrative Agent may by notice to Seller require Seller to eliminate transfer to Administrative Agent for the benefit of Buyers cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) b. Notice delivered pursuant to Section 2.05(a6(a) above may be given by any written or electronic means. With respect to a Margin Call, any Any notice given before 5:00 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 such Business Day. With respect to a Margin Call, any ; notice given after 5:00 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 second (2nd) following Business Day following (the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its 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) c. In the event that a Margin Deficit existsexists with respect to any Purchased Mortgage Loan, Buyer Administrative Agent may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) may shall be held by Buyer Administrative Agent against the related Margin Deficit or and (ii) may be applied by Buyer Administrative Agent against the Purchase PriceRepurchase 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 2.056. (d) d. If at any time the aggregate outstanding amount Asset Value (assuming for purposes of this subsection that Asset Value does not exceed the unpaid principal balance of the Asset Base in effect at such time exceeds related Purchased Mortgage Loan) of any Purchased Mortgage Loan subject to a Transaction hereunder as of any date of determination is greater than the Purchase Price, as determined on each Interim Payment Date after taking into account any Price (assuming for purposes of this subsection that Purchase Price does not exceed the unpaid principal balance of the related Purchased Mortgage Loan) for such Purchased Mortgage Loan for a Transaction being effecting on such date (such excess, a “Margin Excess”), then Seller may, by delivery of written notice to Administrative Agent by 10:00 a.m. (New York Time) on any Business Day (an “Excess Margin Notice”), request that Administrative Agent reallocate the Purchase Date on which Price of Purchased Mortgage Loans with such Margin Excess existsin order to facilitate the release of other Purchased Mortgage Loans which, Seller may deliver following such reallocation, will have a Transaction Notice Purchase Price of zero. Administrative Agent shall not be obligated to Buyer remit Margin Excess or release Purchased Mortgage Loans pursuant to above to the extent (A) it would cause the outstanding Purchase Price to exceed the Maximum Aggregate Purchase Price; (B) a Default or Event of Default has occurred and request Buyer to make is continuing or would exist after such action by Administrative Agent; (C) such action would be inconsistent with Administrative Agent’s determination of Asset Value in accordance with this Agreement; or (D) such action would cause a payment in Dollars in the amount of such Margin ExcessDeficit.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount of the Purchase Price exceeds of any Purchased Mortgage Loan subject to a Transaction is greater than the Asset Base in effect at Value of such time, as determined on each Interim Payment Date after taking into account any Purchased Mortgage Loan subject to a Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer Administrative Agent may by notice to Seller require Seller to eliminate transfer to Administrative Agent for the benefit of Buyers cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) b. Notice delivered pursuant to Section 2.05(a6(a) above may be given by any written or electronic means. With respect to a Margin Call, 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. With respect to a Margin Call, any notice given after 5:00 p.m. Day (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “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) c. In the event that a Margin Deficit existsexists with respect to any Purchased Mortgage Loan, Buyer Administrative Agent may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) may shall be held by Buyer Administrative Agent against the related Margin Deficit or and (ii) may be applied by Buyer Administrative Agent against the Purchase PriceRepurchase 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 2.056. (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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount Asset Value of any or all of the Purchased Assets subject to Transactions is less than the aggregate Purchase Price exceeds for such Purchased Asset or for the Asset Base in effect at such timethen outstanding Transactions, as determined on each Interim Payment Date after taking into account any Transaction being effected on such date applicable (such excess, a “Margin Deficit”), then Buyer then, if such Margin Deficit is greater than the Permitted Amount, Administrative Agent may by notice to Seller require Seller to eliminate transfer to Administrative Agent for the benefit of Buyers cash in an amount equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) b. Notice delivered pursuant to Section 2.05(a6(a) may be given by any written or electronic means. With respect to a Margin Call, any Any notice given before 12:00 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 12:00 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. Day (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “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) c. In the event that a Margin Deficit existsexists with respect to any Purchased Asset, Buyer Administrative Agent may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) may shall be held by Buyer Administrative Agent against the related Margin Deficit or and (ii) may shall be