Common use of MARGIN AMOUNT MAINTENANCE Clause in Contracts

MARGIN AMOUNT MAINTENANCE. (a) The Market Value of each Purchased Asset shall be determined in the manner set forth in the definition of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer may, in its sole discretion, request that Monitoring Agent determine the Market Value for any applicable Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. .

MARGIN AMOUNT MAINTENANCE. (a) The Market If at any time the Margin Base is less than the aggregate Purchase Price for all outstanding Transactions (a "Margin Deficit"), then -------------- Buyer may by notice to Seller (as such notice is more particularly set forth below, a "Margin Deficit Notice"), require Seller to transfer to --------------------- Buyer or its designee (including Custodian) cash or Eligible Assets ("Additional Purchased Assets") so that the aggregate Asset Value of each --------------------------- the Purchased Asset shall be determined in Assets, including any such Additional Purchased Assets, will thereupon equal or exceed the manner set forth in the definition of “Market Value” and may be determined aggregate Purchase Prices for such Purchased Assets. If Buyer delivers a Margin Deficit Notice to Seller on or prior to 6 p.m. (New York time) on any Business Day, then Seller shall transfer Additional Purchased Assets to Buyer no later than 5 p.m. (New York time) the following Business Day. In the event Buyer delivers a Margin Deficit Notice to Seller after 6 p.m. (New York time) on any Business Day, then such Margin Deficit Notice shall be deemed to have been delivered on the following Business Day as set forth in and Seller shall be required to transfer Additional Purchased Assets no later than 5 p.m. (New York time) on the subsequent Business Day. All cash transferred to Buyer pursuant to this Section 4(a) on which any of shall be deposited in the following has occurred: (iaccount set forth in Section 8(a) hereof and shall be deemed to reduce the aggregate Purchase Price with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor all outstanding Transactions. (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (iib) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer mayBuyer's election, in its sole and absolute discretion, request that Monitoring Agent determine the Market Value for not to deliver a Margin Deficit Notice at any applicable Purchased Asset (or, time there is a Margin Deficit shall not in the case of any such partial repurchase, all Purchased Assets) and, upon delivery way limit or impair its right to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of deliver a Margin Deficit Notice at any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. a Margin Deficit exists.

MARGIN AMOUNT MAINTENANCE. (a) The Market Value of each Purchased Asset shall be determined in If at any time the manner Margin Base is less than the aggregate Purchase Price for all outstanding Transactions (a “Margin Deficit”), then Buyer may by notice to Seller (as such notice is more particularly set forth in below, a “Margin Deficit Notice”) require Seller to transfer to Buyer or its designee (including Custodian) cash or Eligible Assets (“Additional Purchased Assets”) (provided that the definition of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer may, in its sole discretion, request that Monitoring Agent determine the Market Value for any applicable Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) and, upon delivery require Seller to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased deliver cash rather than additional Eligible Assets), so that the Market aggregate Asset Value for such of the Purchased Asset (orAssets, in the case of including any such partial repurchase, all Additional Purchased Assets, will thereupon equal or exceed the aggregate Purchase Price for all outstanding Transactions. If Buyer delivers a Margin Deficit Notice to Seller on or prior to 10 a.m., New York City time, on any Business Day, then Seller shall transfer Additional Purchased Assets to Buyer no later than 5 p.m. New York City time, on such Business Day. In the event Buyer delivers a Margin Deficit Notice to Seller after 10 a.m., New York City time, on any Business Day, Seller shall be required to transfer Additional Purchased Assets no later than 5 p.m., New York City time, on the subsequent Business Day. All cash transferred to Buyer pursuant to this Section 4(a) shall be deposited in the market value as so determined by Monitoring Agent account set forth in its commercially reasonable judgment, which determination Section 8(a) hereof and shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding to reduce the foregoing or anything aggregate Purchase Price with respect to the contrary hereinall outstanding Transactions. (b) Buyer’s election, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole and absolute discretion. , not to deliver a Margin Deficit Notice at any time there is a Margin Deficit shall not in any way limit or impair its right to deliver a Margin Deficit Notice at any time a Margin Deficit exists.

MARGIN AMOUNT MAINTENANCE. ‌ (a) The Market Value of each Purchased Asset Buyer shall be determined in the manner set forth in the definition of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer may, in its sole discretion, request that Monitoring Agent determine the Market Value for any applicable Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of Purchased Mortgage Loans on a weekly basis, or at such Class A4 Notes intervals as determined by the Buyer in its sole discretion.‌ (b) If at any time the aggregate Asset Value of all related Purchased Mortgage Loans subject to all Transactions is less than the aggregate Repurchase Price for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller to transfer to Buyer or its designee cash or Eligible Mortgage Loans approved by the Buyer in its sole discretion (“Additional Purchased Mortgage Loans”) so that the aggregate Asset Value of the Purchased Mortgage Loans, including any such cash or Additional Purchased Mortgage Loans or cash, will thereupon equal or exceed the aggregate Purchase Price for all Transactions. If Buyer delivers a Margin Call to the Seller on or prior to 9:30 a.m. (New York City time) on any Business Day, then the Seller shall transfer cash or Additional Purchased Mortgage Loans to Buyer no later than 5 p.m. (New York City time) that day. In the event the Buyer delivers a Margin Call to a Seller after 9:30 a.m. (New York City time) on any Business Day, the Seller shall be required to transfer cash or Additional Purchased Mortgage Loans no later than 5 p.m. (New York City time) on the subsequent Business Day. (c) Buyer’s election, in its sole and absolute discretion, not to make a Margin Call at any time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Call at any time a Margin Deficit exists. (d) Any cash transferred to the Buyer pursuant to Section 4(b) above shall be credited to the Repurchase Price of the related Transactions. (e) On any day on which the aggregate Asset Value of the Purchased Mortgage Loans exceeds the then outstanding aggregate Purchase Price of all Transactions (a “Margin Excess”), so long as no Default or Event of Default has occurred and is continuing, Buyer shall, upon receipt of written request from Seller remit an amount equal to such Margin Excess to Seller as additional Purchase Price with respect to the Transactions, provided that in no event shall the Purchase Price exceed the Purchase Price as calculated on the applicable Purchase Date. Any request received by the Buyer after 2:00 p.m. (eastern time) shall be remitted by the Buyer on the next Business Day. (f) Buyer shall not be obligated to remit the additional Purchase Price requested pursuant to a request for Margin Excess which (i) Buyer reasonably determines is based on erroneous information or would result in a Transaction other than in accordance with the terms of this Agreement, or (ii) does not reflect Buyer’s current determination of Market Value as provided in the definition thereof.

