0000950159-08-001021 Sample Contracts

AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT Dated as of June 26, 2008 Between: THE ROYAL BANK OF SCOTLAND PLC, as Buyer, and PHH MORTGAGE CORPORATION, as Seller
Master Repurchase Agreement • July 1st, 2008 • PHH Corp • Miscellaneous business credit institution • New York

AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT, dated as of June 26, 2008, between PHH Mortgage Corporation, a New Jersey corporation, as seller (“Seller”), and The Royal Bank of Scotland plc, (“Buyer”, which term shall include any “Principal” as defined and provided for in Annex I), or as agent pursuant hereto (“Agent”).

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SECOND AMENDED AND RESTATED GUARANTY
Guaranty • July 1st, 2008 • PHH Corp • Miscellaneous business credit institution • New York

SECOND AMENDED AND RESTATED GUARANTY, dated as of June 26, 2008 (the “Guaranty”), made by PHH CORPORATION (the “Guarantor”) in favor of THE ROYAL BANK OF SCOTLAND PLC (“RBS”) in its capacity as Buyer under the Amended and Restated Master Repurchase Agreement referred to below and as Purchaser under the MLPSA referred to below and in favor of GREENWICH CAPITAL FINANCIAL PRODUCTS, INC. (“GCFP”) in its capacity as Purchaser under the MLPSA referred to below.

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