Common use of Margin Maintenance Clause in Contracts

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time either party has a Net Exposure in respect of the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular other party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer it may by notice to Seller the other party require Seller in such Transactions, the other party to make a Margin Transfer to it of an aggregate amount or value at Seller’s option, least equal to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Net Exposure. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions A notice under sub-paragraph (a) above may be given orally or in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)writing. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) For the purposes of this Paragraph at or before Agreement a party has a Net Exposure in respect of the other party if the aggregate of all the first party's Transaction Exposures plus any amount payable to the first party under paragraph 5 but unpaid less the amount of any Net Margin Notice Deadline on provided to the first party exceeds the aggregate of all the other party's Transaction Exposures plus any business day, amount payable to the other party receiving such notice shall transfer cash or Additional Purchased Securities as under paragraph 5 but unpaid less the amount of any Net Margin provided in such subparagraph no later than to the close other party; and the amount of business the Net Exposure is the amount of the excess. For this purpose any amounts not denominated in the relevant market on such day. If any such notice is given after Base Currency shall be converted into the Margin Notice Deadline, Base Currency at the party receiving such notice shall transfer such cash or Securities no later than the close of business in Spot Rate prevailing at the relevant market on the next business day following such noticetime. (d) Any cash transferred pursuant To the extent that a party calling for a Margin Transfer has previously paid Cash Margin which has not been repaid or delivered Margin Securities in respect of which Equivalent Margin Securities have not been delivered to this Paragraph it, that party shall be attributed entitled to require that such Transactions as Margin Transfer be satisfied first by the repayment of such Cash Margin or the delivery of Equivalent Margin Securities but, subject to this, the composition of a Margin Transfer shall be agreed upon by Buyer and Sellerat the option of the party making such Margin Transfer. (e) Seller and Buyer Any Cash Margin transferred shall be in the Base Currency or such other currency as the parties may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller A payment of Cash Margin shall give rise to a debt owing from the party receiving such payment to the party making such payment. Such debt shall bear interest at such rate, payable at such times, as may be specified in Annex I hereto in respect of the relevant currency or otherwise agreed between the parties, and Buyer may agree, with respect shall be repayable subject to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) terms of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) 7.1 If at on any time day prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased the Underlying Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than falls below the aggregate Buyer’s Purchase Price of the Underlying Securities plus the Margin Amount for all such Transactions (the difference being a “Margin Deficit”), then Buyer the Parties consent that the Trustee (acting on behalf of the Client) may by notice to Seller the Dealer require Seller the Dealer in such Transactions, at Seller’s optionTransaction, to transfer to Buyer cash or the Trustee (on behalf of the Client) additional Securities reasonably acceptable to Buyer the Trustee (acting on behalf of the Client) (“Additional Purchased Margin Securities”), ) so that the cash and aggregate Market Value of the Purchased Underlying Securities, including and any such Additional Purchased Margin Securities, will thereupon shall be equal to or shall exceed such aggregate Buyer’s the Purchase Price of the Underlying Securities plus the Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) 7.2 If at any time prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller the Underlying Assets exceeds the aggregate Seller’s Purchase Price of the Underlying Securities plus the Required Margin Amount for all such Transactions at such time Transaction (the difference being a “Margin Excess”), then Seller the Parties agree that the Dealer may by notice to Buyer the Trustee (acting on behalf of the Client) require Buyer the Trustee in such Transactions, at Buyer’s optionTransaction, to transfer cash or Purchased to the Dealer Underlying Securities with a Market Value equivalent to Sellerthe Margin Excess, so provided that the aggregate Market Value of the Purchased SecuritiesUnderlying Assets, after deduction of any such cash or any Purchased Underlying Securities so transferred, will thereupon not exceed such aggregate Seller’s the Purchase Price of the Underlying Securities plus the Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) 7.3 If any notice is given by Buyer or Seller under subparagraph the Trustee (aacting on behalf of the Client) or (b) of this Paragraph the Dealer under Clause 7.1 or Clause 7.2 at or before the Margin Notice Deadline on any business dayBusiness Day, the party Trustee (acting on behalf of the Client) or the Dealer (as the case may be) receiving such notice shall transfer cash or Additional Purchased the Margin Securities as provided in such subparagraph clause no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party Trustee (acting on behalf of the Client) or the Dealer (as the case may be) receiving such notice shall transfer such cash or the Margin Securities no later than the close of business in the relevant market on the next business day Business Day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that 7.4 For the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage purposes of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed calculations set out in Clause 7.1 and Clause 7.2, in order to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agreedetermine, with respect to any or all Transactions hereunderrespectively, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of whether there is a Margin Deficit or a Margin Excess, as the case may be, may Market Value of Underlying Securities shall be exercised whenever such a aggregated with the Market Value of any Margin Deficit or Margin Excess exists with Securities previously transferred in respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)of the Transaction.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, option to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value outstanding amount of all Purchased Securities subject to all Transactions in which a particular party hereto the Purchase Price of the Note is acting as Buyer is less greater than the aggregate Buyer’s Margin Amount for all related Asset Value (such Transactions (excess, a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable in an amount at least equal to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of (such date arising from any Transactions in which such Buyer is acting as Sellerrequirement, a “Margin Call”). (b) If at Notice delivered pursuant to Section 2.05(a) may be given by any written or electronic means. With respect to a Margin Call, any notice given before 5:00 p.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 following Business Day. With respect to a Margin Call, any notice given after 5:00 p.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 aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin ExcessDeadlines”). The failure of Buyer, then on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date. Seller may and Buyer each agree that a failure or delay by notice Buyer to Buyer require Buyer in such Transactions, at exercise its rights hereunder shall not limit or waive Buyer’s option, to transfer cash rights under this Agreement or Purchased Securities to otherwise existing by law or in any way create additional rights for Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before In the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, event that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excessexists, as the case Buyer may beretain any funds received by it to which Seller would otherwise be entitled hereunder, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions which funds (which amount or percentage shall i) may be agreed to held by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that against the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a related Margin Deficit or (ii) may be applied by Buyer against the Purchase Price. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Excess, as Call in accordance with the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under provisions of this Agreement)Section 2.05.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller.. 4 • September 1996 • Master Repurchase Agreement (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the Aggregate Facility Purchase Price is greater than the aggregate Market Asset Value of all Purchased Securities Mortgage Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (the positive amount of such difference, a “Margin Deficit”), and such Margin Deficit is greater than the Minimum Margin Threshold, then Buyer may by written notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable in an amount at least equal to Buyer the Margin Deficit (such amount, a “Additional Purchased SecuritiesMargin Payment”); provided, so that that, notwithstanding the cash foregoing, Buyer may determine the Asset Value and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any related Margin Deficit as of such date arising from on an individual loan basis for any Transactions Purchased Mortgage Loan, in which such Buyer is acting as Seller)event it shall, upon receipt, apply all amounts received with respect to any individual Purchased Mortgage Loans against the Purchase Price thereof. (b) If at Buyer delivers a Margin Call to Seller on or prior to 10:00 a.m. (New York City time) on any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Business Day, then Seller may by notice shall transfer the Margin Payment to Buyer require Buyer in or its designee no later than 5:30 p.m. (New York City time) on such TransactionsBusiness Day. In the event ▇▇▇▇▇ delivers a Margin Call to Seller after 10:00 a.m. (New York City time) on any Business Day, at Buyer’s option, Seller shall be required to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of Margin Payment no later than 2:00 p.m. (New York City time) on the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)following Business Day. (c) If Seller shall transfer any notice Margin Payment to the account of Buyer that is given by Buyer or Seller under subparagraph (a) or (breferenced in Section 10(a) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeAgreement. (d) Any cash transferred pursuant In the event that a Margin Deficit exists with respect to this Paragraph any Purchased Mortgage Loans, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be attributed to such Transactions as shall be agreed upon held by Buyer against the related Margin Deficit and Seller(ii) may be applied by Buyer against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, ▇▇▇▇▇ retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 7. (e) The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Agreement or limit the right of Buyer to do so at a later date. Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of of’ business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred transferred-pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate aggre­gate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph subpara­graph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) The Buyer shall have the right to determine and re-determine the Market Value of any of the Purchased Loans on a daily basis in its sole discretion, which determination shall be conclusive and may affect the Recognized Value of such Purchased Loans, (b) If, at any time, the aggregate Purchase Price of all Transactions then outstanding hereunder exceeds the aggregate Recognized Value of all Purchased Loans subject to such Transactions as of such date (a “Margin Deficiency”), as determined by the Buyer (or the Agent on behalf of the Buyer) in its sole discretion and as to which the Buyer (or the Agent) notifies the Seller on any Business Day, and such Margin Deficiency exceeds the Margin Threshold, the Seller shall no later than one (1) Business Day after receipt of such notice, either make a payment in cash or Cash Equivalents to the Buyer, in respect of the aggregate Purchase Price or at the Seller’s option, but with the Buyer’s written consent, to transfer to the Buyer additional Eligible Mortgage Loans that are in all respects acceptable to the Buyer in its sole discretion (which additional Eligible Mortgage Loans shall be deemed to be Purchased Loans subject to the then existing Transaction under the Repurchase Documents) such that after giving effect to such payment or transfer no Margin Deficiency shall then exist. (c) If at any time the aggregate Market Value Purchase Price of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller outstanding hereunder exceeds the aggregate Seller’s Margin Maximum Amount for all such Transactions then in effect, the Seller shall at such time (make a “Margin Excess”)payment to the Buyer, then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that respect of the aggregate Market Value of the Purchased SecuritiesRepurchase Price such that, after deduction giving effect to such payment, the aggregate Repurchase Price of any such cash or any Purchased Securities so transferred, will thereupon all Transactions then outstanding hereunder shall not exceed such aggregate Seller’s Margin the Maximum Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions then in which such Seller is acting as Buyer)effect. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then the Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, 's option to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) a. If at any time the aggregate Market outstanding Purchase Price of any Purchased Mortgage Loan subject to a Transaction is greater than the Asset Value of all such Purchased Securities Mortgage Loan subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions Transaction (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable in an amount at least equal to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of (such date arising from any Transactions in which such Buyer is acting as Sellerrequirement, a “Margin Call”). (b) If at any time the aggregate Market Value of all Purchased Securities subject b. Notice delivered pursuant to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller Section 6.a above may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is be given by Buyer any written or Seller under subparagraph electronic means. Any notice given before 1:00 p.m. (aNew York City time) or (b) of this Paragraph at or before on a Business Day shall be met, and the related Margin Notice Deadline on any business dayCall satisfied, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market 5:00 p.m. (New York City time) on such day. If any such Business Day; notice is given after 1:00 p.m. (New York City time) on a Business Day shall be met, and the related Margin Notice DeadlineCall satisfied, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market 1:00 p.m. (New York City time) on the next business day following such notice. Business Day (d) Any cash transferred pursuant the foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Paragraph shall be attributed Agreement is subject or limit the right of Buyer to such Transactions as shall be agreed upon do so at a later date. Seller and Buyer each agree that a failure or delay by Buyer and 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) Seller and Buyer may agree, with respect to any or all Transactions hereunder, c. In the event that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder Purchased Mortgage Loan, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (calculated without regard i) shall be held by Buyer against the related Margin Deficit and (ii) may be applied by Buyer against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, the Buyer retains the right, in its sole discretion, to any other Transaction outstanding under make a Margin Call in accordance with the provisions of this Agreement)Section 6.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be he attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If If, at any time time, the aggregate Market Value of all the Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is Loans shall be less than the aggregate Buyer’s sum of the Margin Amount for all such Transactions Amounts calculated individually with respect to each Purchased Loan (a “Margin Deficit”), then Buyer may by notice to Seller in writing (including therein a description of the Market Value calculation for each Purchased Loan) require Seller in to cure such Transactions, at Seller’s option, to transfer Margin Deficit by either: (i) transferring to Buyer additional cash collateral in an amount (or an additional Securities reasonably acceptable Eligible Loan with a Market Value) equal to Buyer or greater than the sum of the products, calculated individually for each Purchased Loan, of (“Additional x) the difference between the Margin Amount with respect to such Purchased Securities”), so that Loan and the cash and aggregate Market Value of such Purchased Loan multiplied by (y) the applicable Purchase Price Percentage for such Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller).Loan, (bii) If at any time reducing the aggregate Market Value outstanding Purchase Price of all one or more Purchased Securities subject to all Transactions in which a particular party hereto is acting Loans, as Seller exceeds the aggregate Seller’s Margin Amount for all applicable, such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased SecuritiesLoans is equal to the sum of the Margin Amounts of the Purchased Loans, after deduction or (iii) doing an early repurchase on an Early Repurchase Date pursuant to Section 3(d) of any this Agreement and paying the related Repurchase Price in order to cure such Margin Deficit. Any cash or transferred to Buyer pursuant to clause (ii) of this Section 4(a) of this Agreement with respect to any Purchased Securities so transferredLoan shall be applied to reduce the Purchase Price for each Purchased Loan on a dollar-for-dollar basis for which there was a Margin Deficit. (b) If, will thereupon at any time, Buyer notifies Seller in writing that the Debt Yield Test is not exceed satisfied (including therein a calculation of the Debt Yield (Purchase Price) for each Purchased Loan), then Buyer may, by notice to Seller in writing, require Seller to cure such aggregate Seller’s Margin Amount (increased non-satisfaction of the Debt Yield Test by reducing the amount outstanding Purchase Price of the Purchased Loans in the necessary amount. Any cash transferred to Buyer pursuant to this Section 4(b) shall be applied to reduce the Purchase Price of the Purchased Loans as designated by Seller with respect to any Margin Excess as non-satisfaction of such date arising from any Transactions in which such Seller is acting as Buyer)the Debt Yield Test. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (bSection 4(a) of this Paragraph at or before the Margin Notice Deadline Agreement on any business dayBusiness Day, the party receiving such notice Seller shall transfer cash (or Additional Purchased Securities additional collateral) as provided in such subparagraph Section 4(a) by no later than the close of business in on the relevant market Business Day following the Business Day on such day. If any which such notice is given. The failure of Buyer, on any one or more occasions, to exercise its rights under Section 4(a) of this Agreement shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under Section 4(a) of this Agreement shall not limit such party’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (d) If any notice is given after the Margin Notice Deadlineby Buyer under Section 4(b) of this Agreement on any Business Day, the party receiving such notice Seller shall transfer such cash or Securities as provided in Section 4(b) by no later than the close of business on the second (2nd) Business Day following the Business Day on which such notice is given, provided, however, that if the non-satisfaction of the Debt Yield Test is caused through no action of Seller (e.g., the Debt Yield Test failure is triggered by a Principal Payment on a Purchased Loan or a decrease in the relevant market net cash flow of the underlying Mortgaged Property), Seller shall have until the close of business on the next business thirtieth (30th) day following the Business Day on which such notice. notice is given (d) Any cash transferred pursuant to this Paragraph shall be attributed to or if such Transactions thirtieth day is not a Business Day, the next succeeding Business Day), or such other later date as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agreeagree in its sole discretion, with respect to transfer cash as provided in Section 4(b) or transfer to Buyer another Eligible Loan, unless the Average Debt Yield is less than 8.5% in which event this proviso shall not be of any force or all Transactions hereundereffect. The failure of Buyer, that the respective on any one or more occasions, to exercise its rights of Buyer or Seller (or both) under subparagraphs (a) and (b4(b) of this Paragraph may be exercised only where Agreement shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by later date. Buyer and Seller prior agree that any failure or delay by Buyer to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective exercise its rights of Buyer and Seller under subparagraphs (a) and (bSection 4(b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever Agreement shall not limit such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding party’s rights under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for such party.

Margin Maintenance. (a) a. If Buyer shall determine at any time that (x) the Asset Value of a Purchased Mortgage Loan subject to a Transaction is less than the related Repurchase Price or (y) the aggregate Market Asset Value of all Purchased Securities subject to Mortgage Loans for all such Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions Repurchase Price (in either case, a “Margin Deficit”), then Buyer may may, at its sole option and by notice to Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to either: (1) transfer to Buyer or its designee cash or additional Securities reasonably acceptable to or, at Buyer’s sole option, Eligible Mortgage Loans approved by Buyer (“Additional Purchased SecuritiesAssets”), ) so that the cash and aggregate Market individual Asset Value of the Purchased SecuritiesMortgage Loan or the aggregate Asset Value of the Purchased Mortgage Loans, including any such cash or Additional Purchased SecuritiesAssets, will thereupon equal or exceed such the individual Repurchase Price for the Transaction or the aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller).Repurchase Price for all Transactions; or (b2) If at any time pay one or more Repurchase Prices in an amount sufficient to reduce the aggregate Market Value of all Purchased Securities subject outstanding Repurchase Prices in an amount equal to all Transactions in which a particular party hereto is acting as Seller exceeds or below the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Asset Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as BuyerMortgage Loan(s). b. If Buyer delivers a Margin Call to Seller on or prior to 9:30 a.m. (cPacific time) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business dayBusiness Day, the party receiving such notice then Seller shall transfer cash or Additional Purchased Securities as provided in such subparagraph Assets to Buyer no later than the close of business in the relevant market on such 5:00 p.m. (Pacific time) that same day. If Buyer delivers a Margin Call to Seller after 9:30 a.m. (Pacific time) on any such notice is given after the Margin Notice DeadlineBusiness Day, the party receiving such notice Seller shall be required to transfer such cash or Securities Additional Purchased Assets no later than the close of business in the relevant market 5:00 p.m. (Pacific time) on the next business day following subsequent Business Day. Notice of a Margin Call may be provided by Buyer to Seller electronically or in writing, such noticeas via electronic mail or posting such notice on Buyer’s customer website(s). (d) Any cash transferred pursuant c. The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Paragraph shall be attributed Agreement is subject or limit the right of Buyer to such Transactions as shall be agreed upon do so at a later date. Seller and Buyer each agree that a failure or delay by Buyer and 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) Seller and Buyer may agree, with respect to any or all Transactions hereunder, d. In the event that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder Purchased Mortgage Loan, Buyer may retain any funds received by it to which Seller would otherwise be entitled hereunder, which funds (calculated without regard i) shall be held by Buyer against the related Margin Deficit and (ii) may be applied by Buyer against any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. In addition, Buyer may withdraw from the Over/Under Account amounts equal to any other Transaction outstanding under Margin Deficit which is not otherwise satisfied by Seller within the time frames provided for in this Agreement)Section 6. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 6. e. Buyer shall have the right to determine the Asset Value of each Purchased Mortgage Loan on a daily basis.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) a. If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) b. If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) c. If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) d. Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) e. Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) f. Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer any Transaction is less than the aggregate Buyer’s Margin Amount for all Repurchase Price (such Transactions (difference is a “margin deficit”) then the Seller shall make a Margin Deficit”), then Transfer to the Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of for the Purchased Securities, after deduction of any including such cash or any Purchased Securities so transferred, Margin Transfer will thereupon equal or exceed the aggregate Repurchase Price. (b) To the extent that a Party calling for a Margin Transfer has previously paid Cash Margin which has not exceed been repaid or delivered Margin Securities in respect of which Equivalent Margin Securities have not been delivered to it, that Party shall be entitled to require that such aggregate Seller’s Margin Amount (increased Transfer be satisfied first by the amount of any Margin Excess as repayment of such date arising from any Transactions in which Cash Margin or the delivery of Equivalent Margin Securities but, subject to this, the composition of a Margin Transfer shall be at the option of the Party making such Seller is acting as Buyer)Margin Transfer. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Any Cash Margin Notice Deadline on any business day, the party receiving such notice transferred shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business be in the relevant market on Base Currency or such day. If any such notice is given after other currency as the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business Parties agree in the relevant market on the next business day following such noticewriting. (d) Any cash transferred pursuant A payment of Cash Margin shall give rise to this Paragraph a debt owing from the Party receiving such payment to the Party making such payment. Such debt shall bear interest at such rate, payable at such times, as may be specified in Annex I hereto and shall be attributed repayable subject to such Transactions as shall be agreed upon by Buyer and Sellerthe terms of this Agreement. (e) Where the Seller and or the Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) becomes obliged under subparagraphs sub-paragraph (a) and (b) of this Paragraph may be exercised only where above to make a Margin Deficit Transfer, it shall transfer Cash Margin or Margin ExcessSecurities or Equivalent Margin Securities within the minimum period specified in Annex I hereto or, if no period is there specified, such minimum period as is customarily required for the case may besettlement or delivery of money, exceeds a specified dollar amount Margin Securities or a specified percentage Equivalent Margin Securities of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)relevant kind. (f) The Seller and Buyer may agreeshall on a monthly basis ▇▇▇▇ to market the value of the Buyer’s proprietary interest in the Purchased Securities which is the subject matter of each Transaction, with respect to any or all Transactions hereunder, that for the respective rights purpose of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require implementing the elimination of a minimum Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).set out in Annex I.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as a Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions Transaction (a “"Margin Deficit”"), then Buyer may may, by notice to Seller require written notice, request Seller in respect of such Transactions, Transactions at the Seller’s option, 's option either to transfer pay to the Buyer cash or transfer additional Securities reasonably acceptable equivalent to Buyer the Purchased Securities (hereinafter referred to as the “Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, Securities (including any such Additional Purchased Securities, ) will thereupon be equal to or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as a Seller (Seller having sold the Purchased Securities) exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then the Seller may may, by notice to Buyer the Buyer, require the Buyer in such Transactions, at the Buyer’s 's option, to transfer pay cash or transfer Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) If any notice is given by Buyer or Seller under subparagraph Notwithstanding the provisions of sub-clauses 6 (a) or and (b) of this Paragraph at or before ), in any transaction the Buyer may determine the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeAmount upfront. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer ▇▇▇▇▇▇ and Seller. (e) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or ▇▇▇▇▇ and Seller (or both) under subparagraphs sub-clause 6 (a) and (b) of this Paragraph Agreement may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller ▇▇▇▇▇▇ and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of the Buyer and the Seller under subparagraphs paragraphs 6 (a) and and (b) of this Paragraph Agreement to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)) exists with respect to any single Transaction hereunder.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Sellers Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate (x) Buyer’s Margin Amount for all such Transactions U.S. Purchased Assets is less than the aggregate Purchase Price outstanding for all U.S. Purchased Assets and/or (y) Buyer’s Margin Amount for all Foreign Purchased Assets is less than the aggregate Purchase Price outstanding for all Foreign Purchased Assets (in each case, a “Margin Deficit”), then Buyer may by written notice (which may be in electronic form) delivered to Seller Sellers in the form of Exhibit X (a “Margin Deficit Notice”) require Seller in such TransactionsSellers to, at Seller’s Sellers’ option, to transfer to Buyer the extent such Margin Deficit equals or exceeds the Minimum Transfer Amount, (i) repurchase some or all of the related Purchased Assets at their respective Repurchase Prices, (ii) make a payment in reduction of the Repurchase Price of some or all of such Purchased Assets in immediately available funds, (iii) deliver collateral in the form of cash or additional Securities reasonably acceptable to Buyer Cash Equivalents, or (“Additional Purchased Securities”), so that the cash and aggregate Market Value iv) choose any combination of the Purchased Securitiesforegoing, including any such Additional Purchased Securitiesthat, will thereupon equal or exceed after giving effect to such aggregate transfers, repurchases and payments, Buyer’s Margin Amount for all the related Purchased Assets shall be equal to or greater than the aggregate Repurchase Price for all the related Purchased Assets. In connection with the delivery of cash or Cash Equivalents in accordance with clause (decreased iii) above, Sellers shall deliver to Buyer any additional documents (including, without limitation, to the extent not covered by any previously delivered legal opinions, one or more opinions of counsel reasonably satisfactory to Buyer) and take any actions reasonably necessary in Buyer’s discretion for Buyer to have a first priority, perfected security interest in such cash or Cash Equivalents, as applicable. With respect to clauses (i) and (ii) above, such payments and/or repurchases shall be made by the amount related Seller in the Applicable Currency of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)the related Purchased Asset. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice Deficit Notice is given by Buyer or Seller under subparagraph (a) or (bArticle 4(a) of this Paragraph Agreement on any Business Day at or before prior to the Margin Notice Deadline on any business dayDeadline, Sellers shall cure the party receiving such notice shall transfer cash or Additional Purchased Securities related Margin Deficit as provided in such subparagraph Article 4(a) prior to 5:00 p.m. New York time no later than one (1) Business Day following the close of business in the relevant market on day such dayMargin Deficit Notice is given by Buyer. If any such notice Margin Deficit Notice is given by Buyer on any Business Day at any time after the Margin Notice Deadline, Sellers shall cure the party receiving such notice shall transfer such cash or Securities related Margin Deficit as provided in Article 4(a) by no later than prior to 5:00 p.m. New York time no later than two (2) Business Days following the close of business in the relevant market on the next business day following such noticeMargin Deficit Notice is given by Buyer. (dc) Any cash transferred pursuant The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Paragraph shall be attributed Agreement is subject or limit the right of Buyer to such Transactions as shall be agreed upon do so at a later date. Sellers and Buyer each agree that a failure or delay by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Sellers.