MARGIN AMOUNT MAINTENANCE. (a) The Market Buyer shall determine the Asset Value of each the Purchased Asset shall be determined in the manner set forth in the definition of “Market Value” and may be determined Mortgage Loans on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asseta daily basis, or (iii) on any date on which, at such other intervals as determined by the Buyer in its sole discretion. (b) If at any time the aggregate Asset Value of all related Purchased Mortgage Loans subject to all Transactions is less than the aggregate Repurchase Price for all such Transactions (a “Margin Deficit”), there has been any change in then Buyer may by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller to transfer to Buyer or its designee cash or Eligible Mortgage Loans approved by the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretiondiscretion (“Additional Purchased Mortgage Loans”) so that the aggregate Asset Value of the Purchased Mortgage Loans, has resulted in including any such Additional Purchased Mortgage Loans or cash, will thereupon equal or exceed the aggregate Repurchase Price for all Transactions. If Buyer delivers a decline in Margin Call to the market value of such Seller on or prior to 9:30 a.m. (New York City time) on any Business Day, then the Seller shall transfer cash or Additional Purchased AssetMortgage Loans to Buyer no later than 5 p.m. (New York City time) that day. In the event the Buyer delivers a Margin Call to a Seller after 9:30 a.m. (New York City time) on any Business Day, and in each such case, Buyer maythe Seller shall be required to transfer cash or Additional Purchased Mortgage Loans no later than 5 p.m. (New York City time) on the subsequent Business Day. (c) Buyer’s election, in its sole and absolute discretion, request that Monitoring Agent determine not to make a Margin Call at any time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Call at any time a Margin Deficit exists. (d) Any cash transferred to the Market Value for any applicable Purchased Asset (or, in Buyer pursuant to Section 4(a) above shall be credited to the case Repurchase Price of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. Transactions.

MARGIN AMOUNT MAINTENANCE. (a) The Market Value of each Purchased Asset Buyer shall be determined in the manner set forth in the definition of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer may, in its sole discretion, request that Monitoring Agent determine the Market Value for any applicable Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of Purchased Mortgage Loans on a weekly basis, or at such Class A4 Notes intervals as determined by the Buyer in its sole discretion. If at any time the aggregate Asset Value of all related Purchased Mortgage Loans subject to all Transactions is less than the aggregate Repurchase Price for all such Transactions (a "Margin Deficit"), then Buyer may by notice to Seller (as such notice is more particularly set forth below, a "Margin Call"), require Seller to transfer to Buyer or its designee cash or Eligible Mortgage Loans approved by the Buyer in its sole discretion ("Additional Purchased Mortgage Loans") so that the aggregate Asset Value of the Purchased Mortgage Loans, including any such cash or Additional Purchased Mortgage Loans or cash, will thereupon equal or exceed the aggregate Purchase Price for all Transactions. If Buyer delivers a Margin Call to the Seller on or prior to 9:30 a.m. (New York City time) on any Business Day, then the Seller shall transfer cash or Additional Purchased Mortgage Loans to Buyer no later than 5 p.m. (New York City time) that day. In the event the Buyer delivers a Margin Call to a Seller after 9:30 a.m. (New York City time) on any Business Day, the Seller shall be required to transfer cash or Additional Purchased Mortgage Loans no later than 5 p.m. (New York City time) on the subsequent Business Day. Buyer's election, in its sole and absolute discretion, not to make a Margin Call at any time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Call at any time a Margin Deficit exists. Any cash transferred to the Buyer pursuant to Section 4(b) above shall be credited to the Repurchase Price of the related Transactions. On any day on which the aggregate Asset Value of the Purchased Mortgage Loans exceeds the then outstanding aggregate Purchase Price of all Transactions (a "Margin Excess"), so long as no Default or Event of Default has occurred and is continuing, Buyer shall, upon receipt of written request from Seller remit an amount equal to such Margin Excess to Seller as additional Purchase Price with respect to the Transactions, provided that in no event shall the Purchase Price exceed the Purchase Price as calculated on the applicable Purchase Date. Any request received by the Buyer after 2:00 p.m. (eastern time) shall be remitted by the Buyer on the next Business Day. Buyer shall not be obligated to remit the additional Purchase Price requested pursuant to a request for Margin Excess which (i) Buyer reasonably determines is based on erroneous information or would result in a Transaction other than in accordance with the terms of this Agreement, or (ii) does not reflect Buyer's current determination of Market Value as provided in the definition thereof.

MARGIN AMOUNT MAINTENANCE. (a) The Market If at any time the aggregate Asset Value of each all related Purchased Asset shall be determined in Mortgage Loans subject to all Transactions is less than the manner aggregate Purchase Price for all such Transactions (a “Margin Deficit”), then Buyer may by notice to the Sellers (as such notice is more particularly set forth in the definition of below, a “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor▇▇▇▇-to-Market”), (ii) on require the date of any partial repurchase of any Purchased Asset, Sellers to transfer to Buyer or (iii) on any date on which, as determined its designee cash or Eligible Mortgage Loans approved by the Buyer in its sole discretion, there has been any change in discretion (“Additional Purchased Mortgage Loans”) so that the composition and/or credit quality aggregate Asset Value of the underlying reverse mortgage loans securing Purchased Mortgage Loans, including any such Additional Purchased Mortgage Loans or backing such cash, will thereupon equal or exceed the aggregate Repurchase Price for all Transactions. If Buyer delivers a ▇▇▇▇-to-Market to Sellers on or prior to 9:30 a.m. (Central time) on any Business Day, then the Sellers shall transfer cash or Additional Purchased AssetMortgage Loans to Buyer no later than 4:00 p.m. (Central time) that day. In the event the Buyer delivers a ▇▇▇▇-to-Market to Sellers after 9:30 a.m. (Central time) on any Business Day, the Sellers shall be required to transfer cash or there has occurred any other event that, in Additional Purchased Mortgage Loans no later than 4:00 p.m. (Central time) on the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer maysubsequent Business Day. (b) Buyer’s election, in its sole and absolute discretion, not to make a ▇▇▇▇-to-Market at any time there is a Margin Deficit shall not in any way limit or impair its right to make a ▇▇▇▇-to-Market at any time a Margin Deficit exists. (c) Any cash transferred to the Buyer pursuant to Section 4(a) above shall be credited to the Repurchase Price of the related Transactions. (d) On any day on which the aggregate Asset Value of the Purchased Mortgage Loans subject to Transactions exceeds the then outstanding aggregate Purchase Price of all Transactions (a “Margin Excess”), so long as no Default or Event of Default has occurred and is continuing or will result therefrom, the Buyer shall, upon receipt of written request that Monitoring Agent determine from Seller, remit cash or release Purchased Mortgage Loans as requested by the Market Value for any applicable Purchased Asset (orSeller, in the case of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (oreither case, in amount equal to the case lesser of any (i) the amount requested by the Seller and (ii) such partial repurchaseMargin Excess to Seller. To the extent that the Buyer remits cash to the Seller, all Purchased Assets), such cash shall be additional Purchase Price with respect to the Market Value for such Purchased Asset Transactions. Any request received by the Buyer after 9:30 a.m. (or, in the case of any such partial repurchase, all Purchased AssetsCentral time) shall be remitted by the market value Buyer on the next Business Day. (e) Buyer shall not be obligated to remit an amount or release Purchased Mortgage Loans requested pursuant to a request for Margin Excess which (i) Buyer determines is based on erroneous information or would result in a Transaction other than in accordance with the terms of this Repurchase Agreement or (ii) does not reflect the current determination of Asset Value as so determined by Monitoring Agent provided in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. the definition thereof. (f) Notwithstanding the foregoing or anything to the contrary herein, if a Margin Deficit occurs with respect to a Medium Purchase Price Mortgage Loan or a Low Purchase Price Mortgage Loan, which, if considered to be a High Purchase Price Mortgage Loan, would not cause a Margin Deficit to occur, then Sellers may transfer to Buyer cash in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes an amount at least equal to the market value of Margin Deficit, provided that such Class A4 Notes cash is sufficient to ensure such Purchased Mortgage Loan is fully compliant as determined by Buyer in its sole discretion. a Medium Purchase Price Mortgage Loans or a Low Purchase Price Mortgage Loan, as applicable.

