0001193125-12-418661 Sample Contracts

LIMITED WAIVER AGREEMENT
Limited Waiver Agreement • October 9th, 2012 • Wmi Holdings Corp. • Savings institution, federally chartered

This Limited Waiver Agreement (this “Agreement”), dated as of October 2, 2012, is made and entered into by and between WMI Holdings Corp., a Washington corporation, (“Issuer”), and Law Debenture Trust Company of New York, (“Trustee”), under that certain Senior Second Lien Notes Indenture, dated as of March 19, 2012 (“Indenture”). Capitalized terms used and not otherwise defined herein shall have the meanings given to such terms in the Indenture, as the case may be.

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COMMUTATION AND RELEASE AGREEMENT
Commutation and Release Agreement • October 9th, 2012 • Wmi Holdings Corp. • Savings institution, federally chartered • Arizona

This COMMUTATION AND RELEASE AGREEMENT (this “Agreement”) dated July 17, 2012 shall be effective upon approval of the Maricopa County, Arizona, Superior Court in CV 2011-018944 (the “Receivership Court”) (the “Effective Time”) by and between PMI Mortgage Insurance Co., in Rehabilitation (“PMI”), an insurance company organized under the laws of the State of Arizona (the “Reinsured”) and WM Mortgage Reinsurance Company, Inc. (“WMRC”) a corporation organized under the laws of the State of Hawaii (the “Reinsurer”).

CONSENT
Financing Agreement • October 9th, 2012 • Wmi Holdings Corp. • Savings institution, federally chartered
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