Exhibit 10.51

 

EXECUTION

 

AMENDMENT NUMBER SIX

to the

MASTER REPURCHASE AGREEMENT

Dated as of June 26, 2012,

by and between

PENNYMAC LOAN SERVICES, LLC

and

CITIBANK, N.A.

 

This AMENDMENT NUMBER SIX (this “Amendment Number Five”) is made this 25th day of February, 2014 (the “Effective Date”), by and between PENNYMAC LOAN SERVICES, LLC (“Seller”) and CITIBANK, N.A. (“Buyer”), to the Master Repurchase Agreement, dated as of June 26, 2012, by and between Seller and Buyer, as such agreement may be amended from time to time (the “Agreement”).  Capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Agreement.

 

RECITALS

 

WHEREAS, Seller and Buyer have agreed to modify the Committed and Uncommitted Amounts defined in the Agreement and as more specifically set forth herein; and

 

WHEREAS, as of the date hereof, Seller represents to Buyer that the Seller Parties are in full compliance with all of the terms and conditions of the Agreement and each other Program Document and no Default or Event of Default has occurred and is continuing under the Agreement or any other Program Document.

 

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.                            Amendments.  Effective as of the Effective Date, the Agreement is hereby amended as follows:

 

(a)                                                         Section 2 of the Agreement is hereby amended by deleting the definition of “Committed Amount” in its entirety and replacing it with the following:

 

“Committed Amount” shall mean $50,000,000.

 

(b)                                                         Section 2 of the Agreement is hereby amended by deleting the definition of “Uncommitted Amount” in its entirety and replacing it with the following:

 

“Uncommitted Amount” shall mean $150,000,000.

 

SECTION 2.                            Fees and Expenses.  Seller agrees to pay to Buyer all reasonable out of pocket costs and expenses incurred by Buyer in connection with this Amendment Number Six (including all reasonable fees and out of pocket costs and expenses of the Buyer’s legal counsel) in accordance with Sections 23 and 25 of the Agreement.

 

Amendment Number Six to Master Repurchase Agreement PLS-Agency

 











 

SECTION 3.                            Representations.  Seller hereby represents to Buyer that as of the date hereof, the Seller Parties are in full compliance with all of the terms and conditions of the Agreement and each other Program Document and no Default or Event of Default has occurred and is continuing under the Agreement or any other Program Document.

 

SECTION 4.                            Binding Effect; Governing Law.  This Amendment Number Six shall be binding and inure to the benefit of the parties hereto and their respective successors and permitted assigns.  THIS AMENDMENT NUMBER SIX SHALL BE CONSTRUED IN ACCORDANCE WITH, AND GOVERNED BY, THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAWS PRINCIPLES THEREOF (EXCEPT FOR SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW WHICH SHALL GOVERN).

 

SECTION 5.                            Counterparts.  This Amendment Number Six may be executed by each of the parties hereto on any number of separate counterparts, each of which shall be an original and all of which taken together shall constitute one and the same instrument.

 

SECTION 6.                            Limited Effect.  Except as amended hereby, the Agreement shall continue in full force and effect in accordance with its terms.  Reference to this Amendment Number Six 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.

 

[Signature Page Follows]

 











 

IN WITNESS WHEREOF, Seller and Buyer have caused this Amendment Number Six to be executed and delivered by their duly authorized officers as of the Effective Date.

 

	
 
    	
PENNYMAC   LOAN SERVICES, LLC,
    
	
 
    	
(Seller)
    
	
 
    	
By: 
    	
/s/   Pamela Marsh
    
	
 
    	
Name:
    	
Pamela   Marsh
    
	
 
    	
Title:
    	
Executive   Vice President and Treasurer
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
CITIBANK,   N.A.
    
	
 
    	
(Buyer   and Agent, as applicable)
    
	
 
    	
By: 
    	
/s/   Susan Mills
    
	
 
    	
Name: 
    	
Susan   Mills
    
	
 
    	
Title: 
    	
Vice   President, Citibank, N.A.
    
	
 
    	
 
    
	
 
    	
 
    
	
Acknowledged:
    	
 
    
	
PRIVATE NATIONAL MORTGAGE ACCEPTANCE COMPANY, LLC
    
	
By:
    	
/s/ Pamela Marsh
    	
 
    
	
Name:
    	
Pamela Marsh
    	
 
    
	
Title:
    	
Executive Vice President and Treasurer