MARGIN AMOUNT MAINTENANCE. (a) The Market Value of each Purchased Asset shall be determined in the manner set forth in the definition of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer may, in its sole discretion, request that Monitoring Agent determine the Market Value for any applicable Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. .

MARGIN AMOUNT MAINTENANCE. (a) The Market Buyer determines the Asset Value of each the Purchased Asset shall be determined in the manner set forth in the definition of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, Assets at such intervals as determined by Buyer in its sole discretion. (b) If at any time the aggregate Asset Value of all related Purchased Assets subject to all Transactions is less than the Aggregate Purchase Price for all such Transactions (a “Margin Deficit”), there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing then Buyer may by notice to Sellers (as such notice is more particularly set forth below, a “Margin Call”), require Sellers to pay such Margin Deficit or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer may, in its sole discretion, request that Monitoring Agent determine the Market Value for any applicable Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) and, upon delivery to transfer to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing cash or anything to the contrary herein, in the event that all Additional Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined approved by Buyer in its sole commercially reasonable discretion so that the aggregate Asset Value of the Purchased Assets, including any such cash or Additional Purchased Assets, will thereupon equal or exceed the Aggregate Purchase Price for all Transactions. If Buyer delivers a Margin Call to Sellers on or prior to 10:00 a.m. (New York City time) on any Business Day, then Sellers shall transfer cash or Additional Purchased Assets to Buyer no later than 5:00 p.m. (New York City time) that day. In the event Buyer delivers a Margin Call to Sellers after 10:00 a.m. (New York City time) on any Business Day, Sellers will be required to transfer cash or Additional Purchased Assets no later than 5:00 p.m. (New York City time) on the subsequent Business Day. (c) Buyer’s election, in its sole and absolute discretion, not to make a Margin Call at any time there is a Margin Deficit will not in any way limit or impair its right to make a Margin Call at any time a Margin Deficit exists. (d) Any cash or Additional Purchased Assets transferred to Buyer pursuant to Section 4(b) above will be held as unsegregated cash margin and collateral for all Obligations. (e) Notwithstanding anything to the contrary in this Section 4, the Sellers may challenge the Asset Value of a Purchased Asset determined by the Buyer by delivery of up to three (3) third party quotations for Buyer’s consideration, at least two of which shall be from nationally recognized banks or broker dealers that routinely transact in the asset type of the Purchased Asset, for such Purchased Asset within three (3) Business Days of the Buyer’s determination of the Market Value of a Purchased Asset; provided, that no such dispute by a Seller or consideration by the Buyer shall delay the Seller’s obligation to timely cure any Margin Deficiency as provided in Section 4 herein. In addition, the Buyer may decide to disregard any additional third party quotations and determine the Asset Value in its sole and unreviewable discretion.

MARGIN AMOUNT MAINTENANCE. (a) The Market Value of each Purchased Asset Mortgage Loan shall be determined in the manner set forth in the definition of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with ”. With respect to any HomeSafe Standard, HomeSafe Select or HomeSafe Flex, the Market Value of each such Purchased Asset, any date that is [*] Mortgage Loan shall be determined in accordance with clauses (I)(a) or more after the related Purchase Date therefor (or, in the case I)(b) of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date definition of any partial repurchase of any Purchased Asset, or (iii) on any date on which“Market Value”, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Assetapplicable, and in each such caseconnection with any determination of Market Value pursuant to clause (I)(b) thereof, Buyer may, in its sole discretiondiscretion at any time, request that the Monitoring Agent determine the Market Value for any applicable such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) Mortgage Loan and, upon delivery to Buyer and Seller by the Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets)Mortgage Loan, the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) Mortgage Loan shall be the market value as so determined by the Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of the Monitoring Agent shall be paid by Seller. Notwithstanding . (b) If at any time the foregoing Asset Value of any Purchased Mortgage Loan subject to a Transaction is less than the Repurchase Price for such Purchased Mortgage Loan (a “Margin Deficit”), then Buyer may by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller to transfer to Buyer or anything to the contrary herein, its designee cash in the event that all Purchased Assets consisting amount of Class A4 Notes are not repurchased in full within the Margin Deficit pursuant to Section 4(c). (c) Notice delivered pursuant to Section 4(b) may be given by any written or electronic means. Any notice given pursuant to Section 4(b) shall be met, and the related Margin Call satisfied, no later than [*] following the Closing Date, Buyer may from time to time from and after the [**] following (New York City time) on the Closing Dateapplicable Margin Deadline. (d) The failure of Buyer, elect on any one or more occasions, to adjust exercise its rights hereunder, shall not change or alter the Market terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date. Seller and Buyer each agree that a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any way create additional rights for Seller. (e) Any cash transferred to Buyer pursuant to this Section 4 shall be applied to reduce the Repurchase Price of the applicable Purchased Mortgage Loans under this Agreement. (f) If the Asset Value of the Class A4 Notes Purchased Mortgage Loan is deemed to be [***], in lieu of paying the market value of Margin Deficit, Seller shall repurchase such Class A4 Notes as determined by Buyer Purchased Mortgage Loan in its sole discretion. accordance with Section 3(e) no later than the related Margin Deadline.

