EX-10.30.11





 Exhibit 10.30.11 

EXECUTION VERSION 
  





 
 AMENDMENT NUMBER ELEVEN 

to the 
 Amended and Restated
Mortgage Loan Participation Purchase and Sale Agreement 
 dated as of July 17, 2015 

between 
 BANK OF AMERICA, N.A. 

and 
 LOANDEPOT.COM, LLC 

THIS AMENDMENT NUMBER ELEVEN (this “Amendment”) is made as of the 27th
day of August, 2019, by and between Bank of America, N.A. (“Purchaser”) and loanDepot.com, LLC (“Seller”) to the Amended and Restated Mortgage Loan Participation Purchase and Sale Agreement, dated as of
July 17, 2015 (as amended, restated, supplemented or otherwise modified from time to time, the “Agreement”), between Purchaser and Seller. 

WHEREAS, Seller has requested and Purchaser agrees to amend the Agreement as more specifically set forth herein; and 

WHEREAS, as of the date hereof, Seller represents to Purchaser that, after giving effect to this Amendment, it is in compliance with all of
the representations and warranties and all of the affirmative and negative covenants set forth in the Agreement and is not in default under the Agreement. 

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and for the mutual covenants
herein contained, the parties hereto hereby agree as follows: 
 SECTION 1. Amendment. Effective as of August 27, 2019,
Section 1 of 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 (a) 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 (b) 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 (c) 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 (d) non-recourse
debt. 
 SECTION 2. Fees and Expenses. The Seller agrees to pay to Purchaser all fees and out of pocket expenses incurred by
Purchaser in connection with this Amendment, including all reasonable fees and out of pocket costs and expenses of the legal counsel to Purchaser incurred in connection with this Amendment, in accordance with Section 22(a)
of the Agreement. 
 SECTION 3. Defined Terms. Any terms capitalized but not otherwise defined herein should have the respective
meanings set forth in the Agreement. 
  












 SECTION 4. Limited Effect. Except as amended hereby, the Agreement shall continue in
full force and effect in accordance with its terms. Reference to this Amendment need not be made in the Agreement or any other instrument or document executed in connection therewith, or in any certificate, letter or communication issued or made
pursuant to, or with respect to, the Agreement, any reference in any of such items to the Agreement being sufficient to refer to the Agreement as amended hereby. 

SECTION 5. Representations. In order to induce Purchaser to execute and deliver this Amendment, Seller hereby represents to Purchaser
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 Program Documents and remains bound by the terms thereof, and (ii) no Potential Default or
Event of Default or servicing termination event (as described in Section 6(f) of the Agreement) has occurred and is continuing under the Program Documents. 

SECTION 6. 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) and the obligations, rights and remedies of the parties hereunder shall be determined in accordance with the
laws of the State of New York, except to the extent preempted by federal law. 
 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. 

SECTION 8. 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. The parties intend that faxed signatures and electronically imaged
signatures such as .pdf files shall constitute original signatures and are binding on all parties. The original documents shall be promptly delivered, if requested. 

[REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK] 

  
 - 2 - 













 IN WITNESS WHEREOF, Purchaser and Seller have caused this Amendment to be executed and
delivered by their duly authorized officers as of the day and year first above written. 
  

									
	 BANK OF AMERICA, N.A.,
 as
Purchaser
	  		  	 LOANDEPOT.COM, LLC,
 as
Seller

					
	 By:
	 	
                     
        
	  		  	By:	  	
                     


	Name:	  		  	Name:
	Title:	  		  	Title:

 Signature Page to Amendment No. 11 to A&R Purchase and Sale Agreement (BANA/loanDepot)