applied by Buyer Administrative Agent against the Purchase PricePrice of any Purchased 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 2.056. d. Upon the occurrence of any Purchase Price Reset, Seller shall, unless waived in writing by Administrative Agent, on the following Business Day, remit to Administrative Agent an amount, if any (dthe “Reset Payment”) If at any time such that the aggregate outstanding amount of then current Asset Value (calculated with the Asset Base in effect at such time exceeds newly applicable Purchase Price Percentage) shall be greater than the Purchase Price, as determined on each Interim Payment Date Price then outstanding 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 make a payment in Dollars in the amount application of such Margin Excesspayment. Any such amount shall be applied by Administrative Agent to the Repurchase Price of each Purchased Asset pro-rata or as otherwise agreed by Administrative Agent and Seller. Such Reset Payment shall be deemed a margin payment or settlement payment hereunder.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount of the Purchase Price exceeds of any Purchased Asset and Contributed Asset subject to a Transaction is greater than the Asset Base in effect at Value of such time, as determined on each Interim Payment Date after taking into account any Purchased Asset and Contributed Asset subject to a Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer Administrative Agent may by notice to Seller require Seller to eliminate transfer to Administrative Agent for the benefit of Buyers cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) b. Notice delivered pursuant to Section 2.05(a) 6.a above may be given by any written or electronic means. With respect to a Margin Call, any Any notice given (i) 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 such Business Day. With respect to a Margin Call, any notice given Day and (ii) 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) following Business Day following (the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its 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. Any cash transferred to Buyer pursuant to Section 6.b shall be credited to the Repurchase Price of the related Transaction. (c) c. In the event that a Margin Deficit existsexists with respect to any Purchased Asset or Contributed Asset, Buyer Administrative Agent may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) may shall be held by Buyer Administrative Agent against the related Margin Deficit or and (ii) may be applied by Buyer Administrative Agent against the Purchase PriceRepurchase Price of any such Purchased Asset 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 2.056. (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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount of the Purchase Price exceeds allocated to any Purchased Asset or Contributed REO Property subject to a Transaction is greater than the Asset Base in effect at Value of such time, as determined on each Interim Payment Date after taking into account any Purchased Asset or Contributed REO Property subject to a Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer Administrative Agent may by notice to Seller require Seller to eliminate transfer to Administrative Agent (on behalf of Buyers) cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) b. Notice delivered pursuant to Section 2.05(a) 6.a above may be given by any written or electronic means. With respect to a Margin Call, any Any notice given before 5:00 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 5:45 p.m. (New York City time) on the following such Business Day. With respect to a Margin Call, any ; notice given after 5:00 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 5:45 p.m. (New York City time) on the second (2nd) following Business Day following (the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”. ), The failure of BuyerAdministrative Agent (on behalf of Buyers), on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to Administrative Agent (on behalf of Buyers)to do so at a later date. Seller and Buyer Administrative Agent each agree that a failure or delay by Buyer Administrative Agent (on behalf of Buyers) to exercise its rights hereunder shall not limit or waive BuyerAdministrative Agent’s (on behalf of Buyers) 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 existsexists with respect to any Purchased Asset or Contributed REO Property, Buyer Administrative Agent (on behalf of Buyers) may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) may shall be held by Buyer Administrative Agent (on behalf of Buyers) against the related Margin Deficit or Deficit, and (ii) may be applied by Buyer Administrative Agent (on behalf of Buyers) against the Purchase PriceRepurchase Price of any Purchased Asset or Contributed REO Property for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer Administrative Agent (on behalf of Buyers) retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 2.056. (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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) If at any time the aggregate outstanding amount of the Purchase Price exceeds the Asset Base in effect at such 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 Seller require Seller to eliminate the Margin Deficit (such requirement, a “Margin Call”) by effecting effectuating the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased Sold MSR Mortgage LoansPortfolio. (b) Notice delivered pursuant to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day. With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “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) In