MARGIN AMOUNT MAINTENANCE. If at any time the aggregate Asset Value of the related Purchased Assets subject to all Transactions is less than the aggregate Purchase Price for all such Transactions (a "Margin Deficit"), then Buyer may by notice to Seller (as such notice is more particularly set forth below, a "Margin Deficit Notice"), require Seller to either (a) The Market transfer to Buyer or its designee (including the Custodian) Eligible Assets ("Additional Purchased Assets"), so that the aggregate Asset Value of each the Purchased Assets, including any such Additional Purchased Assets, will thereupon equal or exceed the aggregate Asset shall Value, or (b) remit to Buyer a payment (the "Margin Deficit Payment") (to be determined applied against the Purchase Price) in the manner set forth in the definition of “Market Value” and such amount as may be determined necessary to reduce the outstanding Purchase Price such that it is less than or equal to the Asset Value. If Buyer delivers a Margin Deficit Notice to Seller on or prior to 5 p.m. (New York City time) on any Business Day as set forth in this Section 4(aDay, then Seller shall transfer Additional Purchased Assets or remit the Margin Deficit Payment to Buyer no later than 5 p.m. (New York City time) the following Business Day. In the event the Buyer delivers a Margin Deficit Notice to Seller after 5 p.m. (New York City time) on which any of Business Day, then such Margin Deficit Notice shall be deemed to have been delivered on the following has occurred: Business Day and Seller shall be required to transfer Additional Purchased Assets or remit the Margin Deficit Payment no later than 5 p.m. (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (iiNew York City time) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer may, in its sole discretion, request that Monitoring Agent determine the Market Value for any applicable Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. subsequent Business Day.

MARGIN AMOUNT MAINTENANCE. (a) The Market Administrative Agent shall determine the Asset Value of each Purchased Asset shall be the Underlying Assets at such intervals as determined by Administrative Agent in the manner set forth in the definition of “Market Value” and its sole good faith discretion (which may be determined performed on a daily basis, at Administrative Agent’s good faith discretion and in accordance with the Administrative Agent’s Methodology). (e) If on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) a Margin Deficit exists with respect to any Purchased Asset, any date Transaction Pool in an amount that is equal to or greater than the Margin Threshold, then Administrative Agent may by written notice (including without limitation by electronic delivery) to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller to transfer to Administrative Agent for the benefit of Buyers or its designee the applicable Margin Deficit Cure Amount. If Administrative Agent delivers a Margin Call to Seller on or prior to [***] or more after the related Purchase Date therefor (orLEGAL02/44639412v17 on any Business Day, in the case of the Class A4 Notes only, any date that is then Seller shall transfer cash to Administrative Agent no later than 5[***]. In the event Administrative Agent delivers a Margin Call to Seller after [***] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on whichBusiness Day, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer maySeller shall be required to transfer cash no later than [***]. (f) Administrative Agent’s election, in its sole and absolute discretion, not to make a Margin Call at any time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Call at any time a Margin Deficit exists. (g) Upon Seller transferring any cash to Administrative Agent pursuant to Section 4(b) above, the Purchase Price of the related Underlying Assets shall be immediately reduced by the amount of such payment. (h) If at any time the Asset Value of Underlying Assets subject to Transactions in any Transaction Pool is greater than the aggregate Purchase Price for such Transaction Pool plus accrued and unpaid Price Differential (a “Margin Excess”), then Seller may, by prior written notice to Administrative Agent (a “Margin Excess Notice”), request that Monitoring Administrative Agent determine the Market Value for any applicable Purchased Asset (or, in the case of any remit such partial repurchase, all Purchased Assets) and, upon delivery to Buyer Margin Excess and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) Margin Excess shall be added to Purchase Price outstanding. If Seller delivers an Excess Margin Notice to Administrative Agent on or prior [***] on any Business Day, then Administrative Agent shall transfer such Margin Excess to Seller no later than [***]. In the market value as so determined by Monitoring event Seller delivers an Excess Margin Notice to Administrative Agent in its commercially reasonable judgmentafter [***] on any Business Day, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Administrative Agent shall be paid by Sellerrequired to transfer such Margin Excess no later than [***]. Notwithstanding the foregoing or anything Administrative Agent shall not be obligated to remit Margin Excess to the contrary herein, in extent (A) it would cause the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following outstanding Purchase Price for such Transaction Pool to exceed the Closing Date, Buyer may from time to time from Maximum Pool Purchase Price; (B) a Default has occurred and is continuing or would exist after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined action by Buyer in its sole discretion. Administrative Agent; or (C) a Margin Deficit would exist after such action.

MARGIN AMOUNT MAINTENANCE. (a) The Buyer shall determine the Market Value of each the Purchased Asset shall be determined in the manner set forth in the definition of “Market Value” and may be determined Mortgage Loans on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asseta weekly basis, or (iii) on any date on which, at such intervals as determined by the Buyer in its sole discretion. (b) If at any time the aggregate Asset Value of all related Purchased Mortgage Loans subject to all Transactions is less than the aggregate Purchase Price for all such Transactions (a “Margin Deficit”), there has been any change in then Buyer may by notice to Sellers (as such notice is more particularly set forth below, a “Margin Call”), require Sellers to transfer to Buyer or its designee cash or Eligible Mortgage Loans approved by the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretiondiscretion (“Additional Purchased Mortgage Loans”) so that the aggregate Asset Value of the Purchased Mortgage Loans, has resulted in including any such cash or Additional Purchased Mortgage Loans or cash, will thereupon equal or exceed the aggregate Purchase Price for all Transactions. If Buyer delivers a decline in Margin Call to the market value of such Sellers on or prior to 9:30 a.m. (New York City time) on any Business Day, then the Sellers shall transfer cash or Additional Purchased AssetMortgage Loans to Buyer no later than 5 p.m. (New York City time) that day. In the event the Buyer delivers a Margin Call to a Sellers after 9:30 a.m. (New York City time) on any Business Day, and in each such case, Buyer maythe Sellers shall be required to transfer cash or Additional Purchased Mortgage Loans no later than 5 p.m. (New York City time) on the subsequent Business Day. (c) Buyer’s election, in its sole and absolute discretion, request that Monitoring Agent determine not to make a Margin Call at any time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Call at any time a Margin Deficit exists. (d) Any cash (including Income paid as provided in Section 5 below) transferred to the Market Value for any applicable Purchased Asset (or, in Buyer pursuant to Section 4(b) above shall be credited to the case Repurchase Price of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. Transactions.

