EX-10.29.10





 Exhibit 10.29.10 

EXECUTION VERSION 
  





 
 AMENDMENT NO. 10 TO 

AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT 

THIS AMENDMENT NO. 10 TO AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT (this “Amendment”) is made and entered into as of
August 27, 2019, by and between Bank of America, N.A. (“Buyer”) and loanDepot.com, LLC (“Seller”). This Amendment amends that certain Amended and Restated Master Repurchase Agreement by and between Buyer and
Seller, dated as of July 17, 2015 (as amended, restated, supplemented or otherwise modified from time to time, the “Agreement”). 

R E C I T A L S 
 Buyer
and Seller have previously entered into the Agreement pursuant to which Buyer may, from time to time, purchase certain mortgage loans from Seller and Seller agrees to sell certain mortgage loans to Buyer under a master repurchase facility. Buyer and
Seller hereby agree that the Agreement shall be amended as more fully provided herein. 
 In consideration of the mutual promises contained herein, and for
other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Buyer and Seller hereby agree as follows: 
  

	1.	 Amendment. Effective as of August 27, 2019, the Agreement is hereby amended as follows:



  

	 	(a)	 Exhibit A to the Agreement is hereby amended by deleting the definition of “Total
Liabilities” in its entirety and replacing it with the following (modified text underlined for review purposes): 



Total Liabilities: As of any date of determination, the sum of (i) the total liabilities of Seller on any given date of
determination, to be determined in accordance with GAAP consistent with those applied in the preparation of Seller’s financial statements, plus (ii) to the extent not already included under GAAP, the total aggregate outstanding amount owed
by Seller under any purchase, repurchase, refinance or other similar credit arrangements, plus (iii) to the extent not already included under GAAP, any “off balance sheet” purchase, repurchase, refinance or other similar credit
arrangements (excluding any “off balance sheet” arrangements that are treated as true sale for legal and accounting purposes), minus (iv) non-recourse debt. 

 

	2.	 No Other Amendments; Conflicts with Previous Amendments. Other than as expressly modified and
amended herein, the Agreement shall remain in full force and effect and nothing herein shall affect the rights and remedies of Buyer as provided under the Agreement. To the extent any amendments to the Agreement contained herein conflict with any
previous amendments to the Agreement, the amendments contained herein shall control. 


  

	3.	 Capitalized Terms. Any capitalized term used herein and not otherwise defined herein shall have
the meaning ascribed to such term in the Agreement. 


  

	4.	 Representations. In order to induce Buyer to execute and deliver this Amendment, Seller hereby
represents to Buyer that as of the date hereof, after giving effect to this Amendment, (i) Seller is in full compliance with all of the terms and conditions of the Principal Agreements and remains bound by the terms thereof, and (ii) no
Potential Default or Event of Default has occurred and is continuing under the Principal Agreements. 















	5.	 Governing Law. This Amendment shall be construed in accordance with the laws of the State
of New York without regard to any conflicts of law provisions (except for Section 5-1401 of the New York General Obligations Law which shall govern). All legal actions between or among the parties
regarding the Agreement, including, without limitation, legal actions to enforce the Agreement or because of a dispute, breach or default of the Agreement, shall be brought in the federal or state courts located in New York County, New York, which
courts shall have sole and exclusive in personam, subject matter and other jurisdiction in connection with such legal actions and the parties acknowledge and agree that venue in such courts shall be convenient and appropriate for all purposes.



  

	6.	 Severability. Each provision and agreement herein shall be treated as separate and
independent from any other provision or agreement herein and shall be enforceable notwithstanding the unenforceability of any such other provision or agreement. 



 

	7.	 Counterparts. For the purpose of facilitating the execution of this Amendment, and for other
purposes, this Amendment may be executed simultaneously in any number of counterparts. Each counterpart shall be deemed to be an original, and all such counterparts shall constitute one and the same instrument. Facsimile signatures shall be deemed
valid and binding to the same extent as the original. 


 [signature page follows] 

  
 2 













 IN WITNESS WHEREOF, Buyer and Seller have caused their names to be signed hereto by their respective
officers thereunto duly authorized as of the date first written above. Buyer shall have no obligation to honor the terms and conditions of this Amendment if Seller fails to fully execute and return this document to Buyer within three (3) days
after the date hereof. 
  

									
	BANK OF AMERICA, N.A.	  	                    	  	LOANDEPOT.COM, LLC 
					
	By:	 	              
	  		  	By:	 	              

	Name:	 		  		  		 	Name:
	Title:	 		  		  		 	Title:

 Signature Page to Amendment No. 10 to A&R MRA