Margin Maintenance. (ai) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to the Custodial Bank for the benefit of Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (bii) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (diii) Any cash transferred pursuant to this Paragraph paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer ▇▇▇▇▇ and Seller▇▇▇▇▇▇. (eiv) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs paragraphs (ai) and (bii) of this Paragraph subsection may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be 0% unless stipulated in a separate agreement and agreed to by Buyer ▇▇▇▇▇ and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time Buyer shall determine the aggregate Market Value Repurchase Price Cap of all each Purchased Securities subject to all Transactions in Loan on each Business Day and shall determine the amount, if any, by which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount Repurchase Price (excluding Price Differential) of the related Purchased Loan exceeds the Repurchase Price Cap for all such Transactions Purchased Loan (a “Margin Deficit”). If at any time a Margin Deficit exists with respect to one or more Purchased Loans in an amount greater than the Margin Call Threshold, and a Credit Event has occurred and is continuing with respect to such Purchased Loan, then Buyer may may, by notice (which notice shall include a copy sent by electronic mail in accordance with Section 16 hereof) (a “Margin Notice”) to Master Seller on behalf to the applicable Series Seller(s), require the applicable Series Seller(s), or the Master Seller in such Transactions, at Seller’s optionon behalf of the applicable Series Seller(s), to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by in the amount of any the Margin Deficit as for such Purchased Loan by no later than 2 P.M. (New York City time) on the date that is three (3) Business Days following the date of receipt of such date arising from any Transactions in which such Buyer is acting as Seller)Margin Notice. (b) If At the request of Seller, which may be delivered to Buyer at any time after a Margin Notice has been delivered to Seller by Buyer as set forth in Section 4(a) above, but only if the aggregate Market Value related Margin Deficit had previously been paid in full and the related Credit Event is no longer continuing, Buyer shall re-determine, in its sole and absolute discretion exercised in good faith, the Repurchase Price Cap of all the related Purchased Securities subject Loan and, if the Repurchase Price Cap as so determined by Buyer in its sole and absolute discretion exercised in good faith (which determination may include Buyer obtaining credit approval with respect to all Transactions in which a particular party hereto is acting as Seller such re-determination) exceeds the aggregate Seller’s Margin Amount then-current Repurchase Price for all such Transactions at Purchased Loan (excluding Price Differential) (any such time (a excess, “Margin Excess”), then Buyer shall transfer to Master Seller may on behalf of the applicable Series Seller cash in an amount up to the Margin Excess by notice to Buyer require Buyer in such Transactions, at no later than the date that is three (3) Business Days following Buyer’s optionreceipt of such notice from Master Seller; provided, to transfer cash or Purchased Securities to Sellerhowever, so that the aggregate Market Value of the Purchased Securities, after deduction of (1) any such transfer of cash shall not cause the Repurchase Price for the applicable Purchased Loan to exceed the Repurchase Price Cap for such Transaction, and (2) no Default or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount Event of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Default under this Agreement shall have occurred and be continuing. (c) If any notice is given by The failure of, or delay by, Buyer or Seller on any one or more occasions, to exercise its rights under subparagraph (aSection 4(a) or Section 4(b) hereof, respectively, shall not (bi) change or alter the terms and conditions to which this Agreement is subject, (ii) limit the right of Buyer or Seller to do so at a later date, (iii) limit Buyer’s or Seller’s rights under this Paragraph at Agreement or before the Margin Notice Deadline on otherwise existing by law, or (iv) in any business day, the party receiving such notice shall transfer cash way create additional rights for Buyer or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeSeller. (d) Any If either Master Seller and/or any applicable Series Sellers transfers cash transferred to Buyer on account of Margin Deficits relating to more than one Purchased Loan, but such cash is insufficient to fully satisfy all Margin Deficits then currently outstanding for which Margin Notices have been sent (after giving effect to any netting pursuant to this Paragraph Section 4(e) hereof), Buyer shall have the right to designate the Purchased Loan(s) and amounts of such Margin Deficit(s) to which such payments shall be attributed to such Transactions as applied, which application shall be agreed upon by Buyer and Sellermade in Buyer’s sole discretion, exercised in good faith, and, to the extent reasonably practicable, shall be implemented so as to minimize the number of related Margin Deficit(s). (e) Buyer and Master Seller acknowledge and Buyer may agreeagree that, with respect to any so long as no Default or Event of Default shall have occurred and be continuing, then notwithstanding the provisions of Sections 4(a) and 4(b) hereof, Margin Excess and Margin Deficit shall be netted for all the Transactions under this Agreement, and the aggregate amount of the Margin Excess (if any) for all Transactions hereundershall be credited against the aggregate Margin Deficit owed under Section 4(a) hereof and only the net amount need be paid; provided, that the respective rights of Buyer or any net payment to Master Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed subject to by Buyer and Seller prior to entering into any such Transactions)the conditions set forth in Section 4(b) hereof. (f) Seller and Buyer may agreeNotwithstanding anything contained in Section 16 hereof to the contrary, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination notice of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever delivered by Buyer via email, without the need to also deliver such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any notice by one of the other Transaction outstanding under this Agreement)means set forth in Section 16 hereof, and shall be deemed received upon the sending of such email.

Margin Maintenance. (a) If at any time a Margin Deficit exists and is continuing, then, provided that such Margin Deficit is an amount equal to or exceeding $1,000,000 in the aggregate Market Value of with respect to all Purchased Securities Assets then subject to all Transactions a Margin Deficit, Purchaser may, by notice to Seller substantially in which a particular party the form of Exhibit VIII hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin DeficitCall”), then Buyer may by notice to Seller require Seller in such Transactionsto (x) to make a cash payment, at Seller’s option(y) to repurchase one or more Purchased Assets pursuant to Article 3(d) or, (z) if available, to transfer apply Margin Excess pursuant to Buyer cash clause (c) below in reduction of the Repurchase Price of the applicable Purchased Asset(s), in each case of (x), (y) or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”z), so that after giving effect to such payment, no Margin Deficit shall exist with respect to such Purchased Asset(s). For the cash and aggregate Market Value avoidance of doubt, Seller shall be permitted to determine which of the Purchased Securitiesforegoing clauses of (x), including (y) or (z) (or any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as combination of such date arising from any Transactions clauses) Seller utilizes in which such Buyer is acting as Seller)order to satisfy the applicable Margin Call. (b) If at any time By not later than the aggregate Market Value close of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds business four (4) Business Days following receipt of such Margin Call (the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin ExcessDeadline”), then Seller may shall cure the related Margin Deficit as provided in Article 4(a). Notwithstanding the foregoing, if (i) Seller elects to cure a Margin Deficit pursuant to clauses (x) or (y) of Article (4)(a) above, and (ii) Seller and Guarantor do not have sufficient available funds (available to Seller and Guarantor, and, in each case, other than Allocated Cash) on hand to cure such Margin Deficit by notice to Buyer require Buyer in such Transactionsthe related Margin Deadline, at Buyer’s option, to transfer cash or Purchased Securities to Sellerthen, so that long as on or prior to such Margin Deadline (x) Seller and Guarantor have transferred to Purchaser all available funds (available to Seller and Guarantor, and, in each case, other than Allocated Cash) on hand which funds are not sufficient to cure the aggregate Market Value of such Margin Deficit, and (y) Seller shall have delivered to Purchaser a Payment Extension Certificate, then the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by funds required to complete the amount of any Margin Excess as payment of such Margin Deficit in full shall be paid not later than the earlier to occur of (1) one Business Day after Sellers’ receipt of such funds, and (2) the date arising from any Transactions in which such Seller that is acting as Buyer)eight (8) Business Days after the Margin Deadline. (c) If Purchaser issues a Margin Call under Article 4(a) with respect to a Purchased Asset and if Margin Excess exists for any notice is given other Purchased Asset, then Purchaser will, in response to the applicable Seller’s written request following Purchaser’s delivery of a Margin Call to such Seller, provided that no monetary or material non-monetary Default or Event of Default exists (or will occur as a result of such application), deem such Margin Excess applied to all or a portion of the related Margin Deficit in reduction of the Purchase Price of the applicable Purchased Asset(s) as directed by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticewritten request. (d) Any cash transferred pursuant The failure or delay by Purchaser, on any one or more occasions, to exercise its rights under this Paragraph Article 4 shall be attributed not change or alter the terms and conditions or limit or waive the right of Purchaser to such Transactions as shall be agreed upon by Buyer and do so at a later date or in any way create additional rights for Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) 7.1 If at on any time day prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased the Underlying Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than falls below the aggregate Buyer’s Purchase Price of the Underlying Securities plus the Margin Amount for all such Transactions (the difference being a “Margin Deficit”), then Buyer the Parties consent that the Trustee (acting on behalf of the Client) may by notice to Seller the Dealer require Seller the Dealer in such Transactions, at Seller’s optionTransaction, to transfer to Buyer cash or the Trustee (on behalf of the Client) additional Securities reasonably acceptable to Buyer the Trustee (acting on behalf of the Client) (“Additional Purchased Margin Securities”), ) so that the cash and aggregate Market Value of the Purchased Underlying Securities, including and any such Additional Purchased Margin Securities, will thereupon shall be equal to or shall exceed such aggregate Buyer’s the Purchase Price of the Underlying Securities plus the Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) 7.2 If at any time prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller the Underlying Assets exceeds the aggregate Seller’s Purchase Price of the Underlying Securities plus the Required Margin Amount for all such Transactions at such time Transaction (the difference being a “Margin Excess”), then Seller the Parties agree that the Dealer may by notice to Buyer the Trustee (acting on behalf of the Client) require Buyer the Trustee in such Transactions, at Buyer’s optionTransaction, to transfer cash or Purchased to the Dealer Underlying Securities with a Market Value equivalent to Sellerthe Margin Excess, so provided that the aggregate Market Value of the Purchased SecuritiesUnderlying Assets, after deduction of any such cash or any Purchased Underlying Securities so transferred, will thereupon not exceed such aggregate Seller’s the Purchase Price of the Underlying Securities plus the Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) 7.3 If any notice is given by Buyer or Seller under subparagraph the Trustee (aacting on behalf of the Client) or (b) of this Paragraph the Dealer under Clause7.1 or Clause7.2 at or before the Margin Notice Deadline on any business dayBusiness Day, the party Trustee (acting on behalf of the Client) or the Dealer (as the case may be) receiving such notice shall transfer cash or Additional Purchased the Margin Securities as provided in such subparagraph clause no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving Trustee (acting on behalf of the Client) or the Dealer (as the case maybe)receiving such notice shall transfer such cash or the Margin Securities no later than the close of business in the relevant market on the next business day Business Day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that 7.4 For the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage purposes of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed calculations set out in Clause 7.1 and Clause 7.2, in order to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agreedetermine, with respect to any or all Transactions hereunderrespectively, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of whether there is a Margin Deficit or a Margin Excess, as the case may be, may Market Value of Underlying Securities shall be exercised whenever such a aggregated with the Market Value of any Margin Deficit or Margin Excess exists with Securities previously transferred in respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)of the Transaction.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer B▇▇▇▇ and SellerS▇▇▇▇▇. (e) Seller and Buyer B▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer B▇▇▇▇ and Seller prior to entering into any such Transactions). (f) Seller and Buyer B▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer B▇▇▇▇ and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. Subparagraph 4 of the Master Repurchase Agreement is amended in its entirety to read as follows: (a) If at any time Daily until the expiration of the Facility Termination Date (or less frequently if the Buyer, in its sole and absolute discretion, so elects), the Seller, as applicable (or Servicer on Buyer's behalf) will determine (i) the aggregate Market Collateral Value of all Purchased Securities subject Mortgage Assets held by Buyer, (ii) the Repurchase Price as of such date, and the Maximum Facility Amount as of such date. Without limiting the foregoing, the Seller shall deliver to all Transactions Buyer, at any time and from time to time, information in which a particular party hereto is acting as its possession in the ordinary course of its business with respect to the Purchased Mortgage Assets sold by it to assist Buyer is less than in ascertaining the Collateral Value of such Purchased Mortgage Assets. (b) If, on any date, the aggregate Buyer’s Margin Amount for Repurchase Price exceeds the total Collateral Value of all such Transactions Eligible Mortgage Assets (a “"Margin Deficit”"), then Buyer may may, in its sole and absolute discretion, by notice to the Seller (a "Margin Call"), require the Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities Purchased Mortgage Assets that are reasonably acceptable to Buyer (“"Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any Mortgage Assets") to eliminate such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)deficiency. (c) If any Upon receipt of notice is given by from Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business dayprior to 11:00 a.m. New York City time (which may be transmitted by facsimile), the party receiving such notice Seller, as applicable, in its sole discretion, shall transfer either cash or the Additional Purchased Securities as provided in such subparagraph Mortgage Assets no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day Business Day immediately following such noticethe date on which a Margin Call is given. Any cash transferred to Buyer pursuant hereto shall be held by Buyer until the Repurchase Date and shall be applied against the Repurchase Price on the Repurchase Date. (d) Any cash transferred pursuant Buyer's election, in its sole and absolute discretion, not to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to make a Margin Call at any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into Call at any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of time a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)exists.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in transactions which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin 's margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin 's margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as the Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds exceed the aggregate Seller’s Margin 's margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by be notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by the Buyer and Seller. (e) Seller and Buyer buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and or (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, agree with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and or (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer ▇▇▇▇▇ and Seller▇▇▇▇▇▇. (e) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer ▇▇▇▇▇ and Seller prior to entering into any such Transactions). (f) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer ▇▇▇▇▇ and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities Mortgage Loans subject to all Transactions in which a particular party hereto is acting as Buyer hereunder is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller Sellers require Seller Sellers in such Transactions, at SellerBuyer’s option, to transfer to Buyer cash or additional Securities Mortgage Loans reasonably acceptable to Buyer (“Additional Purchased SecuritiesMortgage Loans”), so that the cash and aggregate Market Value of the Purchased SecuritiesMortgage Loans, including any such Additional Purchased SecuritiesMortgage Loans, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount; provided, however, that no Additional Purchased Mortgage Loans may be Wet Mortgage Loans. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is be given by Buyer or Seller to Sellers under subparagraph (a) or (b) of this Paragraph above is given at or before the Margin Notice Deadline prior to 10:00 a.m. New York city time on any business daya Business Day, the party receiving such notice Sellers shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than Mortgage Loans to Buyer prior to the close of business in New York City on the relevant market on date of such day. If any notice, and if such notice is given after the Margin Notice Deadline10:00 a.m. New York City time, the party receiving such notice Sellers shall transfer such cash or Securities no later than Additional Purchased Mortgage Loans prior to the close of business in the relevant market New York City on the next business day Business Day following the date of such notice. (dc) Any cash transferred pursuant to this Paragraph Section shall be attributed to such Transactions as shall be agreed upon held by Buyer and Seller. (e) Seller and as though it were Additional Purchased Mortgage Loans and, unless Buyer may agreeshall otherwise consent, with respect to any or all Transactions hereunder, that shall not reduce the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage Repurchase Price of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)related Transaction. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at Agent shall determine the Market Value of the Purchased Assets on a daily basis as determined by Agent in its sole discretion. (b) If, as of any time date of determination, the lesser of (a) 100% of the Principal Balance of the Eligible Mortgage Loans and (b) the aggregate Market Value of all related Purchased Securities Assets subject to all Transactions in which a particular party hereto is acting as Buyer Transactions, multiplied by the applicable Purchase Price Percentage is less than the aggregate Buyer’s Margin Amount for all such Transactions Repurchase Price (excluding accrued Price Differential) (a “Margin Deficit”), then Buyer may Agent may, by notice to the Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer Purchaser or its designee cash or or, at Purchaser’s option (and provided Seller has additional Securities reasonably acceptable Eligible Mortgage Loans), additional Eligible Mortgage Loans to Buyer Purchaser (“Additional Purchased SecuritiesMortgage Loans”), so that ) to cure the cash and aggregate Market Value of Margin Deficit. If the Purchased Securities, including Agent delivers a Margin Call to the Seller on or prior to 11:00 a.m. (New York City time) on any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Business Day, then the Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph Mortgage Loans to Purchaser or its designee no later than 5:00 p.m. (New York City time) on the close of business in same Business Day. In the relevant market event the Agent delivers a Margin Call to Seller after 11:00 a.m. (New York City time) on such day. If any such notice is given after the Margin Notice DeadlineBusiness Day, the party receiving such notice Seller shall be required to transfer such cash or Securities Additional Purchased Mortgage Loans no later than the close of business in the relevant market 12:00 noon (New York City time) on the next business day following such noticesucceeding Business Day. (c) Any cash transferred to Purchaser or its designee pursuant to Section 16(f)(ii) herein shall reduce the Repurchase Price of the related Transactions. (d) Any cash transferred pursuant The failure of Purchaser, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Paragraph Agreement or limit the right of the Purchaser to do so at a later date. Seller and Purchaser each agree that a failure or delay by a Purchaser to exercise its rights hereunder shall be attributed to such Transactions as shall be agreed upon not limit or waive Purchaser’s rights under this Agreement or otherwise existing by Buyer and law or in any way create additional rights for Seller. (e) For the avoidance of doubt, it is hereby understood and agreed that Seller and Buyer may agree, with respect shall be responsible for satisfying any Margin Deficit existing as a result of any reduction of the Principal Balance of any Purchased Asset pursuant to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to action by Buyer and Seller prior to entering into any such Transactions)bankruptcy court. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time Buyer shall determine the aggregate Market Value Repurchase Price Cap of all each Purchased Securities subject to all Transactions in Loan on each Business Day and shall determine (i) the amount, if any, by which a particular party hereto is acting as Buyer such Repurchase Price Cap is less than the aggregate Buyer’s Margin Amount for all such Transactions Repurchase Price (excluding Price Differential) (a “Margin Deficit”)) and (ii) the amount, then Buyer may if any, by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer which the Repurchase Price Cap exceeds the Repurchase Price (excluding Price Differential) (“Additional Purchased SecuritiesMargin Excess”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If Subject to Section 4(f) hereunder, if at any time an aggregate Margin Deficit exists with respect to one or more Purchased Loans in an amount greater than the aggregate Market Value lesser of all (i) $250,000 and (ii) one percent (1%) of the Repurchase Price (excluding Price Differential) of the applicable Purchased Securities subject to all Transactions Loan, then Buyer may by written notice (which notice shall be given in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time accordance with Section 16 hereof) (a “Margin ExcessNotice”) to Master Seller on behalf of the applicable Series Seller(s), then Seller may by notice require the applicable Series Seller(s) to make a payment to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of the Margin Deficit for such Purchased Loan(s), to be applied in reduction of the Repurchase Price of some or all of the related Purchased Loans, as determined by Buyer, by no later than the Margin Deadline on the date that is two (2) Business Days following the date of receipt of such Margin Notice. The applicable Series Seller’s failure to cure any Margin Excess Deficit as required by this paragraph within the time periods set forth herein shall constitute a Transaction Event of such date arising from any Transactions in which such Seller is acting as Buyer)Default with respect to the applicable Transaction under the Transaction Documents and shall entitle Buyer to exercise its remedies under Section 13(c) of this Agreement. (c) If at any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where time a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to a Purchased Loan, then Master Seller may by notice delivered to Buyer require Buyer to transfer to Master Seller on behalf of the applicable Series Seller cash in an amount up to the Margin Excess by no later than the Margin Deadline on the date that is two (2) Business Days following Buyer’s receipt of such notice from Master Seller, provided that such notice is received by 6:00 p.m. (New York City time), or three (3) Business Days following the date of Buyer’s receipt of such notice from Seller if such notice is received after 6:00 p.m. (New York City time) on such date; provided, however, that (1) any single Transaction hereunder such transfer of cash shall not be in an amount less than $100,000, (calculated without regard 2) any such transfer of cash shall not cause the Repurchase Price for the applicable Purchased Loan to exceed the Repurchase Price Cap for such Transaction, and (3) no Default or Event of Default under this Agreement shall have occurred and be continuing. (d) The failure of, or delay by, Buyer or Seller, on any one or more occasions, to exercise its respective rights under Section 4(b) and 4(c) of this Agreement shall not (i) change or alter the terms and conditions to which this Agreement is subject, (ii) limit the right of such party to do so at a later date, (iii) limit such party’s rights under this Agreement or otherwise existing by law, or (iv) in any way create additional rights for such party. (e) If Master Seller and/or any applicable Series Sellers transfer cash to Buyer on account of Margin Deficits relating to more than one Purchased Loan, but such cash is insufficient to fully satisfy such Margin Deficits (after giving effect to any other Transaction outstanding netting pursuant to Section 4(f)), Buyer shall have the right to designate the Purchased Loan(s) and Margin Deficit(s) to which such payments shall be applied, in its sole and absolute discretion. (f) Buyer and Master Seller acknowledge and agree that, so long as no Default or Event of Default shall have occurred and be continuing, then notwithstanding the provisions of Sections 4(a) through 4(c) hereof, Margin Excess and Margin Deficit shall be netted for all the Transactions under this Agreement, and the aggregate amount of the Margin Excess for all Transactions shall be credited against the aggregate Margin Deficit owed under Section 4(b) and only the net amount need be paid; provided, that any net payment to Master Seller shall be subject to the conditions set forth in Section 4(c).