MARGIN AMOUNT MAINTENANCE. (a) The Market If at any time the Asset Value of each all Purchased Asset shall be determined in Mortgage Loans which are subject to Transactions is less than the manner set forth in aggregate Purchase Price for all such Transactions (a “Margin Deficit”), then Buyer may by written notice to the definition of related Seller (such notice, a “Market Value” and may be determined Margin Call”), require such Seller to transfer to Buyer or its designee cash at least equal to such Margin Deficit. If Buyer delivers a Margin Call to such Seller on or prior to 10:00 a.m. (eastern time) on any Business Day as set forth in Day, then such Seller shall transfer cash to Buyer no later than 5 p.m. (eastern time) that same Business Day. In the event Buyer delivers a Margin Call to such Seller after 10:00 a.m. (eastern time) on any Business Day, such Seller shall be required to transfer cash (subject to Section 4(b) below) no later than 5 p.m. (eastern time) on the subsequent Business Day. Any cash transferred to Buyer pursuant to this Section 4(a) on which any shall be credited to the Repurchase Price of the following has occurred: related Transaction. (ib) In the event that a Margin Deficit exists with respect to the Purchased Mortgage Loans, Buyer may retain any funds received by it to which such Seller would otherwise be entitled hereunder, which funds shall be held against the Margin Deficit and which may be applied by Buyer against any Purchased Asset, any date Mortgage Loans to the extent the Margin Deficit remains otherwise unsatisfied. (c) To the extent that is [*] or more after the related Purchase Date therefor (or, no Event of Default shall have occurred and be continuing and in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by Buyer in its Buyer’s sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of a Seller may satisfy a Margin Call by entering into a new Transaction pursuant to which Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Assetmay, and is hereby authorized to net from the proceeds to be remitted in each connection therewith, the amount of any such case, Buyer mayMargin Deficit. (d) Buyer’s election, in its sole and absolute discretion, request that Monitoring Agent determine the Market Value for not to make a Margin Call at any applicable Purchased Asset (or, time there is a Margin Deficit in the case of any such partial repurchase, all Purchased Assetsaccordance with Section 4(a) and, upon delivery or to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, retain funds in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assetsaccordance with Section 4(b) shall be the market value as so determined by Monitoring Agent not in any way limit or waive Buyer’s rights under this Repurchase Agreement or impair its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything right to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from make a Margin Call at any time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. a Margin Deficit exists.

MARGIN AMOUNT MAINTENANCE. (a) The Buyer shall determine the Market Value of each the Purchased Asset shall be determined in the manner set forth in the definition of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, Assets at such intervals as determined by the Buyer in its sole discretion, there has been . (b) If at any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there time a Market Value Trigger Event has occurred any other event thatand is continuing (a "Margin Deficit"), in then Buyer may by written notice to the determination of Sellers (as such notice is more particularly set forth below, a "Margin Call"), require Sellers to transfer to Buyer or Buyer's designee cash, Cash Equivalents or Subject Securities approved by the Buyer in its sole discretiondiscretion ("Additional Assets") so that the Purchase Price then outstanding will be less than or equal to 80% of aggregate Market Value of all Purchased Assets, has resulted in including any such Additional Assets. If Buyer delivers a decline in Margin Call to the market value Sellers on any Business Day, then the Seller shall transfer Additional Assets to Buyer no later than the time of delivery of such Purchased Asset, and Margin Call on the next Business Day. Any cash transferred to the Buyer in each such case, Buyer mayresponse to a Margin Call shall be credited to the Purchase Price on the date of payment. (c) Buyer's election, in its sole and absolute discretion, request that Monitoring Agent determine not to make a Margin Call at any time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Call at any time a Margin Deficit exists. (d) If, at any time prior to the Market Value for any applicable Purchased Asset (or, in the case occurrence of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets)a CDO Trigger Event, the Market Value for such Purchased Asset (or, in the case aggregate outstanding Purchase Price is less than 80% of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes Purchased Assets (a "Margin Excess"), then the Sellers may by notice to the market value Buyer require Buyer, in Buyer's sole discretion, transfer to either Seller, as applicable, previously delivered Additional Assets pursuant to Section 4(b) above, provided that the aggregate outstanding Purchase Price, after deduction of any such Class A4 Notes as determined Additional Assets so transferred, will thereupon not exceed 80% of Market Value of the Purchased Assets. For the avoidance of doubt, only Additional Assets delivered to Buyer to satisfy a Margin Call under Section 4(b) (such assets, "Margin Call Assets") may be released by Buyer to satisfy a Margin Excess, and if the Buyer has no Margin Call Assets, the Buyer shall have no obligation to take any action in its sole discretion. respect of a Margin Excess hereunder.

MARGIN AMOUNT MAINTENANCE. (a) The Market Buyer shall determine the Asset Value of each the Purchased Mortgage Loans at such intervals as Buyer may choose; provided, however, that such intervals may not be more often than weekly. (b) If at any time seven (7) days or more after a Purchase Date, upon a calculation of the Asset shall be determined Value of the Purchased Mortgage Loans subject to all Transactions after taking into account any adjustment made in the manner set forth in accordance with the definition of Market Value herein, the aggregate Asset Value of all such Purchased Mortgage Loans is less than 100% of the aggregate outstanding Purchase Price for all Purchased Mortgage Loans subject to then outstanding Transactions under this Agreement (a “Market Value” and may be determined on any Business Day Margin Deficit”), then Buyer may, by notice to Seller (as such notice is more particularly set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Assetbelow, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefora “Margin Call”), require Seller to transfer to Buyer or its designee cash or Eligible Mortgage Loans (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by other assets reasonably acceptable to Buyer in its sole discretion, there has been any change in ) (“Additional Purchased Mortgage Loans”) so that the composition and/or credit quality aggregate Asset Value of the underlying reverse mortgage loans securing Purchased Mortgage Loans, including any such cash or backing such Additional Purchased AssetMortgage Loans, will thereupon equal or there has occurred exceed 100% of the aggregate Purchase Price for all Transactions. In the event Buyer delivers a Margin Call to Seller on any other event thatBusiness Day, in Seller shall be required to transfer cash or Additional Purchased Mortgage Loans no later than 5 p.m. (New York City time) on the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer mayfollowing Business Day. (c) Buyer’s election, in its sole and absolute discretion, request that Monitoring Agent determine the Market Value for not to make a Margin Call at any applicable Purchased Asset time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Call at any time a Margin Deficit exists. (or, in the case of any such partial repurchase, all Purchased Assetsd) and, upon delivery Any cash transferred to Buyer and Seller by Monitoring Agent pursuant to Section 4(b) above shall be credited against the Repurchase Price of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. Transactions.

