EX-4.2



 Exhibit 4.2 
  

 
 GREEN TREE AGENCY ADVANCE FUNDING
TRUST I, 
 as Issuer 
 and 

WELLS FARGO BANK, N.A., 
 as
Indenture Trustee, Calculation Agent, Paying Agent and Securities Intermediary 
 and 

GREEN TREE SERVICING LLC, 
 as
Administrator and as Servicer 
 and 

BARCLAYS BANK PLC, 
 as
Administrative Agent 
  
  

SERIES 2014-VF2 
 INDENTURE
SUPPLEMENT 
 Dated as of December 19, 2014 

to 
 INDENTURE 

Dated as of December 19, 2014 
  

 
 ADVANCE
RECEIVABLES BACKED NOTES, 
 SERIES 2014-VF2 
  

 







 TABLE OF CONTENTS 

 

							
	 	 	 	  	PAGE	 
			
	SECTION 1.	 	 CREATION OF SERIES 2014-VF2 NOTES.
	  	 	1	  
			
	SECTION 2.	 	 DEFINED TERMS.
	  	 	2	  
			
	SECTION 3.	 	 FORMS OF SERIES 2014-VF2 NOTES.
	  	 	17	  
			
	SECTION 4.	 	 COLLATERAL VALUE EXCLUSIONS.
	  	 	17	  
			
	SECTION 5.	 	 SERIES RESERVE ACCOUNT.
	  	 	18	  
			
	SECTION 6.	 	 PAYMENTS; NOTE BALANCE INCREASES; EARLY
MATURITY; ADDITIONAL FUNDING CONDITION.
	  	 	18	  
			
	