EXHIBIT 10.36
AMENDMENT NO. 7 TO
EARLY PURCHASE PROGRAM ADDENDUM TO LOAN PURCHASE AGREEMENT
This Amendment No. 7 TO EARLY PURCHASE PROGRAM ADDENDUM TO LOAN PURCHASE
AGREEMENT (the "Amendment") is made and entered into as of November 8, 2004 by
and between Countrywide Home Loans, Inc. ("Countrywide") and United Financial
Mortgage, Corp. ("Seller"). This Amendment amends that certain Early Purchase
Program Addendum to Loan Purchase Agreement by and between Countrywide and
Seller dated as of April 23, 2003 (the "EPP Addendum"), which such EPP Addendum
supplements that certain Loan Purchase Agreement by and between Countrywide and
Seller dated as of February 7, 2001 (including all the Commitments, Amendments,
Addenda, Assignments of Trade and Assignments thereto, collectively, the "Loan
Purchase Agreement").
R E C I T A L S
Countrywide and Seller have previously entered into the EPP Addendum
pursuant to which Seller may sell certain loans to Countrywide prior to
delivery of certain mortgage loan documents. Countrywide and Seller hereby
agree that the EPP Addendum shall be amended as provided herein.
In consideration of the mutual promises contained herein, and for other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Countrywide and Seller hereby agree as follows:
1. Exhibit A - EPP Loans. Countrywide and Seller agree that Exhibit A of the
EPP Addendum shall be amended to add new The PayOption ARM's Loan Product
as follows:
"
---------------------------------------------------------------------------------------------
Maximum
Percentage of
Loan Product or Type Outstanding SRP Enhancement Initial Purchase Requirements prior to
-------------------- Loan Limit Percent Price Percentage purchase
---------- ------- ---------------- --------
---------------------------------------------------------------------------------------------
PayOption ARM's 20% N/A 100.000 None
---------------------------------------------------------------------------------------------
"
2. Exhibit J - Term Sheet for Early Purchase Program. Countrywide and Seller
agree that Exhibit J of the EPP Addendum Shall be amended as follows:
"Fee: Amount:
---- ------
EPP Loan Servicing Set-up Fee None for PayOption ARM's and HELOC's
only, All other loan types as applicable in the Servicing
Agreement entered into by Seller and Countrywide Home Loans
Servicing LP dated June 21, 2002."
3. Exhibit A - EPP Loans. Countrywide and Seller agree that the heading in
Exhibit A for Jumbo Loan Product shall be amended to the following:
"Jumbo (1st mortgages with loan amounts to $1,000,000)"
4. Review Period - Section 7(A) - Countrywide and Seller agree to delete in
its entirety Section 7(A) and replace it with the following:
Review Period. Seller acknowledges that prior to Countrywide's purchase of
EPP Loans under the Early Purchase Program, Countrywide will not have an
opportunity to complete a full review of the mortgage files, information
and documents relating to such EPP Loans. Accordingly, Seller agrees that
Countrywide shall have a period of up to forty five (45) calendar days
commencing on the closing date (the "Review Period") in which to review
the mortgage file, information and documents related to each EPP Loan to
determine whether the related EPP Loan complies with the terms and
conditions of the Program Agreements. Countrywide will use commercially
reasonable efforts to complete its review of each EPP Loan as soon as
practicable. The Review Period will be deemed complete with respect to any
EPP Loan upon Countrywide's determination that the EPP Loan complies with
all terms and conditions of the Program Agreements notwithstanding that
additional time may be left in the applicable Review Period.
Notwithstanding the foregoing, the fact that Countrywide has conducted or
has failed to conduct any partial or complete examination of the mortgage
file, information and/or documents related to an EPP Loan shall not affect
Countrywide's right to demand repurchase or to avail itself of any other
remedy available hereunder. For all loans types other than PayOption
ARM's, Countrywide's Purchase Price for such Loan shall include a credit
or debit equal to the amount which is the annualized rate equal to the
difference between the note rate on a Loan and the SRP Enhancement Percent
indicated in Exhibit A plus the one month LIBOR rate on the unpaid
principal balance of such loan (the "SRP Enhancement"). PayOption ARM's
shall not include an SRP Enhancement. The SRP Enhancement commences on the
Purchase Date and ends on the completion of the Review Period.
5. No Other Amendments. Other than as expressly modified and amended herein,
the EPP Addendum and Loan Purchase Agreement shall remain in full force
and effect and nothing herein shall affect the rights and remedies of
Countrywide as provided under the EPP Addendum and Loan Purchase
Agreement.
6. Capitalized Terms. Any capitalized term used herein and not otherwise
defined herein shall have the meaning ascribed to such term in the EPP
Addendum or Loan Purchase Agreement, as applicable.
7. Facsimiles. Facsimile signatures shall be deemed valid and binding to the
same extent as the original.
IN WITNESS WHEREOF, Countrywide and Seller have caused their names to be signed
hereto by their respective officers thereunto duly authorized as of the date
first written above.
COUNTRYWIDE HOME LOANS, INC. UNITED FINANCIAL MORTGAGE, CORP.
By: _________________________ By: __________________________
Signature Signature
Name: Name:
Title: Title:
