Subsidiaries challenging its authority to originate, hold, own, service, collect or enforce its Mortgage Loans, or otherwise alleging any material non-compliance by the Seller or any of its Subsidiaries with any applicable law related to originating, holding, collecting, servicing or enforcing its Mortgage Loans, and a copy of, or summary of, such written notice.
(o) To the extent that such information may legally be disclosed by the Seller, a summary of the results of examination by the Consumer Financial Protection Bureau or other governmental authority, disclosing whether any such examination shall have resulted in material penalties or enforcement actions and whether compliance with recommendations or directives set forth in such examination shall result in material changes in the way the Seller does business.”
(b) Compliance. Section 8. 7 is amended to read as follows:
“Section 8.7 Compliance.
(a) Comply in all material respects with all laws, rules, regulations, orders, writs, judgments, injunctions, decrees or awards to which it may be subject, including, without limitation (i) all environmental protection laws, (ii) binding rules and regulations of the Federal Trade Commission and the Consumer Financial Protection Bureau, and those administered by the Consumer Financial Protection Bureau, (iii) Anti-Corruption Laws and applicable Sanctions; and (iv) to the extent applicable, the laws and regulations cited in subsection (s) of the definition of “Basic Eligibility Requirements” in Section A-6 of Exhibit A [Omitted pursuant to Item 601(a)(5) of Regulation S-K].
(b) Provide such information and take such actions as are reasonably requested by any Buyer in order to assist such Buyer in maintaining compliance with the Patriot Act.”
1.5 Exhibits. Exhibits A (“Calculation of Purchase Value, Aggregate Purchase Sublimits, Eligible and Ineligible Mortgage Loans”), B (“Approved Investors”) and D (“Compliance Certificate”) are replaced by Exhibits A, B [Omitted pursuant to Item 601(a)(5) of Regulation S-K] and D [Omitted pursuant to Item 601(a)(5) of Regulation S-K] attached to this Amendment.
1.6 Construction. All references in the Repurchase Agreement to “this Agreement”, “herein” and similar references shall be deemed to refer to the Repurchase Agreement as amended by this Amendment.
ARTICLE II - REPRESENTATIONS AND WARRANTIES
To induce the Buyer to enter into this Amendment and to continuing to Purchase Mortgage Loans under the Repurchase Agreement as amended hereby, the Sellers hereby warrant and represent to the Buyer that they are duly authorized to execute and deliver this Amendment, and to perform their obligations under the Repurchase Agreement as amended hereby, and that this Amendment constitutes the legal, valid and binding obligation of the Sellers, enforceable in accordance with its terms.
ARTICLE III - CONDITIONS PRECEDENT
This Amendment shall become effective on the date first set forth above, provided, however, that the effectiveness of this Amendment is subject to the satisfaction of each of the following conditions precedent:
3.1 Warranties. Before and after giving effect to this Amendment, the representations and warranties in Article VII of the Repurchase Agreement shall be true and correct as though made on the date hereof, except for changes that are permitted by the terms of the Repurchase Agreement. The execution by the
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