Exhibit 10.6.10

   

  EXECUTION

   

  AMENDMENT NO. 10 TO MASTER REPURCHASE AGREEMENT

   

  Amendment No. 10 to Master
    Repurchase Agreement, dated as of February 25, 2019 (this “Amendment”), between UBS AG, by and through its branch
    office at 1285 Avenue of the Americas, New York, New York (the “Buyer”) and HOME POINT FINANCIAL CORPORATION
    (the “Seller”).

   

  RECITALS

   

  The Buyer and the Seller
    are parties to (a) that certain Master Repurchase Agreement, dated as of October 28, 2015 (as amended by Amendment No. 1, dated
    as of May 4, 2016, Amendment No. 2, dated as of September 15, 2016, Amendment No. 3, dated as of September 28, 2016, Amendment
    No. 4, dated as of January 5, 2017, Amendment No. 5, dated as of October 6, 2017, Amendment No. 6, dated as of November 9, 2017,
    Amendment No. 7, dated as of May 7, 2018, Amendment No. 8, dated as of July 16, 2018 and Amendment No. 9, dated as of October 19,
    2018, the “Existing Repurchase Agreement”; and as further amended by this Amendment, the “Repurchase
      Agreement”) and (b) that certain Pricing Letter, dated as of October 28, 2015 (as amended, restated, supplemented or
    otherwise modified from time to time, the “Pricing Letter”). Capitalized terms used but not otherwise defined
    herein shall have the meanings given to them in the Existing Repurchase Agreement and Pricing Letter, as applicable.

   

  The Buyer and the Seller
    have agreed, subject to the terms and conditions of this Amendment, that the Existing Repurchase Agreement be amended to reflect
    certain agreed upon revisions to the terms of the Existing Repurchase Agreement.

   

  Accordingly, the Buyer and
    the Seller hereby agree, in consideration of the mutual promises and mutual obligations set forth herein, that the Existing Repurchase
    Agreement is hereby amended as follows:

   

  SECTION 1. Definitions.
    Section 2 of the Existing Repurchase Agreement is hereby amended by deleting the definition of “Wet Loan” in
    its entirety and replacing it with the following:

   

  “Wet Loan”
    shall mean a Mortgage Loan (a) which Seller is selling to Buyer simultaneously with the origination thereof or (b) that is a Correspondent
    Mortgage Loan, for which the Mortgage File has been delivered to Custodian but a Trust Receipt and a Custodial Loan Transmission
    has not been delivered to Buyer in accordance with the terms of the Custodial Agreement.

   

  SECTION 2. Covenants.
    Section 11 of the Existing Repurchase Agreement is hereby amended by:

   

  2.1       adding
    the following new subsection (ff) at the end thereof:

   

  (ff)      Mortgage File
      for Correspondent Mortgage Loans. With respect to each Correspondent Mortgage Loan that is a Wet Mortgage Loan, as of the related
    Purchase Date, the Mortgage File for such Correspondent Mortgage Loan is held by the Custodian, on behalf of Seller, pursuant to
    the terms of a separate custodial agreement between Seller and Custodian;

   

  
  
    	 	1	 


  

  
     

  

  
   

  provided that the Custodian shall issue a Trust
    Receipt and a Custodial Loan Transmission to Buyer in accordance with the terms of the Custodial Agreement.

   

  2.2       adding
    the following new subsection (gg) at the end thereof:

   

  (gg)     Correspondent
      Mortgage Loans. With respect to each Correspondent Mortgage Loan that is a Wet Mortgage Loan, Seller shall provide Buyer (i) with wiring instructions
    of the related warehouse bank from whom the Seller and Buyer are purchasing such Correspondent Mortgage Loan; or (ii) with
    wiring instructions of the related correspondent originator and, if requested by Buyer, a security interest release executed
    by such correspondent originator in form and substance acceptable to Buyer.

   

  SECTION 3. Conditions
      Precedent. This Amendment shall become effective as of the date hereof (the “Amendment Effective Date”),
    subject to the satisfaction of the following conditions precedent:

   

  3.1       Delivered
      Documents. On the Amendment Effective Date, the Buyer shall have received the following documents, each of which shall be satisfactory
    to the Buyer in form and substance:

   

  (a)       this
    Amendment, executed and delivered by the Buyer and Seller; and

   

  (b)       such
    other documents as the Buyer or counsel to the Buyer may reasonably request.

   

  SECTION 4. Ratification
      of Agreement. As amended by this Amendment, the Existing Repurchase Agreement is in all respects ratified and confirmed and
    the Existing Repurchase Agreement as so modified by this Amendment shall be read, taken, and construed as one and the same instrument.

   

  SECTION 5. Representations
      and Warranties. The Seller hereby represents and warrants to the Buyer that it is in compliance with all the terms and provisions set forth
    in the Repurchase Agreement on its part to be observed or performed, and that no Default or Event of Default has occurred
    or is continuing, and hereby confirms and reaffirms the representations and warranties contained in Section 10 of the Repurchase
    Agreement. The Seller hereby represents and warrants that this Amendment has been duly and validly executed and delivered
    by it, and constitutes its legal, valid and binding obligation, enforceable against it in accordance with its terms.

   

  SECTION 6. Limited Effect.
    Except as expressly amended and modified by this Amendment, the Existing Repurchase Agreement shall continue to be, and shall remain,
    in full force and effect in accordance with its terms.

   

  SECTION 7. 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.

   

  
  
    	 	2	 


  

  
     

  

  
   

  SECTION 8. Counterparts.
    This Amendment may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument,
    and any of the parties hereto may execute this Amendment by signing any such counterpart. The parties agree that this Amendment,
    any documents to be delivered pursuant to this Amendment and any notices hereunder may be transmitted between them by email and/or
    by facsimile. Delivery of an executed counterpart of a signature page of this Amendment in Portable Document Format (PDF) or by
    facsimile shall be effective as delivery of a manually executed original counterpart of this Amendment. The original documents
    shall be promptly delivered, if requested.

   

  SECTION 9. Binding Effect.
    This Amendment shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns.

   

  SECTION 10. GOVERNING
        LAW. THIS AMENDMENT AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO THIS AMENDMENT, THE RELATIONSHIP OF THE
      PARTIES TO THIS AMENDMENT, AND/OR THE INTERPRETATION AND ENFORCEMENT OF THE RIGHTS AND DUTIES OF THE PARTIES TO THIS AMENDMENT
      SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS AND DECISIONS OF THE STATE OF NEW YORK, WITHOUT REGARD
      TO THE CHOICE OF LAW RULES THEREOF. THE PARTIES HERETO INTEND THAT THE PROVISIONS OF SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS
      LAW SHALL APPLY TO THIS AMENDMENT. NOTWITHSTANDING ANYTHING TO THE CONTRARY, THE EFFECTIVENESS, VALIDITY AND ENFORCEABILITY OF
      ELECTRONIC CONTRACTS, OTHER RECORDS, ELECTRONIC RECORDS AND ELECTRONIC SIGNATURES USED IN CONNECTION WITH ANY ELECTRONIC TRANSACTION
      BETWEEN BUYER AND SELLER SHALL BE GOVERNED BY E-SIGN.

   

  [SIGNATURE PAGES FOLLOW]

   

  
  
    	 	3	 


  

  
     

  

  
   

  IN WITNESS WHEREOF, the Buyer
    and the Seller have caused their names to be signed hereto by their respective officers thereunto duly authorized as of the date
    first above written.

   

  	 	UBS AG, BY AND THROUGH ITS BRANCH OFFICE AT 1285 AVENUE OF THE AMERICAS, NEW YORK, NEW YORK, as Buyer
	 	 	 
	 	By:	/s/ Ari Lash
	 	 	Name: Ari Lash
	 	 	Title: Executive Director
	 	 	 
	 	By:	/s/ Chi Ma
	 	 	Name: Chi Ma
	 	 	Title: Director


   

  Signature Page to Amendment No. 10 to Master
    Repurchase Agreement

   

  
  
     

  

  
     

  

  
   

  	 	HOME POINT FINANCIAL CORPORATION, as Seller
	 	 	 
	 	By:	/s/ Courtney Tereszcuk
	 	 	Name: Courtney Tereszcuk
	 	 	Title: Managing Director - Treasurer


   

  Signature Page to Amendment No. 10 to Master
    Repurchase Agreement