the event that a Margin Deficit exists, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) may be held by Buyer against the related Margin Deficit or (ii) may be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 2.05. (d) If at any time the aggregate outstanding amount of the Asset Base in effect at such time exceeds the Purchase Price, as determined on each Interim Payment Date after taking into account any Transaction being effecting 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) a. If at any time the aggregate outstanding amount of the Purchase Price exceeds of any Purchased Mortgage Loan subject to a Transaction is greater than the Asset Base in effect at Value of such time, as determined on each Interim Payment Date after taking into account any Purchased Mortgage Loan subject to a Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer Administrative Agent may by notice to Seller Sellers require Seller Sellers to eliminate transfer to Administrative Agent for the benefit of Buyers cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”), as more fully provided in Section 6(b) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans.immediately below. LEGAL02/41216309v6 (b) b. Notice delivered pursuant to Section 2.05(a6(a) may be given by any written or electronic means. With respect to a Margin CallExcept as provided below, 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. With respect to a Margin Call, any notice given after 5:00 p.m. Day (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). Notwithstanding the foregoing, in the event that the applicable Margin Deficit is greater than [***], the Margin Deadline set forth above shall apply with respect to [***] and the balance of the Margin Deficit (i.e., the amount thereof in excess of [***]) shall be satisfied by no later than 5:00 pm (New York City time) on the third (3rd) Business Day following the date of the Margin Call; provided that no Event of Default has occurred and is continuing. 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 Sellers 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 SellerSellers. (c) c. In the event that a Margin Deficit existsexists with respect to any Purchased Mortgage Loan, Buyer Administrative Agent may retain any funds received by it to which Seller the Sellers would otherwise be entitled hereunder, which funds (i) may shall be held by Buyer Administrative Agent against the related Margin Deficit or and (ii) may be applied by Buyer Administrative Agent against any Purchased Mortgage Loan for which the Purchase Pricerelated Margin Deficit remains otherwise unsatisfied. Administrative Agent shall give Sellers written notice of any funds so retained and/or applied by Administrative Agent. Notwithstanding the foregoing, Buyer the Administrative Agent retains the right, in its sole good faith discretion, to make a Margin Call in accordance with the provisions of this Section 2.056. (d) d. If at any time the aggregate outstanding amount Asset Value of the Asset Base in effect at such time exceeds aggregate of all Purchased Mortgage Loans subject to a Transaction hereunder as of any date of determination is greater than the aggregate Purchase Price, Price of all Purchased Mortgage Loans subject to a Transaction hereunder as determined on each Interim Payment Date after taking into account any Transaction being effecting on of such date (such excess, a “Margin Excess”), then Sellers may, by delivery of written notice to Administrative Agent by 10:00 a.m. (New York Time) on any Business Day (an “Excess Margin Notice”), require Administrative Agent either to (i) remit additional Purchase Date on which Price in an amount equal to the lesser of (x) such Margin Excess exists, Seller may deliver a Transaction Notice to Buyer and request Buyer to make a payment in Dollars in (y) the amount requested by Sellers or (ii) reallocate the Purchase Price to Purchased Mortgage Loans with Margin Excess in order to release Purchased Mortgage Loans which, following such reallocation, will have a Purchase Price of zero (0). Administrative Agent shall not be obligated to remit Margin Excess or release Purchased Mortgage Loans pursuant to clause (i) or (ii) above to the extent (A) it would cause the outstanding Purchase Price to exceed the Maximum Aggregate Purchase Price or otherwise be inconsistent with the requirements or conditions of this Agreement; (B) a Default has occurred and is continuing or would exist after such action by Administrative Agent or (C) such action would cause a Margin Excess.Deficit. LEGAL02/41216309v6

Margin Maintenance. (a) If at any time the aggregate outstanding amount of the Purchase Price exceeds of the Note is greater than the related Asset Base in effect at such time, as determined on each Interim Payment Date after taking into account Value or the Maximum Purchase Price (any Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer may Administrative Agent may, and, at the direction of all Buyers, shall by notice to Seller require Seller to eliminate transfer to Administrative Agent cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) Notice delivered pursuant to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day. With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”. The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its the rights of Buyers hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer Administrative Agent to do so at a later date. Seller Seller, Buyers and Buyer Administrative Agent each agree that a failure or delay by Buyer Administrative Agent to exercise its the rights of Buyers hereunder shall not limit or waive