Margin Maintenance. (aad) If at any time on any date the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all any Purchased Asset is less than the Repurchase Price for such Transactions Purchased Asset (a “Margin Deficit”), then Buyer may by notice to Seller in the form of Exhibit X (a “Margin Deficit Notice”) require Seller in such Transactionsto, at Seller’s option, no later than three (3) Business Days following the receipt of a Margin Deficit Notice (the “Margin Deadline”) to transfer to Buyer cash the extent such Margin Deficit equals or additional Securities reasonably acceptable to Buyer exceeds the Minimum Transfer Amount (“Additional Purchased Securities”taking into account all Margin Deficits in the aggregate for such date), so that the cash and aggregate Market Value (i) repurchase such Purchased Asset at its respective Repurchase Price, (ii) make a payment in reduction of the Purchase Price of such Purchased SecuritiesAsset, including or in lieu of a payment in reduction such Purchase Price, deliver Cash Equivalents, subject to Buyer’s reasonable satisfaction as additional posted collateral, or (iii) choose any combination of the foregoing, such Additional Purchased Securitiesthat, will thereupon equal or exceed after giving effect to such aggregate transfers, repurchases and payments, Buyer’s Margin Amount for each Purchased Asset, considered individually, shall be equal to or greater than the related Repurchase Price for each such Purchased Asset; provided that, so long as no Event of Default has occurred and is continuing, in no event shall any individual Margin Deficit Notice occur within thirty (decreased by the amount 30) days of Buyer’s delivery of any other Margin Deficit as Notice hereunder. In connection with the delivery of such date arising from any Transactions Cash Equivalents in which such Buyer is acting as Seller). accordance with clause (bii) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as above, Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice shall deliver to Buyer require any additional documents (including, without limitation, to the extent not covered by any previously delivered legal opinions, one or more opinions of counsel reasonably satisfactory to Buyer) and take any actions reasonably necessary in Buyer’s discretion for Buyer to have a first priority, perfected security interest in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Cash Equivalents. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time there exists a Margin Deficit Event, Lender may, by notice to Borrower substantially in the aggregate Market Value form of all Purchased Securities subject to all Transactions in which a particular party Exhibit B hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin DeficitCall”), require Borrower to (i) with respect to a Margin Deficit Event set forth in clause (a) of such definition, deposit with Lender cash in an amount equal to the Margin Deficit Amount, which cash will be held by Lender as additional Collateral for the Loan; provided, that in lieu of such cash payment (provided that sufficient amounts are then Buyer may by notice held in the Collection Account to Seller require Seller in pay such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”Margin Deficit Amount and all other amounts then due and payable on such Payment Date), Borrower may request on any Payment Date, subject to Lender’s approval in its sole discretion (such approval to be revocable by Lender at any time), that Lender apply amounts in the Collection Account to pay such Margin Deficit Amount pursuant to Section 3.03(c)(v) hereof, or (ii) with respect to a Margin Deficit Event set forth in clause (b) of such definition, make a cash payment in reduction of the Allocated Loan Amount of the applicable Underlying Loan so that the cash and aggregate Market Value of the Purchased Securitiesafter giving effect to such payment, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any no Margin Deficit as Event shall exist; provided, that in lieu of such date arising from cash payment (provided that sufficient amounts are then held in the Collection Account to pay such Margin Deficit Amount and all other amounts then due and payable on such Payment Date), Borrower may request on any Transactions Payment Date, subject to Lender’s approval in which its sole discretion (such Buyer is acting as Sellerapproval to be revocable by Lender at any time), that the Lender apply amounts in the Collection Account to pay such Margin Deficit Amount pursuant to Section 3.03(c)(v) hereof. If Borrower deposited with Lender cash in an amount equal to the Margin Deficit Amount pursuant to this Section 2.07(a)(i) above and Borrower subsequently satisfies such Margin Call (without taking into account any amounts held by Lender in the Collection Account), then Lender shall release such cash collateral to Borrower on the next Payment Date. (b) If With respect to any Margin Deficit Event set forth in clause (a) of such definition, if Borrower elects to make a cash deposit pursuant to Section 2.07(a)(i), such cash deposit must be made within thirty (30) days after the date of such Margin Deficit Event. With respect to a Margin Deficit Event set forth in clause (b) of such definition, if a Margin Call is given by Lender under Section 2.07(a) on any Business Day at or prior to 10:00 a.m. (New York City time) and Borrower elects to satisfy such Margin Call by making a cash payment, then Borrower shall cure the related Margin Deficit Event as provided in Section 2.07(a) by no later than 5:00 p.m. (New York City time) on the same Business Day. For the avoidance of doubt, if a Margin Call is given by Lender under Section 2.07(a) on any Business Day after the time the aggregate Market Value of all Purchased Securities subject set forth above, such Margin Call shall be considered given prior to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that on the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)immediately following Business Day. (c) If any notice is given The failure or delay by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline Lender, on any business dayone or more occasions, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective exercise its rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Section 2.07 shall not change or alter the terms and conditions or limit or waive the right of Lender to do so at a later date or in any way create additional rights for Borrower.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all any Purchased Asset is less than the Repurchase Price for such Transactions Purchased Asset (a “Margin Deficit”), then then, so long as such Margin Deficit equals or exceeds £150,000 (or the equivalent in the applicable Currency of the Purchased Asset), Buyer may by notice to Seller in the form of Exhibit VII (a “Margin Deficit Notice”) require Seller to (i) repurchase such Purchased Asset at its Repurchase Price, (ii) make a payment in reduction of the outstanding Purchase Price for such TransactionsPurchased Asset (including by requesting a Margin Availability Advance pursuant to Section 3(w) for any other Purchased Asset for which there exists Margin Availability, at Seller’s optionand applying funds from such Margin Availability Advance to the applicable Margin Deficit, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that in the cash and aggregate Market Value equivalent applicable Currency of the Purchased SecuritiesAsset that is the subject of the Margin Deficit) or (iii) choose any combination of the foregoing, including any such Additional Purchased Securitiesthat, will thereupon equal or exceed after giving effect to such aggregate transfers, repurchases and payments, Buyer’s Margin Amount (decreased for such Purchased Asset, shall be equal to or greater than the related Repurchase Price for such Purchased Asset. Seller shall perform the obligations under this Article 4(a) by the amount close of any the next succeeding Business Day if the Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as SellerNotice was received by Seller prior to 3:00 p.m. New York City time, or, the second (2nd) succeeding Business Day if the Margin Notice was received by Seller after 3:00 p.m. New York City time (the “Margin Deadline”). (b) If The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at any time the aggregate Market Value of all Purchased Securities subject a later date. Seller and Buyer each agree that a failure or delay by Buyer to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at exercise its rights hereunder shall not limit or waive Buyer’s option, to transfer cash rights under this Agreement or Purchased Securities to otherwise existing by law or in any way create additional rights for Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given In addition to the Appraisals and Approved Valuations delivered by Seller in accordance with Article 11(z), Buyer shall have the right to require additional Appraisals or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect Approved Valuations from time-to-time relating to any or all Transactions hereunder, that of the respective rights Purchased Assets. Buyer shall request such additional Appraisals or Approved Valuations in writing and Seller shall procure and deliver such requested Appraisals or Approved Valuations within forty five (45) Business Days of Buyer or Seller receipt of such request (or both) under subparagraphs (a) such other time period as determined by the Buyer in its sole discretion). In the event that any additional Appraisals or Approved Valuation relating to a Purchased Asset and (b) of requested pursuant to this Paragraph may be exercised only where Article 4(c), when considered together with the other criteria used to determine Market Value in accordance with this Agreement, results in a Margin Deficit or Margin Excessrelating to the applicable Purchased Asset, as then the case may be, exceeds a specified dollar amount or a specified percentage cost of the Repurchase Prices for such Transactions (which amount or percentage additional valuation shall be agreed an obligation of Seller. In the event that any additional Appraisal or Approved Valuation relating to by Buyer a Purchased Asset and Seller prior requested pursuant to entering into any such Transactionsthis Article 4(c). (f) Seller and Buyer may agree, when considered together with respect the other criteria used to any or all Transactions hereunderdetermine Market Value in accordance with this Agreement, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of does not result in a Margin Deficit relating to the applicable Purchased Asset, then the cost of such additional Appraisal or a Margin Excess, as the case may be, may Approved Valuation shall be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)an obligation of Buyer.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in September 1996 Master Repurchase Agreement 3 such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value outstanding Purchase Price of all Purchased Securities Mortgage Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less greater than the aggregate Buyer’s Margin Amount for all Asset Value of such Purchased Mortgage Loans subject to Transactions (a “Margin Deficit”), and such Margin Deficit is greater than the Minimum Margin Threshold, then Buyer may by notice to a Responsible Officer of Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable in an amount at least equal to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of (such date arising from any Transactions in which such Buyer is acting as Selleramount, a “Margin Payment”). (b) If at Buyer delivers a Margin Call to Seller on or prior to [***] (New York City time) on any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Business Day, then Seller may by notice shall transfer the Margin Payment to Buyer require or its designee no later than [***] (New York City time) on such Business Day. In the event Buyer in such Transactionsdelivers a Margin Call to Seller after [***] (New York City time) on any Business Day, at Buyer’s option, Seller shall be required to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of Margin Payment no later than [***] (New York City time) on the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)following Business Day. (c) If Seller shall transfer any notice Margin Payment to the account of Buyer that is given by Buyer or Seller under subparagraph (a) or (breferenced in Section 10(a) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeAgreement. (d) Any cash transferred pursuant In the event that a Margin Deficit exists with respect to this Paragraph any Purchased Mortgage Loans, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (i) shall be attributed to such Transactions as shall be agreed upon held by Buyer against the related Margin Deficit and Seller(ii) may be applied by Buyer against the Repurchase Price of any Purchased Mortgage Loan for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, Buyer retains the right, in its sole discretion, to make a Margin Call in accordance with the provisions of this Section 7. (e) The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Agreement or limit the right of Buyer to do so at a later date. Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as a Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions Transaction (a “Margin Deficit”), then Buyer may may, by notice to Seller require written notice, request Seller in respect of such Transactions, Transactions at the Seller’s option, either to transfer pay to the Buyer cash or transfer additional Securities reasonably acceptable equivalent to Buyer the Purchased Securities (hereinafter referred to as the “Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, Securities (including any such Additional Purchased Securities, ) will thereupon be equal to or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as a Seller (Seller having sold the Purchased Securities) exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then the Seller may may, by notice to Buyer the Buyer, require the Buyer in such Transactions, at the Buyer’s option, to transfer pay cash or transfer Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) If any notice is given by Buyer or Seller under subparagraph Notwithstanding the provisions of sub-clauses 5 (a) or and (b) of this Paragraph at or before ), in any transaction the Buyer may determine the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeAmount upfront. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer ▇▇▇▇▇▇ and Seller. (e) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller ▇▇▇▇▇ and ▇▇▇▇▇▇ (or both) under subparagraphs sub-clause 5 (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).and

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate aggre- gate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph subpara- graph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer ▇▇▇▇▇ and Seller▇▇▇▇▇▇. (e) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer ▇▇▇▇▇ and Seller prior to entering into any such Transactions). (f) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer ▇▇▇▇▇ and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time Upon the aggregate Market Value occurrence of all a Credit Event relating to a Purchased Securities subject to all Transactions Loan, Buyer may re-determine the value of the Mortgaged Property collateralizing such Purchased Loan in which a particular party hereto Buyer’s sole discretion and, if taking into account such re-determined value, the Buyer LTV of such Purchased Loan is acting as Buyer is less greater than the aggregate Buyer’s Margin Amount for all Buyer LTV Maximum then applicable to such Transactions Purchased Loan (such occurrence, a “Margin Deficit”), Buyer shall calculate the amount required to reduce the Purchase Price outstanding for such Purchased Loan such that the Buyer LTV of such Purchased Loan, when recalculated with such reduced Purchase Price, is equal to the Buyer LTV Target then applicable to such Purchased Loan (such amount, a “Margin Deficit Amount”) and may require Sellers to pay to Buyer such Margin Deficit Amount. In payment or partial payment of such Margin Deficit Amount, Buyer may, in its sole discretion, first elect to calculate if any Margin Excess exists in respect of any other Purchased Loan and, if such Margin Excess exists on such other Purchased Loan, Buyer may by notice to Seller require Seller elect, in such Transactions, at Seller’s optionits sole discretion, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional reallocate the related Margin Excess Amount by increasing the Purchase Price of such other Purchased Securities”)Loan and, so that on a dollar for dollar basis, decreasing the cash and aggregate Market Value Purchase Price of the Purchased SecuritiesLoan to which such Margin Deficit relates (a “Reallocation”). To the extent that a Reallocation takes place between a Purchased Loans related to one Seller and a Purchased Loan related to a different Seller, including then such Sellers shall true-up the impact of such Reallocation. If no Reallocation takes place, or if a Reallocation does take place but such Reallocation does not result in payment in full of the Margin Deficit Amount, Buyer may deliver a written notice to Sellers (a “Margin Deficit Notice”) requiring Sellers to pay the outstanding portion of the Margin Deficit Amount and Sellers shall be obligated to pay to Buyer, within two (2) Business Days of the delivery of such Margin Deficit Notice by Buyer to Sellers, the remaining outstanding portion of the Margin Deficit Amount; provided that if, within two (2) Business Days of the delivery of such Margin Deficit Notice, Sellers have paid to Buyer all available funds on hand (if any) and all amounts available to be drawn by each of them under any liquidity or subscription facility (if any) in payment of the remaining outstanding portion of the Margin Deficit Amount, and, if such Additional amount is less than the remaining outstanding portion of the Margin Deficit Amount, Sellers may extend the date for payment of the remaining outstanding portion of the Margin Deficit Amount until the date that is eleven (11) Business Days after the date of delivery of the Margin Deficit Notice by delivering to Buyer on or before such second (2nd) Business Day after the date of delivery of such Margin Deficit Notice Date a Payment Extension Certificate. All Margin Deficit Amounts paid to Buyer pursuant to this Section 4(a) with respect to any Purchased SecuritiesLoan shall be applied by Buyer to reduce the Purchase Price of such Purchased Loan. Notwithstanding the foregoing, will thereupon equal upon receipt of a Margin Deficit Notice with respect to a Purchased Loan, the applicable Seller may elect, rather than pay to Buyer the Margin Deficit Amount, to repurchase such Purchased Loan on or exceed before the date for payment of such aggregate Margin Deficit Amount set forth in such Margin Deficit Notice, by payment of such Purchased Loan’s Repurchase Price in accordance with Section 3(d). The failure or delay of Buyer, on any one or more occasions, to exercise its rights under this Section 4(a) shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date, or limit Buyer’s Margin Amount (decreased rights under this Agreement or otherwise existing by the amount of law or in any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)way create additional rights for Sellers. (b) If at From time to time, the applicable Seller may request that Buyer determine whether, with respect to any time Purchased Loan, in Buyer’s sole discretion, both (i) the aggregate Market Value Buyer LTV of all such Purchased Securities subject Loan is less than the Buyer LTV Target then applicable to all Transactions in which a particular party hereto such Purchased Loan, and (ii) the Purchase Price Rate of such Purchased Loan is acting as Seller exceeds less than the aggregate Seller’s Margin Amount for all Maximum Purchase Price Rate then applicable to such Transactions at Purchased Loan (such time (occurrence, a “Margin Excess”). If, then Seller may by notice to Buyer require Buyer in following such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any request, Buyer determines that there exists a Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunderPurchased Loan, that Buyer may calculate the respective rights amount of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or such Margin Excess, as which shall equal the case may be, exceeds a specified dollar lesser of (A) the amount or a specified percentage by which the Purchase Price of the Repurchase Prices for such Transactions (which amount or percentage shall Purchased Loan could be agreed to by Buyer and Seller prior to entering into any increased such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights Buyer LTV of such Purchased Loan, when recalculated with such increased Purchase Price, is equal to the Buyer and Seller under subparagraphs (a) LTV Target then applicable to such Purchased Loan, and (bB) the amount by which the Purchase Price of this Paragraph such Purchased Loan could be increased such that the Purchase Price Rate of such Purchased Loan, when recalculated with such increased Purchase Price, is equal to require the elimination Maximum Purchase Price Rate then applicable to such Purchased Loan (such lesser amount, a “Margin Excess Amount”). Upon request by the applicable Seller, Buyer may, in its sole discretion, advance all or any portion of such Margin Excess Amount to such Seller, and concurrently increase the Purchase Price of such Purchased Loan, or Buyer may, in its sole discretion, undertake a Reallocation in respect of such Margin Excess Amount in partial or complete satisfaction of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Deficit.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If Buyer may, at its option in its sole discretion in accordance with the last sentence of this Article 4(a), determine if a Margin Deficit Event has occurred, at any time the aggregate Market Value of all Purchased Securities subject and from time to all Transactions time. If a Margin Deficit Event then exists that results in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller in the form of Exhibit VII (a “Margin Deficit Notice”) require Seller to make a cash payment in reduction of the outstanding Purchase Price for such TransactionsPurchased Asset such that, at after giving effect to such payment, no Margin Deficit shall exist with respect to the related Purchased Asset. Seller shall perform its payment obligations under this Article 4(a) as follows: within two (2) Business Days after Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to receipt of the Margin Deficit Notice from Buyer (the “Additional Purchased SecuritiesMargin Payment Date”), so that Seller shall make a payment to Buyer of all of Seller’s available cash on hand, up to a maximum payment amount equal to the total amount required to be paid by Seller to cure the Margin Deficit with respect to the applicable Purchased Asset, provided that, if Seller does not have sufficient available cash and aggregate Market Value of the Purchased Securities, including any on hand to completely cure such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as required under the second sentence of this Article 4(a), then Seller shall: (A) make a payment to Buyer of all available cash on hand, (B) on or before the Margin Payment Date, communicate to Buyer Seller’s plan for funding the balance required to completely cure such Margin Deficit as required under the second sentence of this Article 4(a), which plan shall be subject to Buyer’s approval in its sole discretion, and (C) provided that Buyer has approved of Seller’s plan for funding the balance, fund the balance on or before the date arising from that is three (3) Business Days after the Margin Payment Date. In making any Transactions in which determination that a Margin Deficit Event has occurred, Buyer shall utilize substantially similar methodologies to those that Buyer utilizes under similar repurchase facilities with similarly-situated sellers and the purchased assets under such Buyer is acting as Seller)repurchase facilities. (b) If at The failure of Buyer, on any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s optionone or more occasions, to transfer cash exercise its rights hereunder, shall not change or Purchased Securities alter the terms and conditions to Seller, which this Agreement is subject or limit the right of Buyer to do so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no a later than the close of business in the relevant market on such daydate. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities Mortgage Loans subject to all Transactions in which a particular party hereto is acting as Buyer hereunder is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at SellerBuyer’s option, to transfer to Buyer cash or additional Securities Mortgage Loans reasonably acceptable to Buyer (“Additional Purchased SecuritiesMortgage Loans”), so that the cash and aggregate Market Value of the Purchased SecuritiesMortgage Loans, including any such Additional Purchased SecuritiesMortgage Loans, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is be given by Buyer or to Seller under subparagraph (a) or (b) of this Paragraph above is given at or before the Margin Notice Deadline prior to 10:00 a.m. New York city time on any business daya Business Day, the party receiving such notice Seller shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than Mortgage Loans to Buyer prior to the close of business in New York City on the relevant market on date of such day. If any notice, and if such notice is given after the Margin Notice Deadline10:00 a.m. New York City time, the party receiving such notice Seller shall transfer such cash or Securities no later than Additional Purchased Mortgage Loans prior to the close of business in the relevant market New York City on the next business day Business Day following the date of such notice. (dc) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon held by Buyer and Seller. (e) Seller and as though it were Additional Purchased Mortgage Loans and, unless Buyer may agreeshall otherwise consent, with respect to any or all Transactions hereunder, that shall not reduce the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage Repurchase Price of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)related Transaction. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at Upon the occurrence and during the continuation of a Credit Event with respect to any Purchased Asset, Buyer, in its sole discretion exercised in good-faith, may re-determine the Purchase Price LTV of any Purchased Asset for purposes of determining if a Margin Deficit exists. At any time that a Margin Deficit exists and exceeds, taking into consideration any Margin Excess, an amount equal to the aggregate Market Value Margin Threshold, Buyer may, deliver written notice to Seller substantially in the form of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions Exhibit VII (a “Margin DeficitCall Notice”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If By not later than the close of business on the tenth (10th) Business Day following the date of delivery of the Margin Deficit Notice, Seller shall (at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Sellerelection) utilize any combination of the following, so that the aggregate Market Value after giving effect to such transfer or repurchase, no Margin Deficit shall be outstanding: (A) transfer to Buyer cash in reduction of the Purchase Price of Transactions which caused the Margin Deficit, (B) repurchase one or more Purchased SecuritiesAssets pursuant to Article 3(d), after deduction (C) pledge additional collateral acceptable to Buyer in its sole discretion or (D) any combination of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount the foregoing clauses (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as BuyerA) through (C). (c) If any notice is given The failure or delay by Buyer or Seller, on any one or more occasions, to exercise its rights under this Article 4 shall not (i) change or alter the terms and conditions of this Agreement, (ii) limit or waive the right of Buyer or Seller to exercise its rights under subparagraph (a) this Agreement at a later date or (biii) of this Paragraph at or before the Margin Notice Deadline on in any business day, the way create additional rights for any party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticehereto. (d) Any cash transferred Following satisfaction of a Margin Call Notice delivered pursuant to this Paragraph Article 4(a), Seller shall be attributed have the right to such Transactions as notify Buyer in writing (including by email) that Seller elects to dispute the Purchase Price LTV which caused the related Margin Deficit in which event Seller and ▇▇▇▇▇ shall be agreed upon by Buyer and Sellerobserve the following dispute resolution procedure: 4918-1599-2897v.6 (i) Seller may obtain an independent third party appraisal from a Pre-Approved Appraiser with respect to the applicable Mortgaged Property. (eii) In the event the valuation obtained by Seller and is five percent (5%) or less higher or lower than the value of the Mortgaged Property determined by Buyer, then the mean of the two values shall govern the final Purchase Price LTV for purposes of the dispute resolution. (iii) In the event the valuation obtained by Seller is greater than five percent (5%) higher or lower than the value determined by Buyer, then Buyer may agree, obtain an independent third party appraisal from a Pre-Approved Appraiser with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller applicable Mortgaged Property. (iv) All valuations must be received by not later than ninety (90) days (or bothif such day is not a Business Day, then the next following Business Day), following the date of satisfaction of the Margin Call Notice (v) under subparagraphs (aThe mean of the value of the Mortgaged Property used by Buyer to determine the Margin Deficit and the two independent third party valuations obtained pursuant to Article 4(d)(i) and 4(d)(iii) shall govern the final Purchase Price LTV for purposes of the dispute resolution. (bvi) of this Paragraph may be exercised only where a If such governing valuation indicates that an additional Margin Deficit or exists, then Seller shall cure such Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such TransactionsDeficit in accordance with Article 4(b). (fvii) If such governing valuation indicates that the Margin Deficit was an overpayment by Seller and to Buyer, then Buyer may agree, shall promptly refund such overpayment to Seller which refund shall increase the outstanding Purchase Price with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs applicable Purchased Asset. (aviii) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with With respect to each dispute resolution procedure initiated by ▇▇▇▇▇▇, Seller shall be responsible for payment for Buyer’s out-of-pocket costs and expenses actually incurred. For the avoidance of doubt, at any single Transaction hereunder (calculated without regard time after ▇▇▇▇▇▇ has delivered written notice to any other Transaction outstanding under this Agreement)Buyer of its intention to dispute the Purchase Price LTV related to the applicable Margin Call Notice, Seller may elect to rescind such written notice, in its sole discretion, by additional written notice to Buyer.