MARGIN AMOUNT MAINTENANCE. (a) The Market If at any time the Margin Base is less than the aggregate Purchase Price for all outstanding Transactions (a "MARGIN DEFICIT"), then Buyer may by notice to Seller (as such notice is more particularly set forth below, a "MARGIN DEFICIT NOTICE"), require Seller to transfer to Buyer or its designee (including Custodian) cash or Eligible Assets ("ADDITIONAL PURCHASED ASSETS") so that the aggregate Asset Value of each the Purchased Asset shall be determined in Assets, including any such Additional Purchased Assets, will thereupon equal or exceed the manner set forth in the definition of “Market Value” and may be determined aggregate Purchase Prices for such Purchased Assets. If Buyer delivers a Margin Deficit Notice to Seller on or prior to 6 p.m. (New York time) on any Business Day, then Seller shall transfer Additional Purchased Assets to Buyer no later than 5 p.m. (New York time) the following Business Day. In the event Buyer delivers a Margin Deficit Notice to Seller after 6 p.m. (New York time) on any Business Day, then such Margin Deficit Notice shall be deemed to have been delivered on the following Business Day as set forth in and Seller shall be required to transfer Additional Purchased Assets no later than 5 p.m. (New York time) on the subsequent Business Day. All cash transferred to Buyer pursuant to this Section 4(a) on which any of shall be deposited in the following has occurred: (iaccount set forth in Section 8(a) hereof and shall be deemed to reduce the aggregate Purchase Price with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor all outstanding Transactions. (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (iib) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer mayBuyer's election, in its sole and absolute discretion, request that Monitoring Agent determine the Market Value for not to deliver a Margin Deficit Notice at any applicable Purchased Asset (or, time there is a Margin Deficit shall not in the case of any such partial repurchase, all Purchased Assets) and, upon delivery way limit or impair its right to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of deliver a Margin Deficit Notice at any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. a Margin Deficit exists.

MARGIN AMOUNT MAINTENANCE. (a) The Market Value of each Purchased Asset shall be determined in the manner set forth in the definition of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer may, in its sole discretion, request that Monitoring Agent determine the Market Value for any applicable Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. (b) If at any time the aggregate unpaid Repurchase Price of all Purchased Assets of any Bond Type exceeds the lesser of (A) the product of (x) the Purchase Price Percentage for such Bond Type, multiplied by (y) the aggregate Market Value of all Purchased Assets of such Bond Type, as determined by Buyer in its sole discretion, and (B) the applicable Purchased Asset Value Floor of all Purchased Assets of such Bond Type (a “Margin Deficit”), then Buyer may, by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller to transfer to Buyer or its designee cash in the amount of the Margin Deficit pursuant to Section 4(c) of this Agreement. (c) Notice delivered pursuant to Section 4(b) of this Agreement may be given by any written or electronic means. Any notice given pursuant to Section 4(b) of this Agreement shall be met, and the related Margin Call satisfied, no later than [*] (New York City time) on the applicable Margin Deadline.

MARGIN AMOUNT MAINTENANCE. (a) The Buyer shall determine the Market Value of each the Purchased Asset shall be determined in the manner set forth in the definition of “Market Value” and may be determined Mortgage Loans on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asseta weekly basis, or (iii) on any date on which, at such intervals as determined by the Buyer in its sole discretion. (b) If at any time the aggregate Asset Value of all related Purchased Mortgage Loans subject to all Transactions is less than the aggregate Purchase Price for all such Transactions (a “Margin Deficit”), there has been any change in then Buyer may by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller to transfer to Buyer or its designee cash or Eligible Mortgage Loans approved by the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretiondiscretion (“Additional Purchased Mortgage Loans”) so that the aggregate Asset Value of the Purchased Mortgage Loans, has resulted in including any such cash or Additional Purchased Mortgage Loans or cash, will thereupon equal or exceed the aggregate Purchase Price for all Transactions. If Buyer delivers a decline in Margin Call to the market value of such Seller on or prior to 9:30 a.m. (New York City time) on any Business Day, then the Seller shall transfer cash or Additional Purchased AssetMortgage Loans to Buyer no later than 5 p.m. (New York City time) that day. In the event the Buyer delivers a Margin Call to a Seller after 9:30 a.m. (New York City time) on any Business Day, and in each such case, Buyer maythe Seller shall be required to transfer cash or Additional Purchased Mortgage Loans no later than 5 p.m. (New York City time) on the subsequent Business Day. (c) Buyer’s election, in its sole and absolute discretion, request not to make a Margin Call at any time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Call at any time a Margin Deficit exists. (d) Any cash transferred to the Buyer pursuant to Section 4(b) above shall be credited to the Repurchase Price (other than that Monitoring Agent determine the Market Value for any applicable Purchased Asset (or, in the case allocated to Price Differential) of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in Transactions such that the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) Price Differential shall be calculated on the market value basis of the Purchase Price as so determined by Monitoring Agent in its commercially reasonable judgmentdecreased, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding commencing on the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value date of such Class A4 Notes as determined by Buyer in its sole discretion. cash payment.

MARGIN AMOUNT MAINTENANCE. (a) The Market Buyer shall determine the Asset Value of each the Purchased Asset shall be determined in the manner set forth in the definition of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, Mortgage Loans at such intervals as determined by the Buyer in its sole discretion. (b) If at any time the aggregate Asset Value of all related Purchased Mortgage Loans subject to all Transactions is less than the aggregate Repurchase Price for all such Transactions (a “Margin Deficit”), there has been any change in then Buyer may by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller to transfer to Buyer or its designee cash or Eligible Mortgage Loans approved by the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretiondiscretion (“Additional Purchased Mortgage Loans”) so that the aggregate Asset Value of the Purchased Mortgage Loans, has resulted in including any such cash or Additional Purchased Mortgage Loans, will thereupon equal or exceed the aggregate Repurchase Price for all Transactions. If Buyer delivers a decline in Margin Call to the market value of such Seller on or prior to 9:30 a.m. (New York City time) on any Business Day, then the Seller shall transfer cash or Additional Purchased AssetMortgage Loans to Buyer no later than 5 p.m. (New York City time) that day. In the event the Buyer delivers a Margin Call to a Seller after 9:30 a.m. (New York City time) on any Business Day, and in each such case, Buyer maythe Seller shall be required to transfer cash or Additional Purchased Mortgage Loans no later than 5 p.m. (New York City time) on the subsequent Business Day. (c) Buyer’s election, in its sole and absolute discretion, request that Monitoring Agent determine not to make a Margin Call at any time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Call at any time a Margin Deficit exists. (d) Any cash transferred to the Market Value for any applicable Purchased Asset (or, in Buyer pursuant to Section 4(b) above shall be credited to the case Repurchase Price of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. Transactions.