BuyerAdministrative Agent’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, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) may be held by Buyer against the related Margin Deficit or (ii) may be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 2.05. (d) If at any time the aggregate outstanding amount of the Asset Base in effect at such time exceeds the Purchase Price, 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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount of the Purchase Price exceeds of any Purchased Certificate or Contributed Asset subject to a Transaction is greater than the Asset Base in effect at Value of such time, as determined on each Interim Payment Date after taking into account any Purchased Certificate or Contributed Asset subject to a Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer Administrative Agent may by notice to any Seller require such Seller to eliminate transfer to Administrative Agent for the benefit of Buyers cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting ), such amount to be applied to reduce the transfer Purchase Price of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loansaffected Contributed Asset, as applicable. (b) b. Notice delivered pursuant to Section 2.05(a) 6.a above may be given by any written or electronic means. With respect to a Margin Call, any Any notice given before 5:00 p.m. 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 such Business Day. With respect to a Margin Call, any ; notice given after 5:00 p.m. 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 second (2nd) following Business Day following (the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its 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 Sellers 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 each Seller. (c) c. In the event that a Margin Deficit existsexists with respect to any Purchased Certificate or Contributed Asset, Buyer Administrative Agent may retain any funds received by it to which each Seller would otherwise be entitled hereunder, which funds (i) may shall be held by Buyer Administrative Agent acting on behalf of Buyers against the related Margin Deficit or and (ii) may be applied by Buyer Administrative Agent acting on behalf of Buyers against the Purchase PricePrice of any Purchased Certificate 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 2.056. (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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount of the Purchase Price exceeds allocated to any Purchased Asset or Contributed REO Property subject to a Transaction is greater than the Asset Base in effect at Value allocated to such time, as determined on each Interim Payment Date after taking into account any Purchased Asset or Contributed REO Property subject to a Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer Administrative Agent may by notice to Seller require Seller to eliminate transfer to Administrative Agent for the benefit of Buyers cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans.). LEGAL02/37648106v16 (b) b. Notice delivered pursuant to Section 2.05(a6(a) above may be given by any written or electronic means. With respect to a Margin Call, 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. With respect to a Margin Call, any notice given after 5:00 p.m. Day (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “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) c. In the event that a Margin Deficit existsexists with respect to any Purchased Asset or Contributed REO Property, Buyer Administrative Agent may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) may shall be held by Buyer Administrative Agent against the related Margin Deficit for a Purchased Asset or Contributed REO Property and (ii) may be applied by Buyer Administrative Agent against the Purchase PriceAllocated Repurchase Price related to such Purchased Asset or Contributed REO Property 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 2.056. (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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) If at any time the aggregate outstanding amount of the Purchase Price exceeds of the Note is greater than the Asset Base in effect at such time, as determined on each Interim Payment Date after taking into account any Value or the Maximum Purchase Price for the related Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer may Administrative Agent may, and, at the direction of all Buyers, shall, by notice to Seller Sellers require Seller Sellers to eliminate transfer to Administrative Agent cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) Notice delivered pursuant to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day. With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”. The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its the rights of Buyers hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer Administrative Agent to do so at a later date. Seller Each of the Sellers, each of the Buyers, and Buyer the Administrative Agent each agree that a failure or delay by Buyer Administrative Agent to exercise its the rights of Buyers hereunder shall not limit or waive BuyerAdministrative Agent’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Sellerthe Sellers. (c) In the event that a Margin Deficit exists, Buyer Administrative Agent may retain any funds received by it to which Seller the Sellers would otherwise be entitled hereunder, which funds (i) may be held by Buyer Administrative Agent against the related Margin Deficit or (ii) may be applied by Buyer Administrative Agent against the Purchase Price. Notwithstanding the