Margin Maintenance. (a) If With respect to any LTV Purchased Asset, if at any time time, the aggregate outstanding Purchase Price for any LTV Purchased Asset is greater than an amount equal to the product of (i) Buyer’s LTV Margin Percentage multiplied by (ii) Market Value of all for such LTV Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions Asset (a an “LTV Margin Deficit”), ) then Buyer may by notice to Seller (each, an “LTV Margin Notice”) require Seller in such Transactionsto, at Seller’s option, within two (2) Business Days of Seller’s receipt of any such LTV Margin Notice: (i) repurchase such LTV Purchase Asset at its respective Repurchase Price, (ii) make a cash payment in reduction of the Purchase Price of such LTV Purchased Asset, (iii) deliver Cash Equivalents subject to transfer Buyer’s satisfaction in Buyer’s sole discretion, or (iv) choose any combination of the foregoing. Notwithstanding the foregoing, in the event Seller or Guarantor must issue a capital call to its investors to satisfy such LTV Margin Deficit and Seller has provided Buyer cash with evidence thereof within two (2) Business Days of Seller’s receipt of any such LTV Margin Notice, then Seller shall have an additional three (3) Business Days to satisfy such LTV Margin Deficit with respect to the related LTV Purchased Asset in accordance with the terms of this Article 4(a). An LTV Margin Deficit shall be deemed to no longer exist when, after giving effect to any payments, repurchases or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”transfers provided in this Article 4(a), so that the cash and aggregate Market Value of the Purchased Securities, including LTV with respect to any such Additional LTV Purchased Securities, will thereupon Asset is less than or equal or exceed such aggregate Buyer’s Margin Amount (decreased by to the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Maximum LTV set forth on the related Confirmation. (b) If With respect to any Debt Yield Purchased Asset, if at any time time, the aggregate Market Value of all Debt Yield for any Debt Yield Purchased Securities subject to all Transactions in which a particular party hereto Asset is acting as Seller exceeds less than the aggregate Seller’s Debt Yield Margin Amount Percentage for all such Transactions at such time Debt Yield Purchased Asset (a “Debt Yield Margin ExcessDeficit”); and together with LTV Margin Deficit, each as applicable, a “Margin Deficit”) then Seller Buyer may by notice to Buyer Seller (each, a “Debt Yield Margin Notice”) require Buyer in such TransactionsSeller to, at BuyerSeller’s option, to transfer cash or Purchased Securities to within two (2) Business Days of Seller, so that the aggregate Market Value of the Purchased Securities, after deduction ’s receipt of any such Debt Yield Margin Notice: (i) repurchase such Debt Yield Purchase Asset at its respective Repurchase Price, (ii) make a cash payment in reduction of the Purchase Price of such Debt Yield Purchased Asset, (iii) deliver Cash Equivalents subject to Buyer’s satisfaction in Buyer’s sole discretion, (iv) choose any combination of the foregoing. Notwithstanding the foregoing, in the event Seller or any Purchased Securities so transferred, will thereupon not exceed Guarantor must issue a capital call to its investors to satisfy such aggregate Debt Yield Margin Deficit and Seller has provided Buyer with evidence thereof within two (2) Business Days of Seller’s Margin Amount (increased by the amount receipt of any such Debt Yield Margin Excess as Notice, then Seller shall have an additional three (3) Business Days to satisfy such Debt Yield Margin Deficit with respect to the related Debt Yield Purchased Asset in accordance with the terms of this Article 4(b). A Debt Yield Margin Deficit shall be deemed to no longer exist when, after giving effect to any payments, repurchases or transfers provided in this Article 4(b), the Debt Yield with respect to any such date arising from any Transactions in which such Seller Debt Yield Purchased Asset is acting as Buyer)equal to or greater than the Minimum Debt Yield set forth on the related Confirmation. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) The failure of this Paragraph at or before the Margin Notice Deadline Buyer, on any business dayone or more occasions, to exercise its rights hereunder, shall not change or alter the party receiving such notice shall transfer cash terms and conditions to which this Agreement is subject or Additional Purchased Securities as provided in such subparagraph no limit the right of Buyer to do so at a later than the close of business in the relevant market on such daydate. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller.. 4n September 1996 n Master Repurchase Agreement (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) a. If at any time either (i) the aggregate Market Value of all Purchased Securities Assets subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's MV Margin Amount for all such Transactions or (ii) the aggregate unpaid principal amount for all Purchased Assets is less than Buyer's Par Margin Amount for all Transactions (each a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, Transactions to transfer to Buyer Buyer, either cash or additional Securities reasonably Eligible Assets acceptable to Buyer in its sole discretion (“"Additional Purchased Securities”Assets"), so that either (a) with respect to any Margin Deficit pursuant to clause (i) above, the cash and aggregate Market Value of the Purchased SecuritiesAssets, including any such Additional Purchased SecuritiesAssets, will thereupon equal or exceed such aggregate Buyer’s 's MV Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Amount, then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excesspursuant to clause (ii) above, as the case may be, exceeds a specified dollar amount or a specified percentage cash and aggregate unpaid principal balance of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into Purchased Assets, including any such TransactionsAdditional Purchased Assets, will thereupon equal or exceed such Buyer's Par Margin Amount (either such requirement, a "Margin Call"). (fb. Notice required pursuant to Section 6(a) Seller may be given by any means provided in Section 35 hereof. Any notice given before 11:00 a.m. New York, New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York, New York time on such Business Day; notice given after 11:00 a.m. New York, New York time on a Business Day shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. New York, New York time on the following Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date. Seller, each Guarantor and Buyer may agree, with respect each agree that a failure or delay by Buyer to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer's rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller or any Guarantor.

Margin Maintenance. (a) If at any time a Margin Deficit Event has occurred and is continuing and a Margin Deficit exists, then, provided that such Margin Deficit is an amount equal to or exceeding the greater of (i) $250,000 and (ii) an amount equal to the product of twenty five basis points (0.25%) and the aggregate Market Value outstanding Purchase Price of all Purchased Securities subject Assets (the “Margin Threshold”), Purchaser may, by notice to all Transactions Seller substantially in which a particular party the form of Exhibit VIII hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin DeficitCall”), then Buyer may require Seller, as determined by notice Seller, either (a) to Seller require Seller make a cash payment in reduction of the Repurchase Price of such TransactionsPurchased Asset, at Seller’s option(b) to reallocate Margin Excess attributable to other Purchased Assets, (c) to transfer to Buyer cash or post additional Securities reasonably collateral acceptable to Buyer Purchaser in its sole discretion or (“Additional Purchased Securities”d) to do any combination of the foregoing clauses (a) through (c) so that after giving effect to such clauses (a) through (d), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any no Margin Deficit as of shall exist with respect to such date arising from any Transactions in which such Buyer is acting as Seller)Purchased Asset. (b) If at a Margin Call is given by Purchaser under Article 4(a) on any time Business Day, Seller shall cure the aggregate Market Value related Margin Deficit as provided in Article 4(a) by the close of all business on the third (3rd) Business Day following the Business Day such Margin Call is given; provided, that if Seller notifies Purchaser in writing that it does not have sufficient cash on hand to repurchase such Purchased Securities subject to all Transactions in Asset or otherwise satisfy the Margin Call by the third (3rd) Business Day following the Business Day on which a particular party hereto is acting as Seller exceeds receives from Purchaser the aggregate Seller’s applicable Margin Amount for all such Transactions at such time (a “Margin Excess”)Call, then Seller may by notice shall have until the close of business on the eleventh (11th) Business Day following the Business Day on which Seller received the Margin Call to Buyer require Buyer cure the related Margin Deficit as provided in such Transactions, at Buyer’s option, to transfer Article 4(a) so long as Seller (x) makes a cash or Purchased Securities to Seller, so that the aggregate Market Value payment in reduction of the Purchased SecuritiesMargin Deficit within three (3) Business Days following the Business Day on which Seller received the Margin Call in an amount equal to all cash on hand then available to Seller and (y) simultaneously with the payment made pursuant to the preceding clause (x), after deduction of any delivers evidence to Purchaser that all such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s on hand has been applied in reduction of the Margin Amount Deficit (increased by including the amount delivery of any Margin Excess as copies of such date arising from capital call notices). For the avoidance of doubt, if a Margin Call is given by Purchaser under Article 4(a) on any Transactions in which Business Day after the time set forth above, such Seller is acting as Buyer)Margin Call shall be considered given prior to such time on the immediately following Business Day. (c) If Purchaser issues a Margin Call under Article 4(a) with respect to a Purchased Asset and if Margin Excess exists for any notice is given other Purchased Asset, then Purchaser will, in response to Seller’s written request following Purchaser’s delivery of a Margin Call to Seller, provided that no Default or Event of Default exists (or will occur as a result of such application), deem 4895-1210-4939v.10 such Margin Excess applied to all or a portion of the related Margin Deficit in reduction of the Purchase Price of the applicable Purchased Asset(s) as directed by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticewritten request. (d) Any cash transferred pursuant The failure or delay by Purchaser, on any one or more occasions, to exercise its rights under this Paragraph Article 4 shall be attributed not change or alter the terms and conditions or limit or waive the right of Purchaser to such Transactions as shall be agreed upon by Buyer and do so at a later date or in any way create additional rights for Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions Purchased Assets is less than the Repurchase Price for all Purchased Assets (a “Margin Deficit”), then Buyer may by notice to Seller in the form of Exhibit XII (a “Margin Deficit Notice”) require Seller in such Transactionsto, at Seller’s option, no later than three (3) Business Days following the receipt of a Margin Deficit Notice (the “Margin Deadline”) to the extent such Margin Deficit equals or exceeds the Minimum Transfer Amount, (i) transfer to Buyer cash or for no additional Securities reasonably acceptable consideration (by transfer to Buyer or its designee (“including the Custodian) Additional Purchased Securities”)Eligible Collateral, so that the cash and aggregate Market Value (ii) repurchase some or all of the Purchased SecuritiesAssets at their respective Repurchase Prices, including (iii) make a payment (subject to the requirements with respect to termination set forth in Article 3 hereof) in reduction of the Purchase Price, or (iv) choose any combination of the foregoing, such Additional Purchased Securitiesthat, will thereupon equal or exceed after giving effect to such aggregate transfers, repurchases and payments, Buyer’s Margin Amount (decreased by for each Purchased Asset, considered individually, shall be equal to or greater than the amount of any Margin Deficit as of Repurchase Price for such date arising from any Transactions in which such Buyer is acting as Seller)Purchased Asset. (b) If at The failure of Buyer, on any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s optionone or more occasions, to transfer cash exercise its rights hereunder, shall not change or Purchased Securities alter the terms and conditions to Seller, which this Agreement is subject or limit the right of Buyer to do so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no a later than the close of business in the relevant market on such daydate. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. a. If on any date, and at Buyer’s discretion, the product of either (aA) If at the lesser of (i) the current Market Value of a Purchased Asset, or (ii) the unpaid principal balance underlying any time individual Purchased Asset, times the aggregate current Purchase Price Percentage for such Purchased Asset, or (B) the current Market Value of all Purchased Securities subject to Assets times the current Purchase Price Percentage for all Transactions in which a particular party hereto is acting as Buyer Purchased Assets, is less than the aggregate Buyer’s Margin Amount for all then current Purchase Price with respect to such Transactions Purchased Asset(s) as of such date (such deficit, a “Margin Deficit”), then Buyer may by provide notice to Seller require Seller (as such notice is more particularly set forth below and in such TransactionsSections 6(b) and 6(c) below, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin ExcessCall”) of such Margin Deficit. b. In connection with the issuance of a Margin Call, Buyer may, in Buyer’s sole and absolute discretion, require Seller to (i) transfer cash to Buyer to satisfy the Margin Deficit, or (ii) repurchase the affected Purchased Assets at the Repurchase Price thereof. If Seller has not satisfied the Margin Deficit within the applicable Margin Deadline (as more particularly set forth in Section 6(c)), then Buyer may, in its sole and absolute discretion, either (i) notify Seller that Buyer is exercising its rights to sell the affected Purchased Assets as more particularly set forth in Section 6(e) below or (ii) exercise its remedies under Section 15 hereof. In connection with exercising remedies pursuant to this Section 6(b), Buyer shall apply funds received in connection with a Margin Call in such manner as Buyer determines to eliminate the Margin Deficit. If Buyer exercises its rights to sell the related Purchased Assets as set forth in Section 6(e) and the proceeds of such sale are insufficient to satisfy the Margin Deficit, Buyer may by notice in its discretion require Seller to transfer cash to Buyer require to eliminate such Margin Deficit. Once a Margin Deficit has been eliminated, the related Margin Call shall have been satisfied. c. A Margin Call may be given by any written or electronic means. Notice given before [***] (New York City time) on a Business Day shall be met, and the related Margin Deficit satisfied, no later than [***] (New York City time) on such Business Day or such later time as may be communicated by Buyer to Seller in its sole discretion; notice given after [***] (New York City time) on a Business Day shall be met, and the related Margin Deficit satisfied, no later than [***] (New York City time) on the following Business Day or such Transactionslater time as may be communicated by Buyer to Seller in its sole discretion (the foregoing time requirements for satisfying a Margin Deficit, the “Margin Deadlines”). The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the 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. Any late payments, other than those directly related to a Mortgage Loan or Agency Security, shall accrue interest at rate equal to the Accounts Receivable Rate. Any late payments directly related to a Mortgage Loan shall accrue interest at the then applicable Loan Margin, or any late payments directly related to an Agency Security shall accrue interest at the then applicable Agency Security Margin. d. In the event that a Margin Deficit exists or any other funds are due and payable to Buyer, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder or exercise control over any funds in the Seller’s Clearing Account and remit such funds to the Settlement Account, which funds shall be held and applied by Buyer against such Margin Deficit, may be applied by Buyer against amounts due and owing, or any shortfall, with respect to any Purchased Asset. Notwithstanding the foregoing, the Buyer retains the right, in its discretion, to make a Margin Call in accordance with the provisions of this Section 6. e. If Buyer elects to exercise its rights set forth in Section 6(b) above to sell the affected Purchased Assets, Buyer shall have the right to sell the affected Purchased Mortgage Loans (including, without limitation, the Servicing Rights) or Purchased Agency Securities. Such disposition of a Purchased Mortgage Loan may be, at Buyer’s option, on either a servicing-released or a servicing-retained basis. Buyer shall not be required to transfer cash or Purchased Securities give any warranties as to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash Mortgage Loans or any the Purchased Agency Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any such disposition thereof. Buyer may specifically disclaim or all Transactions hereunder, that modify any warranties of title or the respective rights of Buyer like relating to the Purchased Mortgage Loans or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage Purchased Agency Securities. The foregoing procedure for disposition of the Repurchase Prices Purchased Mortgage Loan or the Purchased Agency Security shall not be considered to adversely affect the commercial reasonableness of any sale thereof. Seller agrees that it would not be commercially unreasonable for Buyer to dispose of the Purchased Mortgage Loan or Purchased Agency Security or any portion thereof by using Internet sites that provide for the auction of assets similar to the Purchased Mortgage Loan or the Purchased Agency Security, or that have the reasonable capability of doing so, or that match buyers and sellers of assets. Buyer shall be entitled to place the Purchased Mortgage Loans in a pool for issuance of mortgage-backed securities at the then-prevailing price for such Transactions (which amount or percentage securities and to sell such securities for such prevailing price in the open market. Buyer shall also be agreed entitled to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to sell any or all Transactions hereunder, that of such Purchased Mortgage Loans individually for the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)prevailing price.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer Buyer, may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller Seller, may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) If any notice is given by Buyer or Seller under subparagraph sub-paragraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If Agent shall determine the Market Value of the Purchased Assets at any time as determined by Agent in its sole discretion. Agent shall have the right to ▇▇▇▇ to market the Purchased Assets on a daily basis in connection with which the Market Value with respect to one or more of the Purchased Assets may be determined to be zero in accordance with the terms herein. (b) If, as of any date of determination, the lesser of (i) [***] of the Principal Balance of the Purchased Mortgage Loans and face amount of the Takeout MBS and (ii) the aggregate Market Value of all Purchased Securities Assets then subject to all Transactions Transactions, taking into account the cash then on deposit in which a particular party hereto is acting as Buyer the Collection Account, multiplied by the applicable Purchase Price Percentage is less than the aggregate Buyer’s Margin Amount Repurchase Price for all such Transactions by an amount that exceeds [***] (a “Margin Deficit”), then Buyer may Agent may, by notice to the Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer Purchaser or its designee cash or or, at Purchaser’s option (and provided Seller has additional Securities reasonably acceptable Eligible Mortgage Loans), additional Eligible Mortgage Loans to Buyer Purchaser (“Additional Purchased SecuritiesMortgage Loans”), so that ) to cure the cash and aggregate Market Value of Margin Deficit. If the Purchased Securities, including Agent delivers a Margin Call to the Seller on or prior to [***] (New York City time) on any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Business Day, then the Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph Mortgage Loans to Purchaser or its designee no later than [***] (New York City time) on the close of business in same Business Day. In the relevant market event the Agent delivers a Margin Call to Seller after [***] (New York City time) on such day. If any such notice is given after the Margin Notice DeadlineBusiness Day, the party receiving such notice Seller shall be required to transfer such cash or Securities Additional Purchased Mortgage Loans no later than the close of business in the relevant market [***] (New York City time) on the next business day following such noticesucceeding Business Day. (c) Any cash transferred to Purchaser or its designee pursuant to Section 16(f)(ii) herein shall reduce the Repurchase Price of the related Transactions. (d) Any cash transferred pursuant The failure of Purchaser, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Paragraph Agreement or limit the right of the Purchaser to do so at a later date. Seller and Purchaser each agree that a failure or delay by a Purchaser to exercise its rights hereunder shall be attributed to such Transactions as shall be agreed upon not limit or waive Purchaser’s rights under this Agreement or otherwise existing by Buyer and law or in any way create additional rights for Seller. (e) For the avoidance of doubt, it is hereby understood and agreed that Seller and Buyer may agree, with respect shall be responsible for satisfying any Margin Deficit existing as a result of any reduction of the Principal Balance of any Purchased Mortgage Loan pursuant to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to action by Buyer and Seller prior to entering into any such Transactions)bankruptcy court. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, Transactions at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer ▇▇▇▇▇ and Seller▇▇▇▇▇▇. (e) Seller ▇▇▇▇▇▇ and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified Restricted - External Docusign Envelope ID: 510A4FAC-7C30-458E-B5DC-6DB786479D7C percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer ▇▇▇▇▇ and Seller prior to entering into any such Transactions). (f) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer ▇▇▇▇▇ and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed agree to by Buyer and Seller prior to entering into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value Deal Agent determines in good faith (based on such factors as the Deal Agent determines to rely on in its discretion, including, but not limited to, a credit analysis of the Underlying Mortgaged Properties and/or the current market conditions for the Purchased Assets) that the Margin Base for all Purchased Securities subject to all Transactions Assets (as determined by the Deal Agent in which a particular party hereto is acting as Buyer its good faith discretion on such date) is less than the aggregate Buyer’s Margin Amount Purchase Price for all such outstanding Transactions (in each case a “Margin Deficit”), then Buyer the Deal Agent may by notice to Seller require the Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value form of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time Exhibit X (a “Margin ExcessDeficit Notice”), then ) require the Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of Deal Agent as agent to the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer Secured Parties cash or Additional Purchased Securities as provided Assets in such subparagraph the amount of the Margin Deficit to the Deal Agent by no later than the close of business in the relevant market on such dayMargin Correction Deadline. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any All cash transferred to the Deal Agent as agent for the Secured Parties pursuant to this Paragraph Section 2.7 shall be deposited in the Collection Account and shall be attributed to such Transaction or Transactions as that caused the Margin Deficit to reduce the outstanding Purchase Price to which it has been attributed. Transfers of Eligible Assets to the Purchaser or its designee under this Section 2.7 shall be agreed upon by Buyer subject to the same conditions and Seller. (e) Seller and Buyer may agreerequirements that are applicable to the transfers of Eligible Assets under Section 2.2. The Deal Agent’s election, with respect in its discretion, not to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where deliver a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into Notice at any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of time there is a Margin Deficit shall not waive the Margin Deficit or a Margin Excess, as in any way limit or impair the case may be, may be exercised whenever such Deal Agent’s right to deliver a Margin Deficit Notice at any time the same or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Margin Deficit exists.

