FMC Uses in Applicability Clause

Applicability from Investment Plan

The FMC Technologies, Inc. Savings and Investment Plan (Plan) is hereby established effective as of September 28, 2001, in connection with a spin-off of assets and liabilities from the FMC Corporation Savings and Investment Plan and the FMC Corporation Savings and Investment Plan for Bargaining Unit Employees (FMC Plans).

Applicability. For periods prior to January 1, 2002, the provisions of this Article VIII apply, instead of Sections 6.3, 6.4, 7.1, 7.2 and 7.3, to the entire Account Balance of each Participant who was: (a) a participant in the FMC Corporation Savings and Investment 401(k) Plan for Bargaining Unit Employees (FMC Unmatched Plan) immediately before his or her collective bargaining unit became covered under the FMC Corporation Savings and Investment (FMC Matched Plan) Plan, and whose account balance in the FMC Unmatched Plan was transferred to the FMC Matched Plan; or (b) transferred to FMC as part of its acquisition from Stein, Inc. or Frigoscandia Equipment Holding AB. Sections 6.1, 6.2, 6.5, 6.6 and 6.7 continue to apply to the Account Balances of Participants described in the preceding sentence, but this Article VIII does not apply to any other Participant.

APPLICABILITY from Master Repurchase Agreement

Buyer and FMC are parties to an Amended and Restated Master Repurchase Agreement Governing Purchases and Sales of Mortgage Loans dated as of December 31, 2003, as amended by that certain First Amendment to Master Repurchase Agreement Governing Purchase and Sales of Mortgage Loans, dated as of August 20, 2004, between Buyer, FMC and FIC (collectively, the "Existing Agreement").

APPLICABILITY. From time to time until the Final Repurchase Date, LEHMAN BROTHERS BANK, FSB ("Buyer") shall, subject to the terms hereof, enter into transactions upon the request of FIELDSTONE MORTGAGE COMPANY ("FMC") or FIELDSTONE INVESTMENT CORPORATION ("FIC") (FIC and FMC may each be referred to herein individually or collectively as "Seller" or "Sellers") in which the applicable Seller agrees to transfer to Buyer Mortgage Loans against the transfer of funds by Buyer, with a simultaneous agreement by Buyer to transfer to the applicable Seller or its designee, at such Seller's direction, such Mortgage Loans at a date certain or on demand, against the transfer of funds by such Seller. Each such transaction shall be referred to herein as a "Transaction" and shall be governed by this Agreement and the related Confirmation, unless otherwise agreed in writing. This Agreement is a commitment by Buyer to engage in Transactions as set forth herein up to the Total Facility Amount; provided, that (a) the Buyer shall have no commitment to enter into any Transaction requested which would cause the aggregate Purchase Price for all Purchased Mortgage Loans at any one time subject to then outstanding Transactions to exceed the Total Facility Amount, (b) the maximum aggregate term that any Mortgage Loan may be subject to Transactions shall not exceed the earlier of (x) one-hundred fifty (150) days or (y) the Final Repurchase Date and (c) notwithstanding anything in this Agreement to the contrary, Buyer shall have no obligation to enter into any Transaction hereunder if there shall have occurred any material adverse change, as determined by Buyer in its reasonable judgment, in the financial condition of Sellers on a consolidated basis, the financial markets generally or the secondary market for Mortgage Loans. Buyer shall promptly notify Sellers of any determination by Buyer that any of the foregoing has occurred. All obligations under the Transactions shall be recourse to Sellers, jointly and severally.

APPLICABILITY from Master Repurchase Agreement

Buyer and FMC are parties to a Master Repurchase Agreement Governing Purchases and Sales of Mortgage Loans dated as of August 31, 2003, as amended by that certain First Amendment to Master Repurchase Agreement Governing Purchase and Sales of Mortgage Loans, dated as of November 10, 2003, between Buyer, FMC and FIC (collectively, the "Existing Agreement").

APPLICABILITY. From time to time until the Final Repurchase Date, LEHMAN BROTHERS BANK, FSB ("Buyer") shall, subject to the terms hereof, enter into transactions upon the request of FIELDSTONE MORTGAGE COMPANY ("FMC") or FIELDSTONE INVESTMENT CORPORATION ("FIC") (FIC and FMC shall be individually and collectively referred to as "Seller") in which a Seller agrees to transfer to Buyer Mortgage Loans against the transfer of funds by Buyer, with a simultaneous agreement by Buyer to transfer to such Seller such Mortgage Loans at a date certain or on demand, against the transfer of funds by such Seller. Each such transaction shall be referred to herein as a "Transaction" and shall be governed by this Agreement and the related Confirmation, unless otherwise agreed in writing. Buyer shall have the option, upon the completion of a Transaction and receipt of a Request for Purchase, to enter into additional Transactions with respect to the related Mortgage Loans; provided, that the maximum aggregate term that any Mortgage Loan may be subject to Transactions shall not exceed the earlier of (x) one-hundred fifty (150) days or (y) the Final Repurchase Date. Notwithstanding anything in this Agreement to the contrary, Buyer shall have no obligation to enter into any Transaction hereunder if there shall have occurred any material adverse change, as determined by Buyer in its reasonable judgment, in the financial condition of Seller, the financial markets generally or the secondary market for Mortgage Loans. Buyer shall promptly notify Seller of any determination by Buyer that any of the foregoing has occurred. All obligations under the Transactions shall be recourse to Seller.