foregoing, Buyer Administrative Agent retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 2.052.06. (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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount of the Purchase Price exceeds of any Purchased Mortgage Loan subject to a Transaction is greater than the Asset Base in effect at Value of such time, as determined on each Interim Payment Date after taking into account any Purchased Mortgage Loan subject to a Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer Administrative Agent may by notice to Seller require Seller to eliminate transfer to Administrative Agent for the benefit of Buyers cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) b. Notice delivered pursuant to Section 2.05(a6(a) may be given by any written or electronic means. With respect to a Margin Call, any 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 such 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) following Business Day following (the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of BuyerBuyers or Administrative Agent, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer Buyers or Administrative Agent to do so at a later date. Seller Seller, Buyers 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) c. In the event that a Margin Deficit existsexists with respect to any Purchased Mortgage Loan, Buyer Buyers or Administrative Agent may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) may shall be held by Buyer Administrative Agent against the related Margin Deficit or and (ii) may be applied by Buyer Buyers or Administrative Agent against the Purchase PriceRepurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains Buyers and the Administrative Agent retain the right, in its their sole discretion, to make a Margin Call in accordance with the provisions of this Section 2.056. (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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount of the Purchase Price exceeds of any Purchased Mortgage Loan subject to a Transaction is greater than the Asset Base in effect at Value of such time, as determined on each Interim Payment Date after taking into account any Purchased Mortgage Loan subject to a Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer Administrative Agent may by notice to Seller require Seller to eliminate transfer to Administrative Agent for the benefit of Buyers cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) b. Notice delivered pursuant to Section 2.05(a6.a) above may be given by any written or electronic means. With respect to a Margin Call, any Any notice given before 5:00 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 such Business Day. With respect to a Margin Call, any ; notice given after 5:00 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 second (2nd) following Business Day following (the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its 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) c. In the event that a Margin Deficit existsexists with respect to any Purchased Mortgage Loan, Buyer Administrative Agent may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) may shall be held by Buyer Administrative Agent on behalf of the Buyers against the related Margin Deficit or and (ii) may be applied by Buyer Administrative Agent against the Purchase PriceRepurchase 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 2.056. (d) d. If at any time the aggregate outstanding amount Asset Value (assuming for purposes of this subsection that Asset Value does not exceed the unpaid principal balance of the Asset Base in effect at such time exceeds related Purchased Mortgage Loan) of any Purchased Mortgage Loan subject to a Transaction hereunder as of any date of determination is greater than the Purchase Price, as determined on each Interim Payment Date after taking into account any Price (assuming for purposes of this subsection that Purchase Price does not exceed the unpaid principal balance of the related Purchased Mortgage Loan) for such Purchased Mortgage Loan for a Transaction being effecting on such date (such excess, a “Margin Excess”), then Seller may, by delivery of written notice to Administrative Agent by 10:00 a.m. (New York Time) on any Business Day (an “Excess Margin Notice”), request that Administrative Agent reallocate the Purchase Date on which Price of Purchased Mortgage Loans with such Margin Excess existsin order to facilitate the release of other Purchased Mortgage Loans which, Seller may deliver following such reallocation, will have a Transaction Notice Purchase Price of zero. Administrative Agent shall not be obligated to Buyer remit Margin Excess or release Purchased Mortgage Loans pursuant to the above to the extent (A) it would cause the outstanding Purchase Price to exceed the Maximum Committed Purchase Price; (B) a Default or Event of Default has occurred and request Buyer to make is continuing or would exist after such action by Administrative Agent; (C) such action would be inconsistent with Administrative Agent’s determination of Asset Value in accordance with this Agreement; or (D) such action would cause a payment in Dollars in the amount of such Margin ExcessDeficit.