Margin Maintenance. (a) If at any time either (i) the aggregate Market Value of all Purchased Securities Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s MV Margin Amount for all such Transactions, or (ii) the aggregate unpaid principal balance of the Purchased Loans for all Transactions is less than the aggregate Par Margin Amount for all such Transactions (either such event, a “Margin Deficit”), then the Buyer may may, by notice to Seller the related Seller, require such Seller in such Transactions, at Seller’s option, Transactions to transfer to the Buyer cash or or, at the Buyer’s option (and provided such Seller has additional Securities reasonably acceptable to Buyer Eligible Loans), additional Eligible Loans (“Additional Purchased SecuritiesLoans”)) within one (1) Business Day of such notice by Buyer, so that both (x) the cash and aggregate Market Value of the Purchased SecuritiesLoans, including any such Additional Purchased SecuritiesLoans, will thereupon equal or exceed such aggregate Buyer’s MV Margin Amount, and (y) the cash and unpaid principal balance of such Purchased Loans, including any such Additional Purchased Loans and Purchased Loans, will therefore equal or exceed such aggregate Par Margin Amount (decreased by either requirement, a “Margin Call” ); provided that if such Seller transfers cash, Buyer shall deposit such cash into a non-interest bearing account until the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)next succeeding Repurchase Date. (b) If at any time the aggregate Market Value of all Purchased Securities subject Notice required pursuant to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller Section 6(a) may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is be given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before any means provided in Section 21 hereof. Any notice given on a Business Day preceding the Margin Notice Deadline on any business dayshall be met, and the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph related Margin Call satisfied, no later than 5:00 p.m. New York City time on the close of business in the relevant market same Business Day. Any notice given on such day. If any such notice is given after a Business Day following the Margin Notice DeadlineDeadline shall be met, and the party receiving such notice shall transfer such cash or Securities related Margin Call satisfied, no later than the close of business in the relevant market 5:00 p.m. New York City time on the next business day following such notice. (d) Any cash transferred pursuant Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights under this Paragraph Section 6, shall be attributed not change or alter the terms and conditions to such Transactions as shall be agreed upon which this Agreement is subject or limit the right of Buyer to do so at a later date. Sellers and Buyer each agree that a failure or delay by Buyer and 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 any Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) 7.1 If at on any time day prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased the Underlying Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than falls below the aggregate Buyer’s Purchase Price of the Underlying Securities plus the Margin Amount for all such Transactions (the difference being a “Margin Deficit”), then Buyer the Parties consent that the Trustee (acting on behalf of the Client) may by notice to Seller the Dealer require Seller the Dealer in such Transactions, at Seller’s optionTransaction, to transfer to Buyer cash or the Trustee (on behalf of the Client) additional Securities reasonably acceptable to Buyer the Trustee (acting on behalf of the Client) (“Additional Purchased Margin Securities”), ) so that the cash and aggregate Market Value of the Purchased Underlying Securities, including and any such Additional Purchased Margin Securities, will thereupon shall be equal to or shall exceed such aggregate Buyer’s the Purchase Price of the Underlying Securities plus the Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) 7.2 If at any time prior to the aggregate payment of the Repurchase Price in respect of any subsisting Transaction, the Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller the Underlying Assets exceeds the aggregate Seller’s Purchase Price of the Underlying Securities plus the Required Margin Amount for all such Transactions at such time Transaction (the difference being a “Margin Excess”), then Seller the Parties agree that the Dealer may by notice to Buyer the Trustee (acting on behalf of the Client) require Buyer the Trustee in such Transactions, at Buyer’s optionTransaction, to transfer cash or Purchased to the Dealer Underlying Securities with a Market Value equivalent to Sellerthe Margin Excess, so provided that the aggregate Market Value of the Purchased SecuritiesUnderlying Assets, after deduction of any such cash or any Purchased Underlying Securities so transferred, will thereupon not exceed such aggregate Seller’s the Purchase Price of the Underlying Securities plus the Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Amount. (c) 7.3 If any notice is given by Buyer or Seller under subparagraph the Trustee (aacting on behalf of the Client) or (b) of this Paragraph the Dealer under Clause7.1 or Clause7.2 at or before the Margin Notice Deadline on any business dayBusiness Day, the party Trustee (acting on behalf of the Client) or the Dealer (as the case may be) receiving such notice shall transfer cash or Additional Purchased the Margin Securities as provided in such subparagraph clause no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving Trustee (acting on behalf of the Client) or the Dealer (as the case may be)receiving such notice shall transfer such cash or the Margin Securities no later than the close of business in the relevant market on the next business day Business Day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that 7.4 For the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage purposes of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed calculations set out in Clause 7.1 and Clause 7.2, in order to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agreedetermine, with respect to any or all Transactions hereunderrespectively, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of whether there is a Margin Deficit or a Margin Excess, as the case may be, may Market Value of Underlying Securities shall be exercised whenever such a aggregated with the Market Value of any Margin Deficit or Margin Excess exists with Securities previously transferred in respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)of the Transaction.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business dayBusiness Day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day Business Day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in In which a particular party hereto is 1 acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”), then the Buyer may by notice to Seller require Seller in In such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in In which such Buyer is Is acting as Seller). (b) If at any time the aggregate egg gets Market Value of all Purchased Securities subject to all Transactions in In which a particular party hereto is s acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “Margin "~1Aargin Excess”"), then Seller may by notice to Buyer require Buyer in In such Transactions, at Buyer’s option, to 's option o transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from f m any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (ed) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into Into any such Transactions). (fe) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph Parah to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase ▇▇▇▇▇▇▇▇▇▇ Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or a Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto to this Agreement is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so ) such that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunderunder this Agreement, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunderunder this Agreement, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder under this Agreement (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate aggre- gate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph subpara- graph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) a. If at any time the aggregate Market Asset Value of all the Purchased Securities Assets subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Purchase Price for then outstanding Transactions (an “Asset Value Margin Deficit”), then, if such Asset Value Margin Deficit (combined with any Concentration Limit Margin Deficit and any Pool Advance Rate Margin Deficit) is greater than the Permitted Amount, Buyer may by notice to Sellers require Sellers to transfer to Buyer cash or other Eligible Assets acceptable to Buyer in its discretion in an amount at least equal to the Margin Deficit (such requirement, an “Asset Value Margin Call”). Notwithstanding the foregoing, in the event that Sellers dispute an Asset Value Margin Deficit because it disagrees with Buyer’s determination of Asset Value, Buyer will enter into good faith discussions with Sellers regarding such Asset Value Margin Amount for Deficit so long as Sellers have already transferred to Buyer cash in an amount at least equal to such Asset Value Margin Deficit. b. If at any time after the Concentration Limit Trigger Date, the Concentration Limit is exceeded (the amount of such excess, a “Concentration Limit Margin Deficit”), then, if such Concentration Limit Margin Deficit (combined with any Asset Value Margin Deficit and any Pool Advance Rate Margin Deficit) is greater than the Permitted Amount, Buyer may by notice to Sellers require Sellers to transfer to Buyer cash or other Eligible Assets acceptable to Buyer in its discretion in an amount such that the Purchased Assets would be in compliance with such Concentration Limit (such requirement, a “Concentration Limit Margin Call”) and the Buyer shall apply such cash to the outstanding Purchase Price of all such Transactions Purchased Assets on a weighted average, pro rata, basis in the category of the Purchased Assets that exceeded its respective Concentration Limit. c. If at any time after the Concentration Limit Trigger Date the Buyer determines in its sole good faith discretion that a Pool Advance Rate Margin Deficit exists (together with an Asset Value Margin Deficit and a Concentration Limit Margin Deficit, a “Margin Deficit”), then then, if such Pool Advance Rate Margin Deficit (combined with any Concentration Limit Margin Deficit and any Asset Value Margin Deficit) is greater than the Permitted Amount, Buyer may by notice to Seller Sellers require Seller in such Transactions, at Seller’s option, Sellers to transfer to Buyer cash or additional Securities reasonably other Eligible Assets acceptable to Buyer in its sole discretion in an amount such that no Pool Advance Rate Margin Deficit exists, as determined by Buyer (such requirement, a “Additional Pool Advance Rate Margin Call” and together with an Asset Value Margin Call and a Concentration Limit Margin Call a “Margin Call”) and the Buyer shall apply such cash or other Eligible Assets to the outstanding Purchase Price of all Purchased SecuritiesAssets on a weighted average, pro rata, basis. d. Notice delivered pursuant to Section 6(a) may be given by any written means. Any notice given before 5:00 p.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 next Business Day; notice given after 5:00 p.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 following (2) Business Days (the foregoing time requirements for satisfaction of a Margin Call are referred to as the “Margin Deadlines”). The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date. Sellers 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 Sellers. e. To the extent that the cash and aggregate Market Asset Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such Assets subject to Transactions exceeds the then outstanding aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value Purchase Price of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then so long as no Margin Call, Default or Event of Default has occurred and is continuing or will result therefrom, the Buyer shall, upon receipt of a Transaction Request from a Seller may sent at least one (1) Business Day prior to such date, remit cash in amount equal to the lesser of (i) the amount requested by notice the Sellers and (ii) such Margin Excess to Sellers. To the extent that the Buyer require Buyer in remits cash to the Sellers, such cash shall be additional Purchase Price with respect to the Transactions, at Buyer’s option, subject in all respects to transfer cash or Purchased Securities the Maximum Aggregate Purchase Price. f. Buyer shall not be obligated to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the remit an amount of any requested pursuant to a request for Margin Excess as of such date arising from any Transactions which (i) Buyer determines is based on erroneous information or would result in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) a Transaction other than in accordance with the terms of this Paragraph at or before Repurchase Agreement, (ii) does not reflect the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities current determination of Asset Value as provided in such subparagraph no later than the close of business in definition thereof or (iii) exceeds the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeMaximum Aggregate Purchase Price. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time Buyer determines the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any Loans at such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased intervals as determined by the amount of any Margin Deficit as of such date arising from any Transactions Buyer in which such Buyer is acting as Seller)its reasonable good faith discretion consistent with its valuation practices for similar loans. (b) If at any time the aggregate Market Value of all Purchased Securities Loans subject to all outstanding Transactions in which a particular party hereto plus any prior Margin Call cash and Substitute Loans then held by Buyer is acting as Seller exceeds less than the aggregate Seller’s Margin Amount Purchase Price for all such Transactions at such time (a “Margin ExcessDeficit”), then Seller may subject to the last sentence of this paragraph, Buyer may, by notice to Seller (a “Margin Call”), require Seller to transfer to Buyer require cash or Substitute Loans approved by Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, its sole discretion so that the aggregate Market Value of the Purchased SecuritiesLoans, after deduction of including any such cash or Substitute Loans and any Purchased Securities so transferredprior Margin Call cash and Substitute Loans then held by Buyer, will thereupon not equal or exceed such the aggregate Purchase Price for all outstanding 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, then Seller shall transfer the required amount of cash or Substitute Loans to Buyer no later than 5:00 p.m. (New York City time) on the date that is [***] after Seller’s receipt of such Margin Amount Call. In the event Buyer delivers a Margin Call to a Seller after 10:00 a.m. (increased by New York City time) on any Business Day, Seller will be required to transfer the required amount of any Margin Excess as cash or Substitute Loans no later than 5:00 p.m. (New York City time) on the date that is [***] after Seller’s receipt of such date arising from any Transactions Margin Call. Notwithstanding the foregoing, provided that no Default or Event of Default shall have occurred and be continuing, and provided further that the aggregate Purchase Price is equal to or greater than [***] Buyer shall not require the Seller to satisfy a Margin Call and no Margin Call shall be required to be made unless the aggregate Margin Deficit shall equal or exceed [***], as determined by Buyer in which such Seller is acting as Buyer)its reasonable, good faith discretion. (c) If Buyer’s election, in its sole and absolute discretion, not to make a Margin Call at any notice time there is given by Buyer a Margin Deficit will not in any way limit or Seller under subparagraph (a) or (b) of this Paragraph impair its right to make a Margin Call at or before the any time a Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeDeficit exists. (d) Any cash transferred to Buyer pursuant to this Paragraph shall Section 6(b) above will be attributed applied to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage repayment of the Repurchase Prices for such Price of outstanding Transactions (which amount or percentage shall be agreed pursuant to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (aSection 4(a)(i) and (b) of this Paragraph any Substitute Loans will be deemed to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Purchased Loans.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such the Seller is acting as Buyer). (c) If any notice is given by the Buyer or Seller under subparagraph (a) or (b) of this Paragraph paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the product of the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is Loans and Buyer’s Margin Ratio shall be less than the aggregate Buyer’s Margin Amount outstanding Repurchase Price for all such Transactions Purchased Loans, (a “Margin Deficit”), then Buyer may by notice to Seller (a “Margin Call”) require Seller in such Transactions, at Seller’s option, to transfer to Buyer (A) cash or additional Securities reasonably (B) Additional Loans acceptable to Buyer in its sole and absolute discretion (such cash or Additional Loans paid by Seller to Buyer are herein referred to as “Additional Purchased SecuritiesLoans”), so that the sum of cash and plus the product of (i) the aggregate Market Value of the Purchased Securities, including any Loans and such Additional Purchased Securities, will thereupon equal or exceed such aggregate Loans and (ii) Buyer’s Margin Amount (decreased Ratio shall at least equal the aggregate outstanding Repurchase Price. Any cash received by Buyer pursuant to a Margin Call shall be applied to reduce the amount of Outstanding Purchase Price. Seller’s failure to cure any Margin Deficit as required by the preceding sentence prior to expiration of such date arising from any Transactions one (1) Business Day after notice shall constitute an Event of Default under the Transaction Documents and shall entitle Buyer to exercise its remedies under Section 14 of this Agreement (including, without limitation, the liquidation remedy provided for in which such Buyer is acting as SellerSection 14(iv) of this Agreement). (b) If any Margin Call is given by Buyer under Section 3(a) of this Agreement, Seller shall transfer cash or Additional Loans as provided in Section 3(a) by no later than one (1) Business Day after the giving of such notice. Notice required pursuant to Section 3(a) of this Agreement may be given by any means, including by telephone, telecopier or email transmission. The failure of Buyer on any one or more occasions, to exercise its rights under Section 3(a) of this Agreement shall not constitute a waiver of such default or change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer or Seller to do so at a later date. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under Section 3(a) of this Agreement shall not limit such party’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (c) If at any time the product of the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds Loans and Buyer’s Margin Ratio shall be greater than the aggregate Seller’s Margin Amount outstanding Repurchase Price for all such Transactions at such time Purchased Loans (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer to Seller (1) cash or (2) Purchased Securities Loans that become subject to Seller, this Agreement as Additional Loans so that the product of (i) the aggregate Market Value of the Purchased Securities, after deduction of any Loans and such cash or Additional Loans and (ii) Buyer’s Margin Ratio shall not exceed the aggregate outstanding Repurchase Price. In no event shall any Purchased Securities so transferred, will thereupon Loans that did not exceed such aggregate Seller’s become subject to this Agreement in the form of Additional Loans be released from the lien of this Agreement due to a Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Excess. (cd) If any notice is given by Buyer or Seller under subparagraph (a) or (bSection 3(c) of this Paragraph at or before the Margin Notice Deadline on any business dayAgreement, the party receiving such notice Buyer shall transfer cash or Additional Purchased Securities Loans as provided in such subparagraph Section 3(c) by no later than the close of business in the relevant market on such day. If any such notice is given one (1) Business Day after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close giving of business in the relevant market on the next business day following such notice. (d) Any cash transferred . Notice required pursuant to Section 3(c) of this Paragraph shall Agreement may be attributed to such Transactions as shall be agreed upon given by any means, including by telephone, telecopier or email transmission. Buyer and SellerSeller agree that any failure or delay by Seller on any one or more occasions to exercise its rights under Section 3(c) of this Agreement shall not constitute a waiver of such rights or limit such party’s rights under Section 3(c) of this Agreement or otherwise existing by law or in any way create additional rights for such party. In addition, in no event shall Buyer be required to create a Margin Deficit in order to comply with Section 3(d) of this Agreement. (e) Seller and Any cash transferred to Buyer may agree, with respect pursuant to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (bSection 3(a) of this Paragraph may Agreement shall be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of used to reduce the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)Price. (f) Seller and If any representation or warranty within this Agreement is in fact not accurate, then notwithstanding any of the knowledge qualifiers, Buyer may agree, has the right to ▇▇▇▇ the asset to market with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of such frequency as deemed prudent in accordance with this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Section 3.

Margin Maintenance. (a) If at any time on any date the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all any Purchased Asset is less than the Repurchase Price for such Transactions Purchased Asset (a “Margin Deficit”), then Buyer may by notice to Seller in the form of Exhibit X (a “Margin Deficit Notice”) require Seller in such Transactionsto, at Seller’s option, no later than three (3) Business Days following the receipt of a Margin Deficit Notice (the “Margin Deadline”) to transfer to Buyer cash the extent such Margin Deficit equals or additional Securities reasonably acceptable to Buyer exceeds the Minimum Transfer Amount (“Additional Purchased Securities”taking into account all Margin Deficits in the aggregate for such date), so that the cash and aggregate Market Value (i) repurchase such Purchased Asset at its respective Repurchase Price, (ii) make a payment in reduction of the Purchase Price of such Purchased SecuritiesAsset, including or in lieu of a payment in reduction such Purchase Price, deliver Cash Equivalents, subject to Buyer’s reasonable satisfaction as additional posted collateral, or (iii) choose any combination of the foregoing, such Additional Purchased Securitiesthat, will thereupon equal or exceed after giving effect to such aggregate transfers, repurchases and payments, Buyer’s Margin Amount for each Purchased Asset, considered individually, shall be equal to or greater than the related Repurchase Price for each such Purchased Asset. In connection with the delivery of Cash Equivalents in accordance with clause (decreased ii) above, Seller shall deliver to Buyer any additional documents (including, without limitation, to the extent not covered by the amount any previously delivered legal opinions, one or more opinions of counsel reasonably satisfactory to Buyer) and take any Margin Deficit as of actions reasonably necessary in Buyer’s discretion for Buyer to have a first priority, perfected security interest in such date arising from any Transactions in which such Buyer is acting as Seller)Cash Equivalents. (b) If at The failure of Buyer, on any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s optionone or more occasions, to transfer cash exercise its rights hereunder, shall not change or Purchased Securities alter the terms and conditions to Seller, which this Agreement is subject or limit the right of Buyer to do so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no a later than the close of business in the relevant market on such daydate. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Seller.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“"Additional Purchased Securities”"), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s 's Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close dose of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time either (i) the aggregate Market Value of all Purchased Securities Loans subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s MV Margin Amount for all such Transactions, or (ii) the aggregate unpaid principal balance of the Purchased Loans for all Transactions is less than the aggregate Par Margin Amount for all such Transactions (either such event, a “Margin Deficit”), then the Buyer may may, by notice to Seller Sellers, require Seller Sellers in such Transactions, at Seller’s option, Transactions to transfer to the Buyer cash or or, at the Buyer’s option (and provided Sellers have additional Securities reasonably acceptable to Buyer Eligible Loans), additional Eligible Loans (“Additional Purchased SecuritiesLoans”)) within one (1) Business Day of such notice by Buyer, so that both (x) the cash and aggregate Market Value of the Purchased SecuritiesLoans, including any such Additional Purchased SecuritiesLoans, will thereupon equal or exceed such aggregate Buyer’s MV Margin Amount, and (y) the cash and unpaid principal balance of such Purchased Loans, including any such Additional Purchased Loans and Purchased Loans, will therefore equal or exceed such aggregate Par Margin Amount (decreased by either requirement, a “Margin Call”); provided that if Sellers transfer cash, Buyer shall deposit such cash into a non-interest bearing account until the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)next succeeding Repurchase Date. (b) If at any time the aggregate Market Value of all Purchased Securities subject Notice required pursuant to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller Section 6(a) may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is be given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as means provided in such subparagraph Section 21 hereof. Any notice given on a Business Day preceding 1:00 p.m. (New York City time) shall be met, and the related Margin Call satisfied, no later than 5:00 p.m. (New York City time) on the close of business in same Business Day. Any notice given on a Business Day following 1:00 p.m. (New York City time) shall be met, and the relevant market on such day. If any such notice is given after the related Margin Notice DeadlineCall satisfied, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market 1:00 p.m. (New York City time) on the next business day following such notice. (d) Any cash transferred pursuant Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights under this Paragraph Section 6, shall be attributed not change or alter the terms and conditions to such Transactions as shall be agreed upon which this Agreement is subject or limit the right of Buyer to do so at a later date. Sellers and Buyer each agree that a failure or delay by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Sellers.

Margin Maintenance. (a) If a. Subject to the proviso at the end of this sentence, if at any time time, any of the aggregate following has occurred: (i) either (x) the Market Value of all any Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer Asset is less than the aggregate Buyer’s Margin Amount for all such Transactions Purchased Asset or (y) if the Buyer determines in its sole good faith discretion that the aggregate Outstanding Purchase Price (relative to the Purchased Assets) would not receive a rating of at least BBB- (or the comparable designation) from any Rating Agency, as determined by Buyer in its sole discretion generally in accordance with methodology used by any Rating Agency (each, a “Margin Call Deficit”), (ii) a Credit Loss occurs with respect to any Purchased Asset, or (iii) the Market Value of any Purchased Asset is less than the Capital Call Amount of such Purchased Asset (each, a “Capital Call Deficit”), then Buyer may by notice to Seller (each notice of a Margin Call Deficit or Credit Loss is herein referred to as a “Margin Call”; a notice of a Capital Call Deficit is herein referred to as a “Capital Call”) require Seller in to cure such TransactionsMargin Call Deficit, at Seller’s optionCredit Loss or Capital Call Deficit by transferring to Buyer, to transfer (A) cash or (B) additional collateral acceptable to Buyer in its sole discretion, exercised in good faith (such cash or additional Securities reasonably acceptable collateral paid by Seller to Buyer (is herein referred to as “Additional Purchased SecuritiesCollateral”), so that the cash sum obtained by adding the Asset Value of such Purchased Asset, plus the Asset Value of such Additional Collateral shall equal or exceed the Deficit Cure Amount for such Purchased Asset as of the same date; provided, however, that if and so long as the Call Support Condition exists, Buyer shall not be required to make a Capital Call hereunder on account of a Call Deficit unless and until the Call Support Condition no longer exists. Seller’s failure to cure any Margin Call Deficit, Credit Loss or Capital Call Deficit as required by the preceding sentence prior to expiration of the time period set forth in the first sentence of Section 6(b) below (in the case of a Margin Call) or the second sentence of Section 6(b) below (in the case of a Capital Call) shall constitute an Event of Default under the Transaction Documents and shall entitle Buyer to exercise its remedies under Section 16 of this Agreement (including, without limitation, the liquidation remedy provided for in Section 16(d) of this Agreement). b. If any Margin Call is given by Buyer under Section 6(a) of this Agreement, Seller shall transfer Additional Collateral as provided in Section 6(a) by no later than two Business Days after the giving of such Margin Call notice. If any Capital Call is given by Buyer under Section 6(a) of this Agreement, Seller shall transfer Additional Collateral as provided in Section 6(a) of this Agreement by no later than ten Business Days after the giving of such Capital Call notice; provided, however, that if a Capital Call is made with respect to any Purchased Asset and Seller requests, in a written notice to Buyer given not later than five Business Days after the giving of a Capital Call notice, that Buyer make a determination whether the “Excess Cash Flow Sufficiency Condition” (as defined below) will be satisfied, Seller’s obligation to transfer Additional Collateral to cure a Capital Call Deficit with respect to a Purchased Asset shall be deferred (each, a “Capital Call Deferral”) if and for so long as (A) no Margin Call Deficit exists with respect to such Purchased Asset, and no Capital Call Deficit or Margin Call Deficit exists with respect to any other Purchased Asset, and no Event of Default exists, and (B) Buyer determines, in Buyer’s sole discretion, exercised in good faith, that the aggregate excess Income (i.e., the excess Income after application thereof to the Price Differential and the other obligations of Seller in accordance with Section 5 of this Agreement, exclusive, however, of Principal Payments) to be generated from all other Purchased Assets (i.e., all Purchased Assets other than the Purchased Asset to which such Capital Call is made) and distributed on the Price Differential Payment Date immediately following such Capital Call will, when added to the Asset Value of such Purchased Asset, equal or exceed the Deficit Cure Amount for such Purchased Asset (the “Excess Cash Flow Sufficiency Condition”). If a Capital Call Deferral occurs, (X) the related Capital Call Deficit shall not be deemed to have been waived and shall nevertheless continue to exist unless and until the Capital Call Deficit is satisfied with Additional Collateral or pursuant to applications of funds to satisfy the same pursuant to Section 6(a) and (Y) and any CF Sweep Condition related to such Purchased Asset shall continue to exist. Without limiting Buyer’s other rights and remedies or operating to extend any other applicable time periods hereunder (including any time periods for notice and cure or applicable to any Margin Call or Event of Default), (A) any Capital Call Deferral shall automatically end if Buyer makes a Margin Call Deficit with respect to such Purchased Asset or if a Capital Call Deficit or Margin Call Deficit exists with respect to any other Purchased Asset or if an Event of Default occurs, and (B) such Capital Call Deferral shall end at Buyer’s option, and Buyer may give a further Capital Call notice with respect to the Capital Call Deficit subject to such Capital Call Deferral (indicating that the Capital Call Deferral is ended), and the provisions of this sentence and Section 6(a) of this Agreement shall apply to such further Capital Call. Buyer may also make a Capital Call (indicating that the Capital Call Deferral is ended) if Buyer determines, in good faith, that the Excess Cash Flow Sufficiency Condition will not be satisfied. Notice required pursuant to Section 6(a) of this Agreement may be given by any means of telecopier or telegraphic transmission and shall be delivered in accordance with the terms of this Agreement. The failure of Buyer on any one or more occasions to exercise its rights under Section 6(a) of this Agreement shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer or Seller to do so at a later date. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under Section 6(a) of this Agreement shall not limit such party’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. Notice delivered pursuant to Section 6(a) shall be given by any written 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 10:00 a.m. (New York City time) on the second Business Days following the date such notice was given; 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 Business Days following the date such notice was given. The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the 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. c. Any Additional Collateral transferred to Buyer pursuant to Section 6(a) of this Agreement with respect to any Purchased Assets shall be attributed to the Transaction relating to such Purchased Assets. d. On any day on which the aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such Assets subject to Transactions exceeds the then outstanding aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value Target Price of all the Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time Assets (a “Margin Excess”), then 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 from Seller, release Additional Collateral (with such release not being subject to an Exit Fee, if any) as requested by the Seller, in either case, in amount equal to the lesser of (i) the amount requested by the Seller may by notice and (ii) such Margin Excess to Seller. To the extent that the Buyer require Buyer in such Transactions, at Buyer’s option, to transfer remits cash or Purchased Securities collateral received as Additional Collateral to the Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon shall not exceed such aggregate Seller’s Margin Amount (increased be additional Purchase Price with respect to the Transactions. Any request received by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, Business Day shall be remitted by the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph Buyer no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day five Business Days following such noticerequest. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. a. If on any date, and at Buyer’s discretion, the product of either (aA) If at the lesser of (i) the current Market Value of a Purchased Asset, or (ii) the unpaid principal balance underlying any time individual Purchased Asset, times the aggregate current Purchase Price Percentage for such Purchased Asset, or (B) the current Market Value of all Purchased Securities subject to Assets times the current Purchase Price Percentage for all Transactions in which a particular party hereto is acting as Buyer Purchased Assets, is less than the aggregate Buyer’s Margin Amount for all then current Purchase Price with respect to such Transactions Purchased Asset(s) as of such date (such deficit, a “Margin Deficit”), then Buyer may by provide notice to Seller require Seller (as such notice is more particularly set forth below and in such TransactionsSections 6(b) and 6(c) below, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin ExcessCall”) of such Margin Deficit. b. In connection with the issuance of a Margin Call, Buyer may, in Buyer’s sole and absolute discretion, require Seller to (i) transfer cash to Buyer to satisfy the Margin Deficit, or (ii) repurchase the affected Purchased Assets at the Repurchase Price thereof. If Seller has not satisfied the Margin Deficit within the applicable Margin Deadline (as more particularly set forth in Section 6(c)), then Buyer may, in its sole and absolute discretion, either (i) notify Seller that Buyer is exercising its rights to sell the affected Purchased Assets as more particularly set forth in Section 6(e) below or (ii) exercise its remedies under Section 15 hereof. In connection with exercising remedies pursuant to this Section 6(b), Buyer shall apply funds received in connection with a Margin Call in such manner as Buyer determines to eliminate the Margin Deficit. If Buyer exercises its rights to sell the related Purchased Assets as set forth in Section 6(e) and the proceeds of such sale are insufficient to satisfy the Margin Deficit, Buyer may by notice in its discretion require Seller to transfer cash to Buyer require to eliminate such Margin Deficit. Once a Margin Deficit has been eliminated, the related Margin Call shall have been satisfied. c. A Margin Call may be given by any written or electronic means. Notice given before 10:00 a.m. (New York City time) on a Business Day shall be met, and the related Margin Deficit satisfied, no later than 5:00 p.m. (New York City time) on such Business Day or such later time as may be communicated by Buyer to Seller in its sole discretion; notice given after 10:00 a.m. (New York City time) on a Business Day shall be met, and the related Margin Deficit satisfied, no later than 5:00 p.m. (New York City time) on the following Business Day or such Transactionslater time as may be communicated by Buyer to Seller in its sole discretion (the foregoing time requirements for satisfying a Margin Deficit, the “Margin Deadlines”). The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the 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. Any late payments, other than those directly related to a Mortgage Loan or Agency Security, shall accrue interest at rate equal to the Accounts Receivable Rate. Any late payments directly related to a Mortgage Loan shall accrue interest at the then applicable Loan Margin, or any late payments directly related to an Agency Securit y shall accrue interest at the then applicable Agency Security Margin. d. In the event that a Margin Deficit exists or any other funds are due and payable to Buyer, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder or exercise control over any funds in the Seller’s Clearing Account and remit such funds to the Settlement Account, which funds shall be held and applied by Buyer against such Margin Deficit, may be applied by Buyer against amounts due and owing, or any shortfall, with respect to any Purchased Asset. Notwithstanding the foregoing, the Buyer retains the right, in its discretion, to make a Margin Call in accordance with the provisions of this Section 6. e. If Buyer elects to exercise its rights set forth in Section 6(b) above to sell the affected Purchased Assets, Buyer shall have the right to sell the affected Purchased Mortgage Loans (including, without limitation, the Servicing Rights) or Purchased Agency Securities. Such disposition of a Purchased Mortgage Loan may be, at Buyer’s option, on either a servicing-released or a servicing-retained basis. Buyer shall not be required to transfer cash or Purchased Securities give any warranties as to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash Mortgage Loans or any the Purchased Agency Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any such disposition thereof. Buyer may specifically disclaim or all Transactions hereunder, that modify any warranties of title or the respective rights of Buyer like relating to the Purchased Mortgage Loans or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage Purchased Agency Securities. The foregoing procedure for disposition of the Repurchase Prices Purchased Mortgage Loan or the Purchased Agency Security shall not be considered to adversely affect the commercial reasonableness of any sale thereof. Seller agrees that it would not be commercially unreasonable for Buyer to dispose of the Purchased Mortgage Loan or Purchased Agency Security or any portion thereof by using Internet sites that provide for the auction of assets similar to the Purchased Mortgage Loan or the Purchased Agency Security, or that have the reasonable capability of doing so, or that match buyers and sellers of assets. Buyer shall be entitled to place the Purchased Mortgage Loans in a pool for issuance of mortgage-backed securities at the then-prevailing price for such Transactions (which amount or percentage securities and to sell such securities for such prevailing price in the open market. Buyer shall also be agreed entitled to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to sell any or all Transactions hereunder, that of such Purchased Mortgage Loans individually for the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)prevailing price.