MARGIN AMOUNT MAINTENANCE. (a) The Market If at any time the aggregate Asset Value of each all related Purchased Mortgage Loans subject to all Transactions is less than the aggregate Purchase Price for all such Transactions (a “Margin Deficit”), then the Administrative Agent may by notice to the Sellers (as such notice is more particularly set forth below, a “▇▇▇▇-to-Market”), require the Sellers to transfer to Administrative Agent for the benefit of Buyers or its designee cash or Eligible Mortgage Loans approved by the Administrative Agent in its sole discretion (“Additional Purchased Mortgage Loans”) so that the aggregate Asset Value of the Purchased Mortgage Loans, including any such Additional Purchased Mortgage Loans or cash, will thereupon equal or exceed the aggregate Purchase Price for all Transactions. If Administrative Agent delivers a ▇▇▇▇-to-Market to Sellers on or prior to 10:00 a.m. (Central time) on any Business Day, then the Sellers shall transfer cash or Additional Purchased Mortgage Loans to Administrative Agent for the benefit of Buyers no later than 1:00 p.m. (Central time) that day. In the event the Administrative Agent delivers a ▇▇▇▇-to-Market to Sellers after 10:00 a.m. (Central time) on any Business Day, the Sellers shall be determined required to transfer cash or Additional Purchased Mortgage Loans no later than 1:00 p.m. (Central time) on the subsequent Business Day. (b) Administrative Agent’s election, in its sole and absolute discretion, not to make a ▇▇▇▇-to-Market at any time there is a Margin Deficit shall not in any way limit or impair its right to make a ▇▇▇▇-to-Market at any time a Margin Deficit exists. (c) Any cash transferred to the manner set forth Administrative Agent pursuant to Section 4(a) above shall be credited to the Repurchase Price of the related Transactions. (d) On any day, the outstanding Purchase Price for all Transactions under the Repurchase Agreement shall in no event exceed the definition Maximum Purchase Price minus outstanding Loans under the Loan Agreement. The Sellers shall (a) if notice is given on before 10:00 a.m. (Central time), by 1:00 p.m. on that same Business Day or (b) if notice is given after 10:00 a.m. (Central time) by 11:00 a.m. on the next Business Day, in each case, repurchase Purchased Mortgage Loans such that the Purchase Price equals or is less than the Maximum Purchase Price minus the aggregate outstanding Loans under the Loan Agreement. (e) On any day on which the aggregate Asset Value of the Purchased Mortgage Loans subject to Transactions exceeds the then outstanding aggregate Purchase Price of all Transactions (a “Market Value” Margin Excess”), so long as no Default or Event of Default has occurred and may is continuing or will result therefrom, the Administrative Agent shall, upon receipt of written request from Sellers, remit cash or release Purchased Mortgage Loans as requested by the Sellers, in either case, in amount equal to the lesser of (i) the amount requested by the Sellers and (ii) such Margin Excess to Seller. To the extent that the Administrative Agent remits cash to the Sellers, such cash shall be determined additional Purchase Price with respect to the Transactions, subject in all respects to each Buyer’s Available Commitment Amount (as defined under the Administration Agreement). Any request received by the Administrative Agent on or prior to 10:00 a.m. (Central time) on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer may, in its sole discretion, request that Monitoring Agent determine the Market Value for any applicable Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be remitted by the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. .no later than 1:00 USActive 5531664.18 -35-

MARGIN AMOUNT MAINTENANCE. (a) The Market Buyer determines the Asset Value of each the Purchased Assets at such intervals as determined by Buyer in its sole discretion. (b) If at any time the aggregate Asset shall be determined in Value of all related Purchased Assets subject to all Transactions is less than the manner aggregate Purchase Price for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller to pay such Margin Deficit or to transfer to Buyer Additional Purchased Assets approved by Buyer in its sole discretion so that the definition aggregate Asset Value of “Market Value” and may be determined the Purchased Assets, including any such Additional Purchased Assets, will thereupon equal or exceed the aggregate Purchase Price for all Transactions. If Buyer delivers a Margin Call to Seller on or prior to 10:00 a.m. (New York City time) on any Business Day as set forth in this Section 4(aDay, then Seller shall transfer Additional Purchased Assets to Buyer no later than 10:00 a.m. (New York City time) the succeeding Business Day. In the event Buyer delivers a Margin Call to Seller after 10:00 a.m. (New York City time) on which any of the following has occurred: Business Day, Seller will be required to transfer Additional Purchased Assets no later than 10:00 a.m. (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (iiNew York City time) on the date second (2nd) succeeding Business Day. (c) Buyer’s election, in its sole and absolute discretion, not to make a Margin Call at any time there is a Margin Deficit will not in any way limit or impair its right to make a Margin Call at any time a Margin Deficit exists. (d) Any Additional Purchased Assets transferred to Buyer pursuant to Section 4(b) above will be processed by Buyer as a curtailment of any partial repurchase of any the particular Purchased Asset, or (iiiAsset(s) on any date on whichas identified by Buyer as having the lower Asset Value(s) causing the Margin Deficit, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer may, in its sole discretion, request that Monitoring Agent determine the Market Value for any applicable Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. .

MARGIN AMOUNT MAINTENANCE. (a) The Market Value of each Purchased Asset Buyer shall be determined in the manner set forth in the definition of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer may, in its sole discretion, request that Monitoring Agent determine the Market Value for of any applicable Purchased Asset (i) on the applicable Purchase Date, (ii) at any time upon the occurrence and continuance of a Revaluation Event; (iii) at any time upon the occurrence and continuance of a Credit Event, (iv) or in accordance with exercising its remedies pursuant to Section 14 hereof or (v) at any time upon the occurrence and continuance of an Event of Default. For the avoidance of doubt, Buyer shall not determine or have the right to determine the Market Value at any time other than as set forth in the preceding sentence. (b) If at any time the aggregate Asset Value of all Purchased Assets subject to Transactions is less than the aggregate Purchase Price for such Purchased Assets (a “Margin Deficit”), then if such Margin Deficit is greater than the Permitted Amount, Buyer may by written notice to Seller (as such notice is more particularly set forth below, a “Margin Deficit Call”), require Seller to transfer to Buyer or its designee, cash in the amount equal to the Margin Deficit, and Buyer shall apply such cash to the outstanding Purchase Price of the Purchased Assets as directed by Seller, or, in the case absence of such direction, on a weighted average, pro rata basis, with respect to the Purchased Assets that gave rise to the Margin Call. Seller shall also be entitled to correct a Margin Deficit in whole or in part by a repurchase of one or more Purchased Assets pursuant to Section 3(e). (c) If at any time the Asset Value of any such partial repurchase, or all Purchased Assets) andAssets subject to Transactions exceeds the aggregate outstanding Purchase Price (a “Margin Excess”), upon then Seller may, by delivery of written notice to Buyer and Seller on any Business Day, request Buyer by Monitoring Agent of its determination of Market Value for the related Purchased Asset Margin Deadline to remit additional Purchase Price (orsuch request a “Margin Excess Call” together with a Margin Deficit Call, a “Margin Call”) in an amount equal to the case lesser of any (x) such partial repurchase, all Purchased Assets), Margin Excess and (y) the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid amount requested by Seller. Notwithstanding Buyer shall not be obligated to remit Margin Excess if (A) it would cause the outstanding Purchase Price to exceed the Maximum Aggregate Purchase Price or otherwise be inconsistent with the requirements or conditions of this Agreement; (B) a Default or Event of Default has occurred and is continuing or would exist after such action by Buyer or (C) such action would cause a Margin Deficit. (d) Notice delivered pursuant to Section 4(b) hereof may be given by any written or electronic means. Any notice given before 10:00 a.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the Business Day following such notice; notice given after 10:00 a.m. (New York City time) on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the date of such notice (the foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). (e) The failure of Buyer, on any one or anything more occasions, to exercise its rights hereunder, shall not change or alter the contrary herein, in terms and conditions to which this Agreement is subject or limit the event right of Buyer to do so at a later date. Seller and Buyer each agree that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined a failure or delay by Buyer to exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in its sole discretion. any way create additional rights for Seller.

MARGIN AMOUNT MAINTENANCE. (a) The Market If at any time the aggregate Collateral Value of each the related Purchased Asset shall Mortgage Loans subject to all Transactions is less than the aggregate Purchase Price for all such Transactions (a "Margin Deficit"), then Buyer may by notice to Seller require Seller to transfer to Buyer or its designee (including the Trustee) Mortgage Loans or cash ("Additional Purchased Loans"), so that the cash and aggregate Collateral Value of the Purchased Mortgage Loans, including any such Additional Purchased Loans, will thereupon equal or exceed the aggregate Margin Amount. (b) If at any time the aggregate Collateral Value of all Purchased Mortgage Loans subject to all Transactions exceeds the aggregate Purchase Price for all such Transactions (a "Margin Excess"), then Seller may by notice to Buyer require Buyer in such Transactions, to transfer or cause to be determined transferred to Seller or its designee Purchased Mortgage Loans or cash so that the cash and aggregate Collateral Value of the Purchased Mortgage Loans, after deduction of any such Mortgage Loans or cash so transferred, will thereupon not exceed the aggregate Margin Amount. (c) Seller may provide notice pursuant to subsection (b) hereof by preparing a Request for Release of Mortgage Loans in the manner form of Exhibit K to the Pooling and Servicing Agreement ("Notice of Release of Pledge"), specifying (1) the Purchased Mortgage Loans to be released and the requested release date, (2) the aggregate Collateral Value with respect to such Purchased Mortgage Loans, (3) the remaining aggregate Collateral Value after giving effect to the transfer of the Purchased Mortgage Loans, (4) the aggregate Purchase Price of the Transactions, and (5) a certification from the Seller that, upon release of the Purchased Mortgage Loans, there will not be a Margin Deficit. (d) The Seller shall transmit the Notice of Release of Pledge by facsimile transmission to the Buyer. Upon confirming that the Notice of Release of Pledge correctly reflects the information set forth in Section 4(c) and that, after giving effect to the requested release the Collateral Value would be equal to or greater than the aggregate Purchase Price of the Transactions, the Buyer shall countersign the Notice of Release of Pledge and transmit the countersigned Notice of Release of Pledge to the Trustee. In the event that the Buyer's assessment of the Collateral Value would alter the information set forth in any Request for Release, the Buyer shall promptly notify the Seller in writing of such assessment. (e) Upon receipt of the countersigned Notice of Release of Pledge and upon approval of the Notice of Release of Pledge by the Buyer, the Trustee shall take the actions set forth in the definition Pooling and Servicing Agreement with respect to the Purchased Mortgage Loan to be released. (f) The Buyer shall not be obligated to countersign a Notice of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any Release of the following has occurred: Pledge (i) which the Buyer reasonably determines is based on erroneous information or would result in a transfer of Purchased Mortgage Loans other than in accordance with respect to any Purchased Assetthe terms of this Repurchase Agreement, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on which does not reflect the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, as determined by Buyer in its sole discretion, there has been any change in the composition and/or credit quality of the underlying reverse mortgage loans securing or backing such Purchased Asset, or there has occurred any other event that, in the Buyer's current determination of Buyer in its sole discretion, has resulted in a decline in the market value of such Purchased Asset, and in each such case, Buyer may, in its sole discretion, request that Monitoring Agent determine the Market Value for any applicable Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. Collateral Value.

MARGIN AMOUNT MAINTENANCE. (a) The Market Buyer shall determine the Asset Value of each the Purchased Asset shall be determined in the manner set forth in the definition of “Market Value” and may be determined on any Business Day as set forth in this Section 4(a) on which any of the following has occurred: (i) with respect to any Purchased Asset, any date that is [*] or more after the related Purchase Date therefor (or, in the case of the Class A4 Notes only, any date that is [*] or more after the related Purchase Date therefor), (ii) on the date of any partial repurchase of any Purchased Asset, or (iii) on any date on which, Mortgage Loans at such intervals as determined by the Buyer in its sole discretion. (b) If at any time the aggregate Asset Value of all related Purchased Mortgage Loans subject to all Transactions is at least $100,000 less than the aggregate Purchase Price for all such Transactions (a “Margin Deficit”), there has been any change in then the composition and/or credit quality of Buyer may by notice to the underlying reverse mortgage loans securing Sellers (as such notice is more particularly set forth below, a “Margin Call”), require the Sellers to transfer to the Buyer or backing such Purchased Asset, its designee cash or there has occurred any other event that, in Eligible Mortgage Loans approved by the determination of Buyer in its sole discretiondiscretion (“Additional Purchased Mortgage Loans”) so that the aggregate Asset Value of the Purchased Mortgage Loans, has resulted in including any such cash or Additional Purchased Mortgage Loans, will thereupon equal or exceed the aggregate Purchase Price for all Transactions. If the Buyer delivers a decline in Margin Call to the market value of such Seller on or prior to 9:30 a.m. (New York City time) on any Business Day, then the Sellers shall transfer cash or Additional Purchased AssetMortgage Loans to the Buyer no later than 5 p.m. (New York City time) that day. In the event the Buyer delivers a Margin Call to a Seller after 9:30 a.m. (New York City time) on any Business Day, and in each such case, Buyer maythe Sellers shall be required to transfer cash or Additional Purchased Mortgage Loans no later than 5 p.m. (New York City time) on the subsequent Business Day. (c) The Buyer’s election, in its sole and absolute discretion, request that Monitoring Agent determine not to make a Margin Call at any time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Call at any time a Margin Deficit exists. (d) Any cash transferred to the Market Value for any applicable Purchased Asset (or, in Buyer pursuant to Section 4(b) above shall be credited to the case Repurchase Price of any such partial repurchase, all Purchased Assets) and, upon delivery to Buyer and Seller by Monitoring Agent of its determination of Market Value for the related Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets), the Market Value for such Purchased Asset (or, in the case of any such partial repurchase, all Purchased Assets) shall be the market value as so determined by Monitoring Agent in its commercially reasonable judgment, which determination shall be deemed correct absent manifest error. All costs and expenses of Monitoring Agent shall be paid by Seller. Notwithstanding the foregoing or anything to the contrary herein, in the event that all Purchased Assets consisting of Class A4 Notes are not repurchased in full within [*] following the Closing Date, Buyer may from time to time from and after the [*] following the Closing Date, elect to adjust the Market Value of the Class A4 Notes to the market value of such Class A4 Notes as determined by Buyer in its sole discretion. Transactions.