Exhibit 10.1

FIRST AMENDMENT TO

ISDA MASTER AGREEMENT

This First Amendment (the Amendment) to the ISDA Master Agreement dated as of June 12, 2007 (the Master Agreement) is made
as of the 6th day of April 2009 (the Effective Date, by and between GMAC BANK, a Utah state bank, with its principal office at 6985 Union Park Center, Suite 435, Midvale, Utah 84047 (Party B), and GMAC MORTGAGE, LLC, a
Delaware limited liability company with offices at 1100 Virginia Drive, Fort Washington, Pennsylvania 19044 (Party A).

Explanatory Statement



|A. | Party A and Party B are parties to the Master Agreement, as supplemented by certain Schedules.
|-- | ----------------------------------------------------------------------------------------------



|B. | Party A and Party B wish to amend the Schedule dated as of July 1, 2008 to the Master Agreement.
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|C. | Party A and Party B intend that this Amendment comply with requirements of Sections 23A and 23B of the Federal Reserve Act (12 USC §221 et. seq.) and with implementing
federal regulations.
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|D. | All capitalized terms not defined herein shall have the meanings ascribed to them in the Agreement.
|-- | ---------------------------------------------------------------------------------------------------

NOW, THEREFORE, in consideration of the mutual covenants and promises expressed herein, the parties hereto, intending to be legally bound, hereby agree
as follows.

1. Amendments to the Schedule. Party A and Party B hereby agree that the Schedule dated as of July 1, 2008 (the
Schedule) shall be amended, effective as of the Effective Date, as follows:

Subsection 6(a)(xvi) of the Schedule shall be
amended to read in its entirety as follows:

Subject Transaction means a legally binding commitment by Party B to
purchase for its Held for Sale (HFS) portfolio, any loan from certain loan products and programs, as mutually agreed to by Party A and Party B, for which Pipeline Risk is managed by the ResCap Capital Markets Group.

2. Agreement Remains in Effect. Except as otherwise specifically set forth in Section 1 above, the Agreement and the Schedule
shall remain in full force and effect without modification or amendment.



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IN WITNESS WHEREOF, the parties have executed this Amendment in two counterparts by their duly authorized
representatives the day first above written.



|                |  |  |  |                              |  |                    |  |                                
|--------------- |  |  |  | ---------------------------- |  | ------------------ |  | -------------------------------
|WITNESS/ATTEST: |  |  |  | Purchaser:                  
|                |  | 
|                |  |  |  | GMAC Mortgage, LLC          
|                |  |  | 
|                |  |  |  | By:                          |  | /s/ James N. Young
|                |  |  |  |                              |  |                    |  | James N. Young CFO             
|                |  | 
|WITNESS/ATTEST: |  |  |  | Seller:                     
|                |  | 
|                |  |  |  | GMAC Bank, a Utah state bank
|                |  |  | 
|/s/ Linda Heigh |  |  |  | By:                          |  | /s/ Al Celini     
|                |  |  |  |                              |  |                    |  | Al Celini Senior Vice President



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