Margin Maintenance. (a) If Administrative Agent, on behalf of Buyers, may determine and re-determine Buyers’ Margin Amount for any Purchased Asset on any Business Day and on as many Business Days as it may elect solely for internal purposes. Upon the occurrence and during the continuance of a Margin Credit Event with respect to any Purchased Asset and if at any time the aggregate Market Value of Buyers’ Margin Amount for all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer Assets is less than the aggregate Buyer’s Margin Amount Repurchase Price for all such Transactions Purchased Assets (a “Margin Deficit”), then Buyer Administrative Agent may by notice to Seller in the form of Exhibit VII (a “Margin Deficit Notice”) require Seller to either: (i) repurchase the Purchased Asset giving rise to such Margin Deficit at its Repurchase Price, (ii) make a payment in reduction of the outstanding Purchase Price for such TransactionsPurchased Asset, at Seller’s option(iii) reallocate the outstanding Purchase Price among all Purchased Assets, or (iv) choose any combination of the foregoing, as Seller may elect, such that, after giving effect to transfer such transfers, repurchases and payments, Buyers’ Margin Amount for all Purchased Assets, shall be equal to Buyer cash or additional Securities reasonably acceptable greater than the aggregate Repurchase Price for all Purchased Assets; provided, that, unless an Event of Default has occurred and is continuing, Seller shall not be required to Buyer cure a Margin Deficit unless and until the aggregate Margin Deficit equals or exceeds $1,000,000 on the date the Margin Deficit Notice is delivered. Seller shall perform the obligations under this Article 4(a) not later than two (“Additional Purchased Securities”)2) Business Days after receipt of the Margin Deficit Notice, so provided that the cash and aggregate Market Value Margin Deficit Notice is received prior to 12:00 p.m. on a Business Day or not later than three (3) Business Days after receipt of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer Notice if the Margin Deficit Notice is acting as Seller)received after 12:00 p.m. on a Business Day. (b) If The failure of Administrative Agent, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Administrative Agent to do so at a later date. Seller and Administrative Agent each agree that a failure or delay by Administrative Agent to exercise its rights hereunder shall not limit or waive Administrative Agent’s or any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash rights under this Agreement or Purchased Securities to otherwise existing by law or in any way create additional rights for Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If In addition to the Appraisals delivered by Seller in accordance with Article 11(aa), Administrative Agent shall have the right to require additional Appraisals, as applicable from time-to-time relating to any notice is given by Buyer or Seller under subparagraph all of the Purchased Assets; provided that (ai) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice Administrative Agent shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, not require Appraisals with respect to any or all Transactions hereunderPurchased Asset more than once in any twelve (12) month period, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (bii) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as to the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, extent Administrative Agent requires Appraisals with respect to any or all Transactions hereunderPurchased Asset more than once in any twelve (12) month period, that Administrative Agent shall bear the respective rights cost of Buyer such Appraisal. Administrative Agent shall request such additional Appraisals in writing and Seller under subparagraphs shall procure and deliver such requested Appraisals within twenty (a20) Business Days of receipt of such request (or such other time period as determined by Administrative Agent in its sole discretion). In the event that any additional Appraisals relating to a Purchased Asset and (b) of requested pursuant to this Paragraph Article 4(c), when considered together with the other criteria used to require the elimination of determine Market Value in accordance with this Agreement, results in a Margin Deficit or relating to the applicable Purchased Asset, then the cost of such additional valuation shall be an obligation of Seller. In the event that any additional Appraisals relating to a Margin ExcessPurchased Asset and requested pursuant to this Article 4(c), as when considered together with the case may beother criteria used to determine Market Value in accordance with this Agreement, may be exercised whenever such does not result in a Margin Deficit relating to the applicable Purchased Asset, then the cost of such additional appraisal or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)valuation shall be an obligation of Administrative Agent.

Margin Maintenance. (a) If If, at any time time, the aggregate Market Value of all the Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is Loans shall be less than the aggregate Buyer’s sum of the Margin Amount for all such Transactions Amounts calculated individually with respect to each Purchased Loan (a “Margin Deficit”), then Buyer may by notice to Seller in writing (including therein a description of the Market Value calculation for each Purchased Loan) require Seller in to cure such Transactions, at Margin Deficit by any of the following methods selected by Seller’s option, to transfer : (i) transferring to Buyer additional cash or additional Securities reasonably acceptable collateral in an amount at least equal to Buyer the sum of the amounts, calculated individually for each Purchased Loan, equal to the product of (“Additional x) the difference between the Margin Amount with respect to such Purchased Securities”), so that Loan and the cash and aggregate Market Value of such Purchased Loan multiplied by (y) the applicable Maximum Purchase Price Percentage, which cash collateral shall be held by Buyer as additional Collateral with respect to the applicable Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount Loan(s); (decreased by ii) reducing the amount outstanding Purchase Price of any Margin Deficit Purchased Loan, as of applicable, such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction Loans is at least equal to or is greater than the sum of the Margin Amounts of the Purchased Loans; or (iii) doing an early repurchase on an Early Repurchase Date of any of the Purchased Loans pursuant to Section 3(d) of this Agreement and paying the related Repurchase Price which early repurchase results in a cure of such Margin Deficit. Any cash or transferred to Buyer pursuant to clause (ii) of this Section 4(a) of this Agreement with respect to any Purchased Securities so transferredLoan shall be applied to reduce the outstanding Purchase Price for each Purchased Loan on a dollar-for-dollar basis for which there was a Margin Deficit. Notwithstanding the foregoing or anything herein to the contrary, will thereupon a Margin Deficit shall not exceed exist or be deemed to exist with respect to any Purchased Loan at any time the outstanding Purchase Price with respect to such aggregate Seller’s Margin Amount (increased by Purchased Loan is less than 60% of the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)related Market Value. (cb) If any notice is given by Buyer or under Section 4(a) of this Agreement on any Business Day (such notice, a “Margin Deficit Notice”) and Seller under subparagraph (aelects to transfer cash pursuant to Section 4(a)(i) or (b) of this Paragraph at or before the Margin Notice Deadline on any business dayii), the party receiving such notice Seller shall transfer cash in the full amount required in Section 4(a)(i) or Additional Purchased Securities as provided in such subparagraph (ii), if the Margin Deficit Notice is given before 1:00 p.m. EST, by no later than the close of business in on the relevant market Business Day following the Business Day on which such day. If any such notice Margin Deficit Notice is given, and if the Margin Deficit Notice is given on or after the Margin Notice Deadline1:00 p.m. EST, the party receiving such notice shall transfer such cash or Securities by no later than the close of business on the second (2nd) Business Day following the Business Day on which such Margin Deficit Notice is given. The failure of Buyer, on any one or more occasions, to exercise its rights under Section 4(a) of this Agreement shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer to do so at a later date. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under Section 4(a) of this Agreement shall not limit such party’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (c) At any time prior to the Facility Expiration Date, in the relevant market on event a future funding is contractually required to be made available to the next business day related Mortgagor under a Purchased Loan, Seller may submit to Buyer a Request for Margin Excess, in the form of Exhibit IX attached hereto, which requests that Buyer transfer to Seller cash in an amount equal to the product of a percentage, not to exceed the applicable Maximum Purchase Price Percentage for such Purchased Loan, multiplied by the amount of such future funding (such product, “Margin Excess (Future Funding)”), which cash shall be applied to increase the outstanding Purchase Price with respect to the Transaction for such Purchased Loan and to satisfy such future funding obligation in part; provided, that, Buyer shall not have any obligation to transfer such Margin Excess (Future Funding) to Seller unless Buyer shall have determined that all of the following conditions precedent (such conditions, the “Future Funding Conditions Precedent”) are satisfied: (i) If in connection with the entry into the initial Transaction relating to the Purchased Loan that is the subject of a future funding obligation, Buyer and Seller agreed upon additional conditions precedent which are required to be satisfied (e.g. maintenance of or improvement in Debt Yield (Purchase Price) and/or Debt Yield (Loan UPB)) with respect to such Purchased Loan and which are specified in the Confirmation, taking into account the increase in the outstanding Purchase Price attributable to such Margin Excess (Future Funding), then such additional conditions precedent are satisfied; (ii) taking into account the increase in the outstanding Purchase Price attributable to such Margin Excess (Future Funding), the LTV (Purchase Price) shall not exceed sixty percent (60%); (iii) no Default or Event of Default has occurred and is continuing; (iv) the increase in the outstanding Purchase Price with respect to such Purchased Loan attributable to such Margin Excess (Future Funding) shall be equal to or greater than $250,000; (v) Seller shall have demonstrated to Buyer’s reasonable satisfaction that all conditions precedent to the future funding obligation under the Purchased Loan documentation shall have been satisfied in all material respects; and (vi) following such noticeincrease in the outstanding Purchase Price attributable to such Margin Excess (Future Funding), no Margin Deficit shall exist. In addition to and in no way limiting Seller’s right to submit to Buyer a Request for Margin Excess in accordance with this Section 4(c), concurrent with or following a future funding made by Seller to a Mortgagor under a Purchased Loan, Seller may submit to Buyer a written request that Buyer, after applying all of the Future Funding Conditions Precedent referred to above, provide Seller with an indication of the amount of availability created with respect to such Purchased Loan by Seller making such future funding. (d) Any If any notice is given by Seller under Section 4(c) of this Agreement on any Business Day, Buyer shall transfer cash transferred pursuant as provided in Section 4(c) by no later than the close of business on the second (2nd) Business Day following the Business Day on which Buyer reasonably determines that the Future Funding Conditions Precedent have been satisfied (or, in Buyer’s sole discretion, waived). The failure of Seller, on any one or more occasions, to exercise its rights under Section 4(c) of this Paragraph Agreement shall be attributed not change or alter the terms and conditions to such Transactions as shall be agreed upon by which this Agreement is subject or limit the right of Seller to do so at a later date. Buyer and SellerSeller agree that any failure or delay by Seller to exercise its rights under Section 4(c) of this Agreement shall not limit such party’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (e) Seller and Buyer may agreeAt any time prior to the Facility Expiration Date, with respect to any or all Transactions hereunder, that in the respective rights of Buyer or Seller (or both) under subparagraphs event, (a) Seller elects to transfer cash to Buyer pursuant to Section 4(a)(i) or (ii) to satisfy a Margin Deficit and (b) on any date subsequent to such transfer of this Paragraph may be exercised only where cash, the Market Value of a Margin Deficit Purchased Loan increases such that the outstanding Purchase Price (or Margin Excessif cash collateral was transferred in accordance with Section 4(a)(i), the outstanding Purchase Price less such cash collateral so transferred) with respect to such Purchased Loan is less than the Maximum Purchase Price with respect to such Purchased Loan, or (a) Seller elects to transfer cash to Buyer pursuant to Section 3(f) or elects as described in the definition of Pricing Matrix to receive on the applicable Purchase Date a Purchase Price lower than the Maximum Purchase Price of such Purchased Loan and (b) on any date subsequent to such transfer of cash, Seller desires to receive a re-advance of such cash so transferred or an additional advance of cash in an amount up to the Maximum Purchase Price of such Purchased Loan (the difference between the actual outstanding Purchase Price (or outstanding Purchase Price less cash collateral transferred, as the case may be), exceeds and the Maximum Purchase Price, the “Margin Excess (Other)”), then Seller may submit to Buyer a specified dollar Request for Margin Excess, in the form of Exhibit IX attached hereto, which requests that Buyer transfer to Seller an amount or a specified percentage up to such Margin Excess (Other), by wire transfer to an account designated by Seller; provided, that, Buyer shall not have any obligation to transfer such Margin Excess (Other) to Seller unless Buyer shall have determined that all of the Repurchase Prices following conditions precedent are satisfied: (i) no Default or Event of Default has occurred and is continuing; (ii) with respect to any Purchased Loan, the amount of cash transferred by Buyer pursuant to clause (x) or (y) above shall not cause the Purchase Price to exceed the Maximum Purchase Price for such Transactions Purchased Loan; (which amount or percentage iii) the increase in the outstanding Purchase Price with respect to such Purchased Loan attributable to such Margin Excess (Other) shall be agreed equal to by Buyer and Seller prior or greater than $250,000; and (iv) following such increase in the outstanding Purchase Price attributable to entering into any such TransactionsMargin Excess (Other), no Margin Deficit shall exist. (f) If any Request for Margin Excess is given by Seller on any Business Day under (x) Section 4(e)(x) of this Agreement, Buyer shall transfer cash as provided in Section 4(e)(x) by no later than the close of business on the next succeeding Business Day following the Business Day on which Buyer has completed its calculation of Market Value, or (y) Section 4(e)(y) of this Agreement, Buyer shall transfer cash as provided in Section 4(e)(y) by no later than the close of business on the next succeeding Business Day following the Business Day on which such Request for Margin Excess is submitted. The failure of Seller, on any one or more occasions, to exercise its rights under Section 4(e) of this Agreement shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Seller to do so at a later date. Buyer and Seller agree that any failure or delay by Seller to exercise its rights under Section 4(e) of this Agreement shall not limit such party’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (g) Promptly following the transfer of Margin Excess by Buyer to Seller, or any increase to the Market Value of a Purchased Loan, in each case pursuant to Section 4(c) and 4(d) or 4(e) and 4(f), as applicable, Buyer and Seller shall revise the Confirmation to reflect the revised outstanding Purchase Price, Maximum Purchase Price, Purchase Price Percentage, and Maximum Purchase Price Percentage for such Purchased Loan, as applicable, and any other necessary modifications to the terms set forth on the existing Confirmation. (h) In the event Seller requests to enter into a Transaction with Buyer with respect to any Eligible Loan which includes Margin Excess (Future Funding) obligations approved by Buyer, or Seller requests a Margin Excess (Future Funding) with respect to any Purchased Loan, and the result of such Transaction with respect to such Eligible Loan or the funding of such Margin Excess (Future Funding) with respect to such Purchased Loan would be that, the sum of Column A plus Column B plus Column C calculated with respect to all Purchased Loans collectively (including for this purpose, such Eligible Loan) would exceed the Facility Amount, then Seller may agreenotify Buyer in writing that Seller elects to reallocate downward, in its sole discretion, the amount referenced in Column C with respect to any Purchased Loan by an amount necessary for the sum of Column A plus Column B plus Column C calculated with respect to all Purchased Loans collectively (including for this purpose, such Eligible Loan) not to exceed, with respect to all Purchased Loans collectively (including for this purpose, such Eligible Loan), the Facility Amount. Notwithstanding the foregoing, Seller shall be permitted, at any time and from time to time, upon written notice to Buyer, to reallocate upward or all Transactions hereunder, that downward the respective rights of Buyer and Seller under subparagraphs amount referenced in Column C with respect to any Purchased Loan so long as (a) the sum of Column A plus Column B plus Column C calculated with respect to all Purchased Loans collectively, does not exceed the Facility Amount and (b) any upward reallocation of the amount referenced in Column C for any Purchased Loan does not exceed the amount referenced in Column E with respect to such Purchased Loan. Upon making any such reallocations, Seller shall promptly deliver to Buyer (by e-mail) a Facility Asset Chart, which then-current Facility Asset Chart shall represent the definitive allocation of Buyer’s Margin Excess (Future Funding) obligations with respect to all Purchased Loans. Notwithstanding anything to the contrary set forth in this Paragraph to require the elimination of a Margin Deficit Agreement or a Margin Excessany other Transaction Document, Buyer and Seller hereby acknowledge and agree that, as of any date of determination, (i) the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists amount referenced in Column C of the then-current version of the Facility Asset Chart with respect to any single Transaction hereunder Purchased Loan shall be the maximum amount of Margin Excess (calculated without regard Future Funding) that Buyer would be obligated to any other Transaction outstanding under transfer to Seller with respect to such Purchased Loan upon satisfaction of the Future Funding Conditions Precedent, in accordance with Sections 4(c) and (d) of this Agreement), and (ii) the sum of Column A plus Column B plus Column C calculated with respect to each Purchased Loan individually, as reflected in Column D, shall not exceed, with respect to all Purchased Loans collectively, the Facility Amount.

Margin Maintenance. (a) Buyer may determine and re-determine the Aggregate Margin Maintenance Asset Value on any Business Day and on as many Business Days as it may elect. If at any time (i) the aggregate Market Value of all Purchased Securities subject Purchase Price with respect to all Transactions Transaction Assets exceeds the Aggregate Margin Maintenance Asset Value (an "Aggregate Margin Maintenance Asset Value Deficiency"), as determined by Buyer in its sole discretion and notified to Seller on any Business Day, or (ii) Seller shall have received a prepayment of the principal of any loan or preferred equity interest comprising a portion of the Transaction Assets (including, without limitation, the payment of casualty or condemnation proceeds), Seller shall, in the case of (i) above, not later than one (1) Business Day after receipt of such notice, or in the case of (ii) above, not later than one (1) Business Day after receipt of such prepayment, either repurchase Transaction Assets at the Repurchase Price, make a prepayment in reduction of the Repurchase Price, or sell additional Transaction Asset(s) (which a particular party hereto is acting as Transaction Asset(s) shall be in all respects acceptable to Buyer) to Buyer is less than for no additional consideration, such that after giving effect to such repurchase, prepayment or sale, the aggregate Buyer’s Purchase Price with respect to all Transaction Assets does not exceed the Aggregate Margin Amount for Maintenance Asset Value as re-determined by Buyer after such repurchase, prepayment or sale. So long as no Default or Event of Default has occurred and is then continuing, all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller prepayments in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value reduction of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by Repurchase Price shall be applied against the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Asset-Specific Transaction Balance relating to the Transaction being repaid. (b) If at any time under any Transaction Asset Document evidencing Eligible Transaction Assets (x) there is an Event of Default, or event with which the aggregate Market Value giving of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such notice or lapse of time or both would become an Event of Default, or (a “Margin Excess”), then Seller may y) any representation or warranty made by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value on behalf of the Purchased Securities, after deduction of relevant Transaction Asset Obligor becomes false or misleading in any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) material respect or (bz) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If Transaction Asset Obligor fails to perform or observe any such notice is given after the Margin Notice Deadlinematerial covenant or other obligation, the party receiving such notice shall transfer such cash or Securities no later than the close of business Buyer may, in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer its sole discretion and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other determination of the Asset Value of such Eligible Transaction outstanding under this Agreement)Assets, notify Seller of such occurrence and may require by giving notice to Seller that the relevant Eligible Transaction Asset be repurchased at the Repurchase Price or a prepayment in reduction of the Purchase Price be made, as determined by Buyer in its sole discretion. Not later than one (1) Business Day after the receipt of such notice, Seller shall prepay the Asset-Specific Transaction Balance related to such Eligible Transaction Asset. Buyer may, in its sole discretion, determine and re-determine the amount to be prepaid irrespective of whether or not either (i) any statement of fact contained in any Officer's Certificate delivered pursuant to Section 6.02(b) or (ii) any representation of Seller set forth in Section 7.12 was true to Seller's actual knowledge.

