Exhibit 99.3
EXECUTION COPY
AMENDMENT No. 1 TO THE
MORTGAGE LOAN PURCHASE AND SALE AGREEMENT
This AMENDMENT No. 1 (this "Amendment") to the MORTGAGE LOAN PURCHASE AND
SALE AGREEMENT (the "Purchase Agreement"), dated as of November 1, 2006, by and
among Luminent Mortgage Capital, Inc., a Maryland corporation, Maia Mortgage
Finance Statutory Trust, a Maryland Business Trust, Mercury Mortgage Finance
Statutory Trust, a Maryland Business Trust, (each, a "Purchaser" and,
collectively, the "Purchasers"), and Washington Mutual Mortgage Securities
Corp., a Delaware corporation (the "Company"), is dated as of January 25, 2007.
RECITALS
WHEREAS, the parties have entered into the Purchase Agreement to provide
for the sale and purchase of mortgage loans from time to time; and
WHEREAS, the parties desire to amend the Purchase Agreement to provide
additional terms with respect to the sale and purchase of mortgage loans from
time to time;
NOW, THEREFORE, in consideration of the foregoing, and other mutual
promises contained herein, the parties agree as follows:
1. Capitalized terms used and not defined herein shall have the respective
meanings assigned to them in the Purchase Agreement.
2. Section 3.1 ("Individual Mortgage Loans") of the Purchase Agreement shall be
amended to add an additional subsection to read as follows:
"(rr) Each prepayment charge or penalty with respect to any Mortgage
Loan is permissible, customary and enforceable in accordance with its terms
and applicable law."
3. This Amendment is intended to be effective with respect to all Mortgage Loans
purchased pursuant to the Purchase Agreement.
4. This Amendment may be executed in any number of counterparts, each of which
when so executed shall be deemed to be an original and all of which when taken
together shall constitute one and the same amendment. The delivery of an
executed signature page to this Amendment by telecopy transmission shall
constitute due execution and delivery of this Amendment for all purposes.
5. From and after the date hereof, (a) all references in the Purchase Agreement
to "this Agreement," "hereof," "herein," or similar terms and (b) all references
to the Purchase Agreement in each agreement, instrument and other document
executed or delivered in connection with the Purchase Agreement, shall mean and
refer to the Purchase Agreement, as amended by this Amendment.
6. Except as modified herein, the Purchase Agreement is confirmed, ratified, and
approved in all respects.
[Signatures appear on next page]
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed
by their duly authorized officers as of the date of this Amendment.
WASHINGTON MUTUAL MORTGAGE SECURITIES CORP.
By:/s/ Xxxxxxx Xxxxxx
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Name: Xxxxxxx Xxxxxx
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Title: Senior Vice President
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LUMINENT MORTGAGE CAPITAL, INC.
By: /s/ Xxxxxxxxxxx X. Xxxx
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Name: Xxxxxxxxxxx X. Xxxx
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Title: Chief Financial Officer
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MAIA MORTGAGE FINANCE STATUTORY TRUST
By: /s/ Xxxxxxxxxxx X. Xxxx
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Name: Xxxxxxxxxxx X. Xxxx
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Title: Trustee & President
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MERCURY MORTGAGE FINANCE STATUTORY TRUST
By: /s/ Xxxxxxxxxxx X. Xxxx
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Name: Xxxxxxxxxxx X. Xxxx
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Title: Trustee & President
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