PHH CORPORATION Purchase AgreementPHH Corp • April 4th, 2008 • Miscellaneous business credit institution • New York
PHH Corporation, a corporation organized under the laws of Maryland (the “Company”), proposes to issue and sell to the several parties named in Schedule I hereto (the “Initial Purchasers”), for whom you (the “Representatives”) are acting as representatives, U.S.$220,000,000 principal amount of its 4.00% Convertible Senior Notes due 2012 (the “Firm Securities”). The Company also proposes to grant to the Initial Purchasers an option to purchase up to U.S.$30,000,000 additional principal amount of such Senior Notes to cover over-allotments, if any (the “Option Securities” and, together with the Firm Securities, the “Securities”). The Securities are convertible into shares of Common Stock, par value U.S.$0.01 per share (the “Common Stock”), of the Company at the conversion price set forth herein. The Securities are to be issued under an indenture (the “Indenture”), to be dated as of the Closing Date, between the Company and The Bank of New York, as trustee (the “Trustee”). To the extent th