Margin Maintenance. (a) Buyer shall determine the Market Value for the Purchased Repo Assets in its sole discretion from time to time and at such time as it may elect in its sole discretion; provided further in the event the Market Value is less than the Purchase Price minus any principal curtailments, that Seller may provide independent third party marks to the extent Seller disagrees with the Market Value. Buyer shall not take into account any Purchased Repo Asset which is not an Eligible Repo Asset, including, without limitation, any Purchased Repo Asset with respect to which there is a breach of representation, warranty or covenant made by Seller in this Agreement and which breach has not been cured prior to the date on which Market Value is being determined. If at any time the aggregate Market Value of all includible Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer Repo Assets is less than the aggregate Buyer’s Margin Amount for all such Transactions Purchased Repo Assets (a “Margin Deficit”), then Buyer may by written notice (a “Margin Call”) to Seller require Seller in such TransactionsSeller, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably Eligible Repo Assets acceptable to Buyer (“Additional Purchased SecuritiesRepo Assets”), so that the cash and plus the aggregate Market Value of the Purchased SecuritiesRepo Assets, including any such Additional Purchased SecuritiesRepo Assets, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Amount. (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph subsection (a) or (b) of this Paragraph Section at or before the Margin Notice Deadline close of business on any business dayBusiness Day, the party receiving such notice Seller shall transfer cash or Additional Purchased Securities Repo Assets as provided in such subparagraph subsection no later than than: (1) if such notice is given by 1:00 p.m. (Pacific Time), by 1:00 p.m. (Pacific Time) on the close of business in the relevant market on next Business Day following such day. If any notice, or (2) if such notice is given after the Margin Notice Deadline1:00 p.m. (Pacific Time), the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market by 4:00 p.m. (Pacific Time) on the next business day Business Day following such notice. Any cash delivered hereunder shall be credited against the Repurchase Price payable by Seller on the next Repurchase Date. (c) Notwithstanding any term to the contrary set forth herein, so long as a Margin Deficit has occurred and is continuing, Buyer shall not be required to purchase any Eligible Repo Asset or any other Repo Asset from Seller. (d) Any cash transferred pursuant All amounts payable hereunder, whether prior to this Paragraph or following the occurrence of an Event of Default not paid on the due date therefor shall thereafter bear interest at the Past Due Rate until paid in full, such interest to be attributed to such Transactions as shall be agreed payable upon by Buyer and Sellerdemand. (e) The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the 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 may agree, with respect to any each agree that a failure or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to delay by Buyer and Seller prior to entering into exercise its rights hereunder shall not limit or waive Buyer’s rights under this Agreement or otherwise existing by law or in any such Transactions)way create additional rights for Seller. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, In the event that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder Purchased Repo Asset, Buyer may retain any funds received by it to which the Seller would otherwise be entitled hereunder, which funds (calculated without regard i) shall be held by Buyer against the related Margin Deficit and (ii) may be applied by Buyer against the Repurchase Price of any Purchased Repo Asset for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, the Buyer retains the right, in its sole discretion, to any other Transaction outstanding under make a Margin Call in accordance with the provisions of this Agreement)Section 4.

Margin Maintenance. (a) If at any time time, the aggregate Market Value for all Purchased Assets then subject to Transactions hereunder shall be less than the aggregate Market Value of all such Purchased Securities subject to all Transactions in which a particular party hereto is acting Assets as Buyer is less than of the aggregate Buyer’s Margin Amount for all such Transactions respective Purchase Dates therefor (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer (A) cash or (B) additional Securities reasonably collateral acceptable to Buyer (“Additional Purchased Securities”)in its sole and absolute discretion, so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by in the amount of any such Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Deficit. (b) If at any time the aggregate Market Value of all any Purchased Securities subject Asset multiplied by the Original Purchase Percentage for such Purchased Asset shall be greater than the Repurchase Price for the Transaction relating to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time Purchased Asset (a “Margin Excess”), and provided no Margin Deficit then exists (or would exist after giving effect to such transaction), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer to Seller cash or Purchased Securities in an amount (expressed in dollars) up to Sellerthe Margin Excess; provided, so that the aggregate Market Value of the Purchased Securities, after deduction of any such transfer of cash or any Purchased Securities so transferred(1) shall be subject to the restrictions set forth in the parenthetical in and the proviso to the definition of “Purchase Price”, will thereupon (2) shall not exceed such aggregate Seller’s Margin Amount be in an amount less than $500,000 and (increased 3) shall be evidenced by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)an amended and restated Confirmation. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (bSection 4(a) of this Paragraph Agreement at or before prior to the Margin Notice Deadline on any business dayBusiness Day, the party receiving such notice Seller shall transfer cash or Additional Purchased Securities additional collateral as provided in such subparagraph Section 4(a) by no later than the close of business in on the relevant market next Business Day following the Business Day on which such daynotice is given. If any such notice is given by Buyer under Section 4(a) of this Agreement after the Margin Notice DeadlineDeadline on any Business Day, the party receiving such notice Seller shall transfer such cash or Securities additional collateral as provided in Section 4(a) by no later than the close of business in the relevant market on the next business day second Business Day following the Business Day on which such noticenotice is given. The failure of Buyer or Seller, on any one or more occasions, to exercise its rights under Section 4(a) or 4(b) of this Agreement, respectively, shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer or Seller to do so at a later date. Buyer and Seller agree that any failure or delay by Buyer or Seller to exercise its rights under Section 4(a) or 4(b) of this Agreement, respectively, shall not limit such party’s rights under this Agreement or otherwise existing at law or in equity. (d) Any cash additional collateral transferred to Buyer pursuant to Section 4(a) of this Paragraph Agreement with respect to any Purchased Asset shall be attributed to increasing the aggregate Market Value of such Transactions as shall be agreed upon by Purchased Asset for which there was a Margin Deficit. Any cash transferred to Buyer and Seller. (epursuant to Section 4(a) Seller and Buyer may agree, of this Agreement with respect to any or all Transactions hereunder, that Purchased Asset shall be attributed to decreasing the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where Repurchase Price for such Purchased Asset for which there was a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)Deficit. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) a. If at any time the aggregate Market Asset Value of all the Purchased Securities Assets subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount Purchase Price for all such then outstanding Transactions (a “an "Asset Value Margin Deficit”"), then then, if such Asset Value Margin Deficit (combined with any Concentration Limit Margin Deficit and any Rating Margin Deficit) is greater than the Permitted Amount, Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable in an amount at least equal to the Asset Value Margin Deficit (such requirement, an "Asset Value Margin Call") and Buyer (“Additional Purchased Securities”), so that shall apply such cash to the cash and aggregate Market Value of Repurchase Price with respect to the Purchased Securities, including any Asset that gave rise to such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Asset Value Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)Call. (b) b. If at any time after the aggregate Market Value Ramp-up Trigger Date, the Concentration Limit is exceeded (the amount of all Purchased Securities subject to all Transactions in which such excess, a particular party hereto is acting as Seller exceeds the aggregate Seller’s "Concentration Limit Margin Amount for all such Transactions at such time (a “Margin Excess”Deficit"), then Seller then, if such Concentration Limit Margin Deficit (combined with any Asset Value Margin Deficit and any Rating Margin Deficit) is greater than the Permitted Amount, Buyer may by notice to Buyer Seller require Buyer in such Transactions, at Buyer’s option, Seller to transfer to Buyer cash or Purchased Securities to Seller, so in an amount such that the aggregate Market Value Purchased Assets would be in compliance with such Concentration Limit (such requirement, a "Concentration Limit Margin Call") and the Buyer shall apply such cash to the outstanding Purchase Price of all Purchased Assets on a weighted average, pro rata, basis in the category of the Purchased SecuritiesAssets that exceeded its respective Concentration Limit. c. If at any time after the Ramp-up Trigger Date, the Buyer determines in its sole good faith discretion that the Purchase Price outstanding relative to Purchased Assets would not receive a rating of at least BBB+ (or the comparable designation) from any Rating Agency, as determined by Buyer in its sole good faith discretion generally in accordance with the methodology used by any Rating Agency, (a "Rating Margin Deficit" and together with an Asset Value Margin Deficit and a Concentration Limit Margin Deficit a "Margin Deficit"), then, if such Rating Margin Deficit (combined with any Concentration Limit Margin Deficit and any Asset Value Margin Deficit) is greater than the Permitted Amount, Buyer may by notice to Seller require Seller to transfer to Buyer cash in an amount such that the entire Purchase Price outstanding relative to such Purchased Assets after deduction application of any such cash would receive a rating of at least BBB+ (or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising comparable designation) from any Transactions in which Rating Agency, as determined by Buyer (such Seller is acting as Buyer)requirement, a "Rating Margin Call" and together with an Asset Value Margin Call and a Concentration Limit Margin Call a "Margin Deficit") and the Buyer shall apply such cash to the outstanding Purchase Price of all Purchased Assets on a weighted average, pro rata, basis. (cd. Notices delivered pursuant to Sections 6(a), 6(b) If any notice is or 6(c) may be given by Buyer or Seller under subparagraph any written means pursuant to Section 20. Any notice given before 10:00 a.m. (aNew York City time) or (b) of this Paragraph at or before on a Business Day shall be met, and the related Margin Notice Deadline on any business dayCall satisfied, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market 5:00 p.m. (New York City time) on such day. If any such Business Day; notice is given after 10:00 a.m. (New York City time) on a Business Day shall be met, and the related Margin Notice DeadlineCall satisfied, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market 5:00 p.m. (New York City time) on the next business day following such notice. Business Day (d) Any cash transferred pursuant the foregoing time requirements for satisfaction of a Margin Call are referred to as the "Margin Deadlines"). The failure of Buyer, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions to which this Paragraph shall be attributed Agreement is subject or limit the right of Buyer to such Transactions as shall be agreed upon do so at a later date. Seller and Buyer each agree that a failure or delay by Buyer and 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) Seller and Buyer may agree, with respect to any or all Transactions hereunder, e. In the event that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard Purchased Asset, Buyer may retain any funds received by it to any other Transaction outstanding under which the Seller would otherwise be entitled hereunder, which funds shall be applied by Buyer against the related Margin Deficit by application against the Repurchase Price for the related Purchased Asset for which the related Margin Deficit remains otherwise unsatisfied. Notwithstanding the foregoing, the Buyer retains the right, in its sole good faith discretion, to make a Margin Call in accordance with the provisions of this Agreement)Section 6.

Margin Maintenance. (a) 3.1 If at on any time day the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s 's Margin Amount for all such Transactions (a “"Margin Deficit”"), then Buyer may by notice to Seller before 11:30 a.m. of such day require Seller in such Transactions, at Seller’s option, Transactions to transfer before 3:30 p.m. on that day to Buyer cash or additional Securities reasonably acceptable to Buyer acting reasonably (“"Additional Purchased Securities”"), at Seller's option, so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such the aggregate Buyer’s 's Margin Amount (decreased by the amount of the 3.2 If on any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time day the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s 's Margin Amount for all such Transactions at such time (a “"Margin Excess”"), then Seller may by notice to Buyer before 11:30 a.m. of such day require Buyer in such TransactionsTransactions to transfer before 3:30 p.m. on that day to Seller cash or Purchased Securities, at Buyer’s 's option, to transfer cash or Purchased Securities to Seller, so that the cash and aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such the aggregate Seller’s 's Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) 3.3 Any cash transferred pursuant to this Paragraph Section 3 shall be attributed to such Transactions as shall be agreed upon by Buyer ▇▇▇▇▇ and Seller▇▇▇▇▇▇. (e) 3.4 Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) Section 3.1 and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph 3.2 to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement). 3.5 Seller and ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under Section 3.1 and Section 3.2 may be exercised only where a Margin Deficit or Margin Excess exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions).

Margin Maintenance. (a) If at any time the product of the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is Assets and Buyer's Margin Ratio shall be less than the aggregate Buyer’s Margin Amount outstanding Repurchase Price for all such Transactions Purchased Assets, (a “"Margin Deficit”"), then Buyer may by notice to Seller on a Business Day (a "Margin Call") require Seller in such Transactions, at Seller’s option, to transfer to Buyer (A) cash or additional Securities reasonably (B) Additional Assets acceptable to Buyer in its sole and absolute discretion (“such cash or Additional Purchased Securities”Assets paid by Seller to Buyer are herein referred to as "Additional Assets"), so that the sum of cash and plus the product of (i) the aggregate Market Value of the Purchased Securities, including any Assets and such Additional Assets and (ii) Buyer's Margin Ratio shall at least equal the aggregate outstanding Repurchase Price; provided, however, that unless the Margin Deficit is greater than an amount equal to 3% of the Market Value of all Purchased SecuritiesAssets, will thereupon equal or exceed the Margin Deficit shall be satisfied only from Seller's aggregate share of Income on all Purchased Assets and, to such aggregate extent, shall be payable on the next succeeding Remittance Date and on each Remittance Date thereafter until fully satisfied. Any cash received by Buyer pursuant to a Margin Call shall be applied to reduce the Outstanding Purchase Price upon Buyer’s Margin Amount (decreased by the amount of 's receipt thereof. Seller's failure to cure any Margin Deficit as required by the preceding sentence prior to expiration of such date arising from any Transactions one (1) Business Day after notice shall constitute an Event of Default under the Transaction Documents and shall entitle Buyer to exercise its remedies under Section 14 of this Agreement (including, without limitation, the liquidation remedy provided for in which such Buyer is acting as SellerSection 14(iv) of this Agreement). (b) If any Margin Call is given by Buyer under Section 3(a) of this Agreement prior to 10:00 a.m. New York City time, Seller shall transfer cash or Additional Assets as provided in Section 3(a) by no later than 5:00 p.m. New York City time on the day of such notice. If such notice is given by Buyer at or after 10:00 a.m. New York City time, Seller shall transfer such cash or Additional Assets by no later than 5:00 p.m. New York City time on the next succeeding Business Day. Notice required pursuant to Section 3(a) of this Agreement may be given by any means, including by telephone, telecopier or telegraphic transmission. The failure of Buyer on any one or more occasions, to exercise its rights under Section 3(a) of this Agreement shall not constitute a waiver of such default or change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer or Seller to do so at a later date. Buyer and Seller agree that any failure or delay by Buyer to exercise its rights under Section 3(a) of this Agreement shall not limit such party's rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (c) If at any time the product of the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds Assets and Buyer's Margin Ratio shall be greater than the aggregate Seller’s Margin Amount outstanding Repurchase Price for all such Transactions at such time Purchased Assets (a “"Margin Excess”"), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer to Seller (1) cash or (2) Purchased Securities Assets that become subject to Seller, this Agreement as Additional Assets so that the product of (i) the aggregate Market Value of the Purchased Securities, after deduction of any Assets and such cash or Additional Assets and (ii) Buyer's Margin Ratio shall not exceed the aggregate outstanding Repurchase Price. In no event shall any Purchased Securities so transferred, will thereupon Assets that did not exceed such aggregate Seller’s become subject to this Agreement in the form of Additional Assets be released from the lien of this Agreement due to a Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)Excess. (cd) If any notice is given by Buyer or Seller under subparagraph (a) or (bSection 3(c) of this Paragraph at or before the Margin Notice Deadline on any business dayAgreement, the party receiving such notice Buyer shall transfer cash or Additional Purchased Securities Assets as provided in such subparagraph Section 3(c) by no later than the close of business in the relevant market on such day. If any such notice is given one (1) Business Day after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close giving of business in the relevant market on the next business day following such notice. (d) Any cash transferred . Notice required pursuant to Section 3(c) of this Paragraph shall Agreement may be attributed to such Transactions as shall be agreed upon given by any means, including by telephone, telecopier or telegraphic transmission. Buyer and SellerSeller agree that any failure or delay by Seller on any one or more occasions to exercise its rights under Section 3(c) of this Agreement shall not constitute a waiver of such rights or limit such party's rights under Section 3(c) of this Agreement or otherwise existing by law or in any way create additional rights for such party. In addition, in no event shall Buyer be required to create a Margin Deficit in order to comply with Section 3(d) of this Agreement. (e) Seller and Any cash transferred to Buyer may agree, with respect pursuant to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (bSection 3(a) of this Paragraph may Agreement shall be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of used to reduce the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)Price. (f) Seller Buyer's determination of Market Value shall not be affected by any knowledge qualifiers in Seller's representations and warranties relating to the Purchased Assets. (g) The parties agree, for the avoidance of doubt, that Buyer may agree, determine the Market Value of Purchased Assets with respect to any or all Transactions hereunder, that such frequency as Buyer elects in its sole discretion exercised in good faith and may be determined on each Business Day during the respective rights of Buyer and Seller under subparagraphs (a) and (b) term of this Paragraph Agreement, or less frequently from time to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)time if Buyer elects in its sole discretion.

Margin Maintenance. (a) If at any time either (i) the aggregate Market Value of all Purchased Securities Assets subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s MV Margin Amount for all such Transactions, or (ii) the aggregate unpaid principal balance (or in the case of REO Property, the REO Valuation) of the Purchased Assets for all Transactions is less than the aggregate Par Margin Amount for all such Transactions (either such event, a “Margin Deficit”), then Buyer may may, by notice to Seller the related Seller, require such Seller in such Transactions, at Seller’s option, Transactions to transfer to Buyer cash or or, at Buyer’s option (and provided such Seller has additional Securities reasonably acceptable to Buyer Eligible Assets), additional Eligible Assets (“Additional Purchased SecuritiesAssets”)) within one (1) Business Day of such notice by Buyer, so that both (x) the cash and aggregate Market Value of the Purchased SecuritiesAssets, including any such Additional Purchased SecuritiesAssets, will thereupon equal or exceed such aggregate Buyer’s MV Margin Amount, and (y) the cash and unpaid principal balance of such Purchased Assets, including any such Additional Purchased Assets and Purchased Assets, will therefore equal or exceed such aggregate Par Margin Amount (decreased by either requirement, a “Margin Call”); provided that if such Seller transfers cash, Buyer shall deposit such cash into a non-interest bearing account until the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)next succeeding Repurchase Date. (b) If at Notice required pursuant to Section 6(a) may be given by (i) by any time the aggregate Market Value of all Purchased Securities subject to all Transactions means provided in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all Section 21 hereof, (ii) via electronic mail in an excel spreadsheet format, or (iii) in such Transactions at such time (a “Margin Excess”), then Seller may by notice other format acceptable to Buyer require Buyer in such Transactionsits sole discretion. Any notice given on a Business Day preceding 12:00 p.m. (New York City time) shall be met, at Buyer’s optionand the related Margin Call satisfied, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than 5:00 p.m. (New York City time) on the close of business in same Business Day. Any notice given on a Business Day following 12:00 a.m. (New York City time) shall be met, and the relevant market on such day. If any such notice is given after the related Margin Notice DeadlineCall satisfied, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market 5:00 p.m. (New York City time) on the next business day following such notice. (d) Any cash transferred pursuant Business Day. The failure of Buyer, on any one or more occasions, to exercise its rights under this Paragraph Section 6, shall be attributed not change or alter the terms and conditions to such Transactions as shall be agreed upon which this Agreement is subject or limit the right of Buyer to do so at a later date. Sellers and Buyer each agree that a failure or delay by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any exercise its rights hereunder shall not limit or all Transactions hereunder, that the respective waive Buyer’s rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement or otherwise existing by law or in any way create additional rights for Sellers.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer any transaction is less than the aggregate Buyer’s Margin Amount for all Repurchase Price (such Transactions (difference is a “margin deficit”) then the Seller shall make a Margin Deficit”), then Transfer to the Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of for the Purchased Securities, after deduction of any including such cash or any Purchased Securities so transferred, Margin Transfer will thereupon equal or exceed the aggregate Repurchase Price. (b) To the extent that a Party calling for a Margin Transfer has previously paid Cash Margin which has not exceed been repaid or delivered Margin Securities in respect of which Equivalent Margin Securities have not been delivered to it, that Party shall be entitled to require that such aggregate Seller’s Margin Amount (increased Transfer be satisfied first by the amount of any Margin Excess as repayment of such date arising from any Transactions in which Cash Margin or the delivery of Equivalent Margin Securities but, subject to this, the composition of a Margin Transfer shall be at the option of the Party making such Seller is acting as Buyer)Margin Transfer. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Any Cash Margin Notice Deadline on any business day, the party receiving such notice transferred shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business be in the relevant market on Base Currency or such day. If any such notice is given after other currency as the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business Parties agree in the relevant market on the next business day following such noticewriting. (d) Any cash transferred pursuant A payment of Cash Margin shall give rise to this Paragraph a debt owing from the Party receiving such payment to the Party making such payment. Such debt shall bear interest at such rate, payable at such times, as may be specified in Annex I hereto and shall be attributed repayable subject to such Transactions as shall be agreed upon by Buyer and Sellerthe terms of this Agreement. (e) Where the Seller and or the Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) becomes obliged under subparagraphs sub-paragraph (a) and (b) of this Paragraph may be exercised only where above to make a Margin Deficit Transfer, it shall transfer Cash Margin or Margin ExcessSecurities or Equivalent Margin Securities within the minimum period specified in Annex I hereto or, if no period is there specified, such minimum period as is customarily required for the case may besettlement or delivery of money, exceeds a specified dollar amount Margin Securities or a specified percentage Equivalent Margin Securities of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)relevant kind. (f) The Seller and Buyer may agreeshall on a quarterly basis mark to market the value of the Buyer’s proprietary interest in the Purchased Securities which is the subject matter of each Transaction, with respect to any or all Transactions hereunder, that for the respective rights purpose of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require implementing the elimination of a minimum Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).set out in Annex I.