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount of the Purchase Price exceeds of any Purchased Mortgage Loan subject to a Transaction is greater than the Asset Base in effect at Value of such time, as determined on each Interim Payment Date after taking into account any Purchased Mortgage Loan subject to a Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer may by notice to Seller require Seller to eliminate transfer to Buyer cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans. (b) b. Notice delivered pursuant to Section 2.05(a6(a) may be given by any written or electronic means. With respect to a all Margin CallCalls, 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. With respect to a Margin Call, any notice given after 5:00 p.m. Day (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “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 existsexists 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) may shall be held by Buyer against the related Margin Deficit or and (ii) may be applied by Buyer against the Purchase PriceRepurchase 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 2.056. (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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount of the Purchase Price exceeds of any Purchased Mortgage Loan subject to a Transaction is greater than the Asset Base in effect at Value of such time, as determined on each Interim Payment Date after taking into account any Purchased Mortgage Loan subject to a Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer Administrative Agent may by notice to Seller require Seller to eliminate transfer to Administrative Agent for the benefit of Buyers cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) b. Notice delivered pursuant to Section 2.05(a6(a) may be given by any written or electronic means. With respect to a all Margin CallCalls, any notice given before 1:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on such Business Day; notice given after 1:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day. With respect to a Margin Call, any notice given after 5:00 p.m. Day (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “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) c. In the event that a Margin Deficit existsexists with respect to any Purchased Mortgage Loan, Buyer Administrative Agent may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) may shall be held by Buyer Administrative Agent against the related Margin Deficit or and (ii) may be applied by Buyer Administrative Agent against the Purchase PriceRepurchase 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 2.056. (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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) If at any time the aggregate outstanding amount Market Value of the Purchase Price exceeds the Asset Base in effect at any Purchased Mortgage Loan subject to a Transaction is less than Buyer’s Margin Amount for such time, as determined on each Interim Payment Date after taking into account any Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer may by notice to the named Seller, but not any other party comprising Seller under this Agreement, require Seller to eliminate transfer to Buyer cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) Notice delivered pursuant to Section 2.05(a6(a) above may be given by any written or electronic means. With respect to a Margin Call, any Any notice given before 5:00 p.m. 10:00 a.m. (New York City California time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City California time) on the following such Business Day. With respect to a Margin Call, any ; notice given after 5:00 p.m. 10:00 a.m. (New York City California time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City California time) on the second (2nd) following Business Day following (the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date. 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 existsexists 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) may shall be held by Buyer against the related Margin Deficit or and (ii) may be applied by Buyer against the Purchase PriceRepurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 2.056. (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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) If at If, on any time the aggregate outstanding amount of the Business Day with respect to a Non-Performing Asset, a Purchase Price exceeds Margin Deficit is continuing, then the Asset Base applicable Seller shall, within two (2) Business Days after written notice from Administrative Agent (or, if such written notice is received by Seller after 12:00 p.m. New York City time on any Business Day, within three (3) Business Days after written notice from Administrative Agent ) (a “Purchase Price Margin Call”), elect in effect at such timeSeller’s sole discretion to (i) transfer to Administrative Agent, on behalf of Buyers, immediately available funds in the Applicable Currency in an amount sufficient to cure such Purchase Price Margin Deficit or (ii) repurchase the applicable Non-Performing Asset. Any additional cash transferred to Administrative Agent, on behalf of ▇▇▇▇▇▇, pursuant to this Section 4(a) with respect to the Purchased Assets shall be applied by Administrative Agent, on behalf of Buyers,, as determined on each Interim Payment Date after taking into account any Transaction being effected on by Administrative Agent in its sole and absolute discretion, to reduce such date (such excess, a “Purchase Price Margin Deficit”), then Buyer may by notice to Seller require Seller to eliminate the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans. (b) Notice delivered pursuant to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day. With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”. The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its rights hereunderunder this Section 4, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer 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 under this Section 4 shall not limit or waive BuyerAdministrative Agent’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 Purchase Price Margin Deficit exists, Buyer Administrative Agent may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) may be held by Buyer against the related Margin Deficit or (ii) may shall be applied by Buyer Administrative Agent against the Purchase PricePrice of any Purchased Asset(s) for which the related Purchase Price Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer Administrative Agent retains the right, in its sole and absolute discretion, to make a Purchase Price Margin Call in accordance with with, and subject to, the provisions of this Section 2.054. (dc) If at For the avoidance of doubt, with respect to this Section 4, any time such payments and/or reductions shall be made by the aggregate outstanding amount applicable Seller in the Applicable Currency of the related Purchased 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 with respect to which such Purchase Price Margin Excess Deficit 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 any time the aggregate outstanding amount of the Purchase Price exceeds the Asset Base in effect at such time, as determined on each Interim Payment Date after taking into account any Transaction being effected on such date by Administrative Agent (such excess, a “Margin Deficit”), then Buyer Administrative Agent may by notice to Seller require Seller to eliminate transfer to Administrative Agent, for the benefit of Buyers, cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting ); provided that Seller may, with the transfer consent of cash Administrative Agent exercised in its sole good faith discretion, pledge additional servicing rights that meet the criteria of Servicing Rights to Buyer be pledged hereunder to satisfy such Margin Deficit, in whole or the inclusion of additional Mortgage Loans in part, to the Purchased MSR Mortgage Loansextent of the aggregate Asset Value of such servicing rights. (b) Notice delivered pursuant to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any notice given before 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. With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “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 Administrative Agent’s or any 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, Buyer Administrative Agent may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) may be held by Buyer against the related Margin Deficit or (ii) may shall be applied by Buyer Administrative Agent against the Purchase Price. Notwithstanding the foregoing, Buyer Administrative Agent retains the right, in its sole good faith discretion, to make a Margin Call in accordance with the provisions of this Section 2.05. (d) If at any time the Asset Base of all Repurchase Assets then pledged hereunder as of any date of determination is greater than the aggregate outstanding amount Purchase Price with respect to all outstanding Transactions hereunder as 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 Seller may, by delivery of written notice to Administrative Agent by 10:00 a.m. (New York Time) on any Business Day (an “Excess Margin Notice”), request Administrative Agent either to (i) remit additional Purchase Date on which Price in an amount equal to the lesser of (x) such Margin Excess exists, Seller may deliver a Transaction Notice to Buyer and request Buyer to make a payment in Dollars in (y) the amount requested by Seller or (ii) reallocate the Purchase Price to pledged Repurchase Assets with Margin Excess in order to release pledged Repurchase Assets which, following such reallocation, will have a Purchase Price allocable to them of zero. Administrative Agent shall not be obligated to remit Margin Excess or release pledged Repurchase Assets pursuant to clause (i) or (ii) above to the extent (A) it would cause the outstanding Purchase Price to exceed the Maximum Purchase Price or otherwise be inconsistent with the requirements or conditions of this Agreement; (B) a Default has occurred and is continuing or would exist after such action by Administrative Agent or (C) such action would cause a Margin ExcessDeficit.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount of the Purchase Price exceeds allocated to any Purchased Asset subject to a Transaction is greater than the Asset Base in effect at Value of such time, as determined on each Interim Payment Date after taking into account any Purchased Asset subject to a Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer Administrative Agent may by notice to Seller require Seller to eliminate transfer to Administrative Agent for the benefit of Buyers cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) b. Notice delivered pursuant to Section 2.05(a6(a) above may be given by any written or electronic means. With respect to a Margin Call, any Any notice given before 5:00 p.m. 12:00 noon (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 such Business Day. With respect to a Margin Call, any ; notice given after 5:00 p.m. 12:00 noon (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. 12:00 noon (New York City time) on the second (2nd) following Business Day following (the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its 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) c. In the event that a Margin Deficit existsexists with respect to any Purchased Asset, Buyer Administrative Agent may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) may shall be held by Buyer Administrative Agent against the related Margin Deficit or and (ii) may be applied by Buyer Administrative Agent against the Purchase PriceRepurchase Price of any Purchased 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 2.056. (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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) If at any time the aggregate outstanding amount of the Purchase Price exceeds of the Note is greater than the related Asset Base in effect at such time, as determined on each Interim Payment Date after taking into account any Transaction being effected on such date Value (such excess, a “Margin Deficit”), then Buyer may by notice to Seller require Seller to eliminate transfer to Buyer cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) Notice delivered pursuant to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day. With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “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, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (i) may be held by Buyer against the related Margin Deficit or (ii) may be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, Buyer ▇▇▇▇▇ retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 2.05. (d) If at any time the aggregate outstanding amount of the Asset Base in effect at such time exceeds the Purchase Price, 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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) a. If at any time the aggregate outstanding amount Market Value of all Purchased Mortgage Loans subject to all Transactions is less than the Purchase Price exceeds the Asset Base in effect at aggregate Buyer’s Margin Amount for all such time, as determined on each Interim Payment Date after taking into account any Transaction being effected on such date Transactions (such excessevent, a “Margin Deficit”), then Buyer may may, by notice to Seller Seller, require Seller to eliminate transfer to Buyer, cash within one (1) Business Day of such notice by Buyer, so that the cash and aggregate Market Value of the Purchased Mortgage Loans will thereupon equal or exceed the aggregate Buyer’s Margin Deficit Amount (such requirementrequirement upon such notice, a “Margin Call”) by effecting ), provided that, notwithstanding the transfer of cash to foregoing, Buyer or may determine the inclusion of additional Market Value and any related Margin Deficit on an individual Mortgage Loans to the Purchased MSR Mortgage LoansLoan basis. (b) b. Notice delivered pursuant to Section 2.05(a6(a) may be given by any written or electronic means. With respect to a Margin Call, 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. With respect to a Margin Call, any notice given after 5:00 p.m. Day (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. Any late payments shall accrue interest at the Post Default Rate. (c) c. In the event that a Margin Deficit existsexists or any other funds are due and payable to Buyer, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunderhereunder or exercise control over any funds in the Seller’s Clearing Account and remit such funds to the Settlement Account, which funds (i) may shall be held and applied by Buyer against the related such Margin Deficit or (ii) Deficit, may be applied by Buyer against the Purchase Priceamounts due and owing, or any shortfall, with respect to any Purchased Mortgage Loan. 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 2.056. (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 make a payment in Dollars in the amount of such Margin Excess.

Margin Maintenance. (a) If at any time the aggregate outstanding amount of the Purchase Price exceeds of the Note is greater than the Asset Base in effect at such time, as determined on each Interim Payment Date after taking into account any Value or the Maximum Purchase Price for the related Transaction being effected on such date (such excess, a “Margin Deficit”), then Buyer may Administrative Agent may, and, at the direction of all Buyers, shall, by notice to Seller Sellers require Seller Sellers to eliminate transfer to Administrative Agent cash in an amount at least equal to the Margin Deficit (such requirement, a “Margin Call”) by effecting the transfer of cash to Buyer or the inclusion of additional Mortgage Loans to the Purchased MSR Mortgage Loans). (b) Notice delivered pursuant to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any notice given before 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day. With respect to a Margin Call, any notice given after 5:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice. The foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”. The failure of BuyerAdministrative Agent, on any one or more occasions, to exercise its the rights of Buyers hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer Administrative Agent to do so at a later date. Seller Each of the Sellers, each of the Buyers, and Buyer the Administrative Agent each agree that a failure or delay by Buyer Administrative Agent to exercise its the rights of Buyers hereunder shall not limit or waive BuyerAdministrative Agent’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Sellerthe Sellers. (c) In the event that a Margin Deficit exists, Buyer Administrative Agent may retain any funds received by it to which Seller the Sellers would otherwise be entitled hereunder, which funds (i) may be held by Buyer Administrative Agent against the related Margin Deficit or (ii) may be applied by Buyer Administrative Agent against the Purchase Price. Notwithstanding the foregoing, Buyer Administrative Agent retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 2.05. (d) If at any time the aggregate outstanding amount of the Asset Base in effect at such time exceeds the Purchase Price, 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 make a payment in Dollars in the amount of such Margin Excess.