Margin Maintenance. (a) If at any time time, the aggregate Market Value of all any of the Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is are Eligible CRIIMI Securities shall be less than the aggregate Buyer’s Margin Amount for all such Transactions Purchased Securities (a “Margin Deficit”), then Buyer may by notice to Seller in writing require Seller in such Transactions, at Seller’s option, to transfer to Buyer (A) cash or (B) additional Securities reasonably collateral acceptable to Buyer (“Additional Purchased Securities”)in its sole discretion at such market value as is determined by Buyer in its good faith business judgment, so that the cash and aggregate sum obtained by adding the Market Value of each of the Purchased Securities, including any Securities which are Eligible CRIIMI Securities plus such Additional Purchased Securities, will thereupon cash and additional collateral shall equal or exceed the Deficit Cure Amount for such aggregate BuyerPurchased Securities which are Eligible CRIIMI Securities, as of the same date. Seller’s Margin Amount (decreased by the amount of failure to cure any Margin Deficit as required by the preceding sentence shall constitute an Event of such date arising from any Transactions Default under the Transaction Documents and shall entitle Buyer to exercise its remedies under Section 14 of this Agreement (including, without limitation, the liquidation remedy provided for in which such Buyer is acting as SellerSection 14(a)(iv) of this Agreement). (b) If at any time the aggregate Market Value of all any Purchased Securities subject to all Transactions in Security which a particular party hereto is acting as Seller exceeds an Eligible CRIIMI Security multiplied by the “Original Purchase Percentage” for such Purchased Security shall be greater than the aggregate Seller’s Margin Amount Repurchase Price for all the Transaction relating to such Transactions at such time Purchased Security (a “Margin Excess”), ) then Seller may by written notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer to Seller cash or Purchased Securities additional collateral previously delivered to SellerBuyer pursuant to Paragraph 4(a), so in an amount (expressed in dollars) or with a market value, as the case may be, up to the Margin Excess; provided, that the aggregate Market Value of the Purchased Securities, after deduction of any such transfer of cash or any Purchased Securities so transferred, will thereupon (1) shall not exceed such aggregate Seller’s Margin Amount be in an amount less than $1,000,000 and (increased 2) shall be evidenced by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)amended and restated Confirmations. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (bParagraph 4(a) of this Paragraph at or before Agreement on any Business Day prior to the Margin Notice Deadline on any business dayDeadline, the party receiving such notice Seller shall transfer cash or Additional Purchased Securities additional collateral as provided in such subparagraph Paragraph 4(a) by no later than the close of business in on the relevant market on such dayimmediately following Business Day. If any such notice is given by Buyer under Paragraph 4(a) of this Agreement on any Business Day after the Margin Notice Deadline, the party receiving such notice Seller shall transfer such cash or Securities additional collateral as provided in Paragraph 4(a) by no later than the close of business on the second following Business Day. If any notice is given by Seller under Paragraph 4(b) of the Agreement prior to the close of business on any Business Day, the Buyer shall transfer cash as provided in Paragraph 4(b) no later than the close of business in the relevant market on the next business day second following Business Day. Notice required pursuant to Paragraph 4(a) or 4(b) of this Agreement may be given by any means of telecopier or telegraphic transmission and shall be delivered in accordance with the terms of this Agreement. The failure of Buyer or Seller, on any one or more occasions, to exercise its rights under Paragraph 4(a) or 4(b) of this Agreement shall not change or alter the terms and conditions to which this Agreement is subject or limit the right of Buyer or Seller to do so at a later date. Buyer and Seller agree that any failure or delay by Buyer or Seller to exercise its rights under Paragraph 4(a) or 4(b) of this Agreement shall not limit such noticeparty’s rights under this Agreement or otherwise existing by law or in any way create additional rights for such party. (d) Any cash transferred to Buyer pursuant to Paragraph 4(a) of this Paragraph Agreement with respect to any Purchased Securities which are Eligible CRIIMI Securities shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where Purchased Security for which there was a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)Deficit. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time Buyer determines the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased SecuritiesUnderlying Assets at such intervals as determined by Buyer in its reasonable good faith discretion consistent with its valuation practices for similar loans being sold by sellers similar to Guarantor; provided, including any however, that the Guarantor may request that the Buyer provide reasonable detail regarding its determination of Market Value, as well as to demonstrate that such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by Market Value has been determined in accordance with the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)definition thereof. (b) If at any time the aggregate Purchase Price for all Underlying Assets subject to outstanding Transactions is greater than the product of (a) the Applicable Percentage and (b) the Market Value of all Purchased Securities Underlying Assets (such excess, a “Margin Deficit”), then subject to all Transactions in which a particular party hereto is acting as the last sentence of this paragraph, Buyer may, by notice to Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time and Guarantor (a “Margin ExcessCall”), require Seller to transfer to Buyer cash in an amount sufficient to cure such Margin Deficit. If Buyer delivers a Margin Call to Seller and Guarantor on or prior to 10:00 a.m. (New York City time) on any Business Day, then Seller may by notice shall transfer the required amount of cash or Substitute Assets to Buyer no later than 5:00 p.m. (New York City time) on the same Business Day of Seller’s and Guarantor’s receipt of such Margin Call. In the event Buyer delivers a Margin Call to a Seller and Guarantor after 10:00 a.m. (New York City time) on any Business Day, Seller will be required to transfer the required amount of cash no later than 5:00 p.m. (New York City time) on the date that is one (1) Business Day after Seller’s and Guarantor’s receipt of such Margin Call. Notwithstanding the foregoing, provided that no Default or Event of Default shall have occurred and be continuing, Buyer shall not require the Seller to satisfy a Margin Call and no Margin Call shall be required to be made unless the Margin Deficit shall equal or exceed $[***], as determined by Buyer in such Transactionsits reasonable, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer)good faith discretion. (c) If Buyer’s election, in its sole and absolute discretion, not to make a Margin Call at any notice time there is given by Buyer a Margin Deficit will not in any way limit or Seller under subparagraph (a) or (b) of this Paragraph impair its right to make a Margin Call at or before the any time a Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such noticeDeficit exists. (d) Any cash transferred to Buyer pursuant to this Paragraph shall Section 6(b) above will be attributed applied to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage repayment of the Repurchase Prices for such Price of outstanding Transactions (which amount or percentage shall be agreed pursuant to by Buyer and Seller prior to entering into any such TransactionsSection 4(b). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time Notwithstanding anything to the contrary in Paragraph 4(a) of the Agreement, for purposes of determining whether a Margin Deficit has occurred and is continuing, if (i) the Borrowing Base, minus (ii) the Repurchase Price of the Purchased Security in respect of all outstanding Transactions is a negative number, an amount equal to the absolute value of such number minus the aggregate Market Value amount of all Purchased Securities subject Seller’s funds previously provided to all Transactions in which a particular party hereto is acting as and then held by Buyer is less than the aggregate to cure any Margin Deficit will be Buyer’s Margin Amount for all such Transactions (and Seller shall be required to deliver cash to Buyer in the amount thereof following a “Margin Deficit”), then Buyer may by notice demand made pursuant to Seller require Seller in such Transactions, at Seller’s optionParagraph 4(a) of the Agreement. For the avoidance of doubt, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so the extent that Seller has challenged the cash and aggregate determination of the Fair Market Value of any Underlying Asset by the Purchased SecuritiesCalculation Agent, including for purposes of determining whether a Margin Deficit has occurred and is continuing, the Calculation Agent’s original determination shall be used during the pendency of such challenge. If, on any such Additional Purchased Securitiesdate of determination after Seller has delivered cash to Buyer pursuant to the preceding sentence, will thereupon equal or exceed such aggregate Buyer’s Margin Amount decreases, Seller may request that Buyer return cash to Seller in an amount in excess of Buyer’s Margin Amount on such day (decreased by but in any event not in excess of the aggregate amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Sellercash so delivered and then held by Buyer). (b) If at any time Notwithstanding anything to the contrary in Paragraph 4(b) of the Agreement, for purposes of determining whether a Margin Excess has occurred and is continuing, if (i) the Borrowing Base, minus (ii) the Repurchase Price of the Purchased Security in respect of all outstanding Transactions is a positive number, such number minus the aggregate Market Value amount of all Purchased Securities subject Buyer’s funds previously provided and then held by Seller to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate cure any Margin Excess will be Seller’s Margin Amount for all such Transactions at such time (and Buyer shall be required to deliver cash to Seller in the amount thereof following a “Margin Excess”), then Seller may by notice demand made pursuant to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value Paragraph 4(b) of the Purchased SecuritiesAgreement. If, on any date of determination after deduction of any such Buyer has delivered cash or any Purchased Securities so transferredto Seller pursuant to the preceding sentence, will thereupon not exceed such aggregate Seller’s Margin Amount decreases, Buyer may request that Seller return cash to Buyer in an amount in excess of Seller’s Margin Amount on such day (increased by but in any event not in excess of the aggregate amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyercash so delivered and then held by Seller). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such eliminate a Margin Deficit or Margin Excess exists with respect is received prior to 11:00 a.m. New York time on any single Transaction hereunder (calculated without regard Business Day, such deficit or excess shall be eliminated by 5:00 p.m. New York time on such Business Day; if notice to eliminate a Margin Deficit or Margin Excess is received after 11:00 a.m. New York time on any other Transaction outstanding under this Agreement)Business Day, such deficit or excess shall be eliminated by 11:00 a.m. New York time on the following Business Day.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities then subject to all Transactions any Transaction in which a particular party hereto is acting as Buyer is less than the aggregate of the Buyer’s 's Margin Amount Amounts for all such Transactions (the difference between such amounts being a “Margin Deficit”"MARGIN DEFICIT"), then Buyer may by notice to Seller in such Transactions require Seller in such Transactionsto pay money or, at Seller’s 's option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”"ADDITIONAL PURCHASED SECURITIES"), so that the cash and aggregate Market Value of the Purchased Purchase Securities, including any such Additional Purchased Securities, . will thereupon equal or exceed an amount which equals the aggregate of the Buyer's Margin Amounts for all such aggregate Buyer’s Margin Amount (decreased by Transactions less the amount of any the Margin Deficit (if any) as of such date arising from any in respect of all the Transactions in which such Buyer is acting as Seller). For the purposes of this calculation all sums not denominated in the Base Currency shall be converted into the Base Currency on the relevant date at the Spot Rate. (b) If at any time the aggregate Market Value of all Purchased Purchase Securities then subject to all Transactions any Transaction in which a particular party hereto is acting as Seller exceeds the aggregate of the Seller’s 's Margin Amount amounts for all such Transactions at (the difference between such time (a “amounts being "Margin Excess”"), then Seller may by notice to Buyer in such Transactions require Buyer in such Transactionsto pay money or, at Buyer’s 's option, to transfer cash or Purchased Equivalent Securities to Seller, so Seller in an amount such that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any all Purchased Securities so transferred, will thereupon not exceed such an amount which equals the aggregate of the Seller’s 's Margin Amount (increased by Amounts for allsuch Transactions plus the amount of any the Margin Excess (If any) as of such date arising from any in respect of all the Transactions in which such Seller is acting as Buyer). For the purposes of this calculation all sums not denominated in the Base Currency shall be converted into the Base Currency on the relevant date at the Spot Rate. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash Any money paid or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph paragraph shall be attributed to such as between all the different Transactions then outstanding as shall be agreed upon by Buyer and SellerSeller and, failing such agreement, as determined by the party receiving such money or Securities. Any money paid shall be paid in the currency agreed therefor between Buyer and Seller and failing such agreement in the Base Currency. (ed) Seller and Buyer The parties may agree, with respect to any or all Transactions hereunderail Transactions, that the their respective rights of Buyer or Seller (or both) under subparagraphs sub-paragraphs (a) and (b) of this Paragraph paragraph may be exercised only where a Margin Deficit or a Margin Excess, as the case may be, Excess exceeds a specified dollar an agreed amount or a specified an agreed percentage of the aggregate of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such of the relevant Transactions). (fe) Seller and Buyer The parties may agree, with respect to any or all Transactions hereunder, agree that the their respective rights of Buyer and Seller under subparagraphs sub-paragraphs (a) and (b) of this Paragraph paragraph (to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, ) may be exercised in respect of an individual Transaction whenever such a & Margin Deficit or Margin Excess (calculated on the basis that Transaction is the only Transaction then outstanding) exists with respect to any single Transaction hereunder it. (calculated without regard f) Where the Seller or Buyer becomes obliged under either of sub-paragraph (a) or (b) of this paragraph to any other Transaction outstanding under this Agreement)pay money or to transfer Securities or Equivalent Securities, it shall pay or transfer the same within the minimum period specified in Annex I or, if no period is there specified, such minimum period as is customarily required for the settlement or delivery of money, Securities or Equivalent Securities of the relevant kind.

Margin Maintenance. 4866-0343-1908v.212 (a) If at Upon the occurrence and continuation of a Credit Event with respect to any Purchased Asset, Buyer may, in its sole discretion exercised in good-faith, re-determine the Market Value for such Purchased Asset for purposes of determining whether a Margin Deficit exists. At any time that a Margin Deficit exceeds an amount equal to $250,000 (or, with respect to any Foreign Purchased Asset, the then-current equivalent of such amount based on the Spot Rate with respect to the Applicable Currency of such Foreign Purchased Asset as of the date of determination) (the “Margin Threshold”), Buyer may deliver written notice to Seller substantially in the form of Exhibit VIII (a “Margin Call Notice”). (b) No later than the Margin Call Deadline, Seller shall (at Seller’s election) utilize any combination of the following, so that after giving effect to such transfer or repurchase, no Margin Deficit shall be outstanding (i.e. (x) the aggregate Market Value of all U.S. Purchased Securities subject Assets shall be equal to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value sum of the Margin Amounts calculated individually with respect to each U.S. Purchased SecuritiesAsset, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount and (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (by) If at any time the aggregate Market Value of all Foreign Purchased Securities subject Assets (EUR) shall be equal to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s sum of the Margin Amount for all such Transactions at such time Amounts calculated individually with respect to each Foreign Purchased Asset (a “Margin Excess”EUR), then Seller may by notice ): (A) transfer to Buyer require cash in reduction of the Purchase Price of Transactions determined by ▇▇▇▇▇▇, (B) repurchase one or more Purchased Assets pursuant to Article 3(d), (C) pledge additional collateral acceptable to Buyer in such Transactions, at Buyer’s option, its sole discretion, (D) deliver a Margin Excess Request and apply a Margin Excess Advance from one or more other Purchased Assets to transfer cash or Purchased Securities to reduce the Purchase Price of Transactions determined by Seller, so that the aggregate Market Value or (E) any combination of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount foregoing clauses (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as BuyerA) through (D). (c) If any notice is given The failure or delay by Buyer or Seller Seller, on any one or more occasions, to exercise its rights under subparagraph this Article 4 shall not (ai) change or (b) alter the terms and conditions of this Paragraph at Agreement, (ii) limit or before waive the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights right of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective exercise its rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement)Agreement at a later date or (iii) in any way create additional rights for any party hereto.

Margin Maintenance. (a) If at on any time Business Day the aggregate Market Net Collateral Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount Purchase Price for all outstanding Transactions at such Transactions time (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s optionSellers shall jointly and severally be required, to transfer to Buyer no later than 2:30 p.m. (New York City time) on the following Business Day, cash or additional Securities reasonably acceptable Mortgage Loans (such additional Mortgage Loans being referred to Buyer (as “Additional Purchased SecuritiesMortgage Loans”), ) so that the cash and aggregate Market Value of the Purchased SecuritiesNet Collateral Value, including any such Additional Purchased SecuritiesMortgage Loans, will thereupon equal or exceed the aggregate Purchase Price for all outstanding Transactions at such aggregate Buyer’s Margin time (after re-calculating the Required Reserve Amount (decreased by on such additional Mortgage Loans or remaining Mortgage Loans). Any cash received on such day shall be applied to reduce the amount Purchase Price in respect of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller)the Purchased Mortgage Loans on the next Business Day. (b) If at on any time Business Day the aggregate Market Net Collateral Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount Purchase Price for all such outstanding Transactions at such time (a “Margin Excess”), then Seller Sellers may by notice to Buyer require request that Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities Mortgage Loans to SellerSellers, so that the aggregate Market Value of the Purchased SecuritiesNet Collateral Value, after deduction of any such cash or any Purchased Securities Mortgage Loans so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the Purchase Price. Any such request for Buyer to transfer cash must be made in a minimum amount of $2,000,000 or an integral multiple of $500,000 in excess thereof. Buyer’s obligation to transfer cash in connection with any such request shall be subject to the satisfaction of the applicable conditions precedent set forth in Section 9(b) of the Letter Agreement, and Buyer’s obligation to transfer Purchased Mortgage Loans to Sellers in connection with any such request shall be subject to satisfaction of the Repurchase Conditions. If Purchased Mortgage Loans are to be transferred to one or more of the Sellers in connection with a Margin Excess as of Excess, then such date arising from any Transactions Sellers may direct the Custodian to release such Purchased Mortgage Loans in which an amount not to exceed the applicable Margin Excess; provided, that, all terms and conditions (including the Repurchase Conditions) set forth herein and in the Letter Agreement with respect to such Seller is acting as Buyer)Transaction have been complied with. (c) If To the extent there are funds on deposit in the Buyer’s Account on any notice is given by day after the application to and payment of all amounts then due and payable to the Agent, the Group Agents and the Purchasers, then the Sellers may (or if Buyer or Seller under subparagraph has exercised exclusive control of the Buyer’s Account, at the request of the Sellers, Buyer shall) direct the Custodian to release such funds to the Sellers; provided, that no funds shall be released unless after giving effect to such release, all of the conditions set forth in clauses (aii) or through (bx) of this Paragraph at or before 9(b) of the Margin Notice Deadline on any business dayLetter Agreement shall be satisfied. Notwithstanding the foregoing, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market event that amounts received into the Buyer’s Account cannot be applied to or transferred for the payment of any amounts then due and payable to the Agent, any Group Agent or any Purchaser because of the failure to satisfy the Repurchase Conditions or for any other reason, then no funds on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business deposit in the relevant market Buyer’s Account shall be released to any Seller until after such amounts can be applied to or transferred for the payment of such amounts then due and payable; provided that such funds shall be applied to or transferred for the payment of such amounts on the next business day following earlier of: (i) the date on which the Repurchase Conditions are satisfied, in the case of a repurchase of Purchased Mortgage Loans and (ii) two (2) Business Days after such noticefunds are received in the Buyer’s Account. (d) Any cash transferred pursuant to this Paragraph 4 shall be attributed to such Transactions as shall be agreed upon by Buyer and Sellerallocated pro rata among the Purchase Prices for all of the outstanding Transactions. (e) Each Seller and Buyer may agree, with respect agrees to any or all Transactions hereunder, that the respective rights of Buyer or Seller calculate (or bothcause Servicer to calculate) under subparagraphs (a) the Market Value of each Mortgage Loan to be transferred by it on the requested Purchase Date and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)on each Business Day thereafter. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the 4 ■ September 1996 ■ Master Repurchase Agreement close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer ▇▇▇▇▇ and Seller▇▇▇▇▇▇. (e) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer ▇▇▇▇▇ and Seller prior to entering into any such Transactions). (f) Seller and Buyer ▇▇▇▇▇ may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer ▇▇▇▇▇ and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer any Transaction is less than the aggregate Buyer’s Margin Amount for all Repurchase Price (such Transactions (difference is a “margin deficit”) then the Seller shall make a Margin Deficit”), then Transfer to the Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of for the Purchased Securities, after deduction of any including such cash or any Purchased Securities so transferred, Margin Transfer will thereupon equal or exceed the aggregate Repurchase Price. (b) To the extent that a Party calling for a Margin Transfer has previously paid Cash Margin which has not exceed been repaid or delivered Margin Securities in respect of which Equivalent Margin Securities have not been delivered to it, that Party shall be entitled to require that such aggregate Seller’s Margin Amount (increased Transfer be satisfied first by the amount of any Margin Excess as repayment of such date arising from any Transactions in which Cash Margin or the delivery of Equivalent Margin Securities but, subject to this, the composition of a Margin Transfer shall be at the option of the Party making such Seller is acting as Buyer)Margin Transfer. (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Any Cash Margin Notice Deadline on any business day, the party receiving such notice transferred shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business be in the relevant market on Base Currency or such day. If any such notice is given after other currency as the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business Parties agree in the relevant market on the next business day following such noticewriting. (d) Any cash transferred pursuant A payment of Cash Margin shall give rise to this Paragraph a debt owing from the Party receiving such payment to the Party making such payment. Such debt shall bear interest at such rate, payable at such times, as may be specified in Annex I hereto and shall be attributed repayable subject to such Transactions as shall be agreed upon by Buyer and Sellerthe terms of this Agreement. (e) Where the Seller and or the Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) becomes obliged under subparagraphs sub-paragraph (a) and (b) of this Paragraph may be exercised only where above to make a Margin Deficit Transfer, it shall transfer Cash Margin or Margin ExcessSecurities or Equivalent Margin Securities within the minimum period specified in Annex I hereto or, if no period is there specified, such minimum period as is customarily required for the case may besettlement or delivery of money, exceeds a specified dollar amount Margin Securities or a specified percentage Equivalent Margin Securities of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions)relevant kind. (f) The Seller and Buyer may agreeshall on a monthly basis mark to market the value of the Buyer’s proprietary interest in the Purchased Securities which is the subject matter of each Transaction, with respect to any or all Transactions hereunder, that for the respective rights purpose of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require implementing the elimination of a minimum Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).set out in Annex I.

Margin Maintenance. (a) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Buyer is less than the aggregate Buyer’s Margin Amount for all such Transactions (a “Margin Deficit”), then Buyer may by notice to Seller require Seller in such Transactions, at Seller’s option, to transfer to Buyer cash or additional Securities reasonably acceptable to Buyer (“Additional Purchased Securities”), so that the cash and aggregate Market Value of the Purchased Securities, including any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”), then Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased 4 ¡ September 1996 ¡ Master Repurchase Agreement by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph no later than the close of business in the relevant market on such day. If any such notice is given after the Margin Notice Deadline, the party receiving such notice shall transfer such cash or Securities no later than the close of business in the relevant market on the next business day following such notice. (d) Any cash transferred pursuant to this Paragraph shall be attributed to such Transactions as shall be agreed upon by Buyer and Seller. (e) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to by Buyer and Seller prior to entering into any such Transactions). (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).

Margin Maintenance. (a) If Agent shall determine the Market Value of the Purchased Assets at any time as determined by Agent in its sole discretion. Agent shall have the right to m▇▇▇ to market the Purchased Assets on a daily basis in connection with which the Market Value with respect to one or more of the Purchased Assets may be determined to be zero in accordance with the terms herein. (b) If, as of any date of determination, the lesser of (i) [***] of the Principal Balance of the Purchased Mortgage Loans and face amount of the Takeout MBS and (ii) the aggregate Market Value of all Purchased Securities Assets then subject to all Transactions Transactions, taking into account the cash then on deposit in which a particular party hereto is acting as Buyer the Collection Account, multiplied by the applicable Purchase Price Percentage is less than the aggregate Buyer’s Margin Amount Repurchase Price for all such Transactions by an amount that exceeds [***] (a “Margin Deficit”), then Buyer may Agent may, by notice to the Seller (as such notice is more particularly set forth below, a “Margin Call”), require Seller in such Transactions, at Seller’s option, to transfer to Buyer Purchaser or its designee cash or or, at Purchaser’s option (and provided Seller has additional Securities reasonably acceptable Eligible Mortgage Loans), additional Eligible Mortgage Loans to Buyer Purchaser (“Additional Purchased SecuritiesMortgage Loans”), so that ) to cure the cash and aggregate Market Value of Margin Deficit. If the Purchased Securities, including Agent delivers a Margin Call to the Seller on or prior to [***] (New York City time) on any such Additional Purchased Securities, will thereupon equal or exceed such aggregate Buyer’s Margin Amount (decreased by the amount of any Margin Deficit as of such date arising from any Transactions in which such Buyer is acting as Seller). (b) If at any time the aggregate Market Value of all Purchased Securities subject to all Transactions in which a particular party hereto is acting as Seller exceeds the aggregate Seller’s Margin Amount for all such Transactions at such time (a “Margin Excess”)Business Day, then the Seller may by notice to Buyer require Buyer in such Transactions, at Buyer’s option, to transfer cash or Purchased Securities to Seller, so that the aggregate Market Value of the Purchased Securities, after deduction of any such cash or any Purchased Securities so transferred, will thereupon not exceed such aggregate Seller’s Margin Amount (increased by the amount of any Margin Excess as of such date arising from any Transactions in which such Seller is acting as Buyer). (c) If any notice is given by Buyer or Seller under subparagraph (a) or (b) of this Paragraph at or before the Margin Notice Deadline on any business day, the party receiving such notice shall transfer cash or Additional Purchased Securities as provided in such subparagraph Mortgage Loans to Purchaser or its designee no later than [***] (New York City time) on the close of business in same Business Day. In the relevant market event the Agent delivers a Margin Call to Seller after [***] (New York City time) on such day. If any such notice is given after the Margin Notice DeadlineBusiness Day, the party receiving such notice Seller shall be required to transfer such cash or Securities Additional Purchased Mortgage Loans no later than the close of business in the relevant market [***] (New York City time) on the next business day following such noticesucceeding Business Day. (c) Any cash transferred to Purchaser or its designee pursuant to Section 16(f)(ii) herein shall reduce the Repurchase Price of the related Transactions. (d) Any cash transferred pursuant The failure of Purchaser, on any one or more occasions, to exercise its rights hereunder, shall not change or alter the terms and conditions of this Paragraph Agreement or limit the right of the Purchaser to do so at a later date. Seller and Purchaser each agree that a failure or delay by a Purchaser to exercise its rights hereunder shall be attributed to such Transactions as shall be agreed upon not limit or waive Purchaser’s rights under this Agreement or otherwise existing by Buyer and law or in any way create additional rights for Seller. (e) For the avoidance of doubt, it is hereby understood and agreed that Seller and Buyer may agree, with respect shall be responsible for satisfying any Margin Deficit existing as a result of any reduction of the Principal Balance of any Purchased Mortgage Loan pursuant to any or all Transactions hereunder, that the respective rights of Buyer or Seller (or both) under subparagraphs (a) and (b) of this Paragraph may be exercised only where a Margin Deficit or Margin Excess, as the case may be, exceeds a specified dollar amount or a specified percentage of the Repurchase Prices for such Transactions (which amount or percentage shall be agreed to action by Buyer and Seller prior to entering into any such Transactions)bankruptcy court. (f) Seller and Buyer may agree, with respect to any or all Transactions hereunder, that the respective rights of Buyer and Seller under subparagraphs (a) and (b) of this Paragraph to require the elimination of a Margin Deficit or a Margin Excess, as the case may be, may be exercised whenever such a Margin Deficit or Margin Excess exists with respect to any single Transaction hereunder (calculated without regard to any other Transaction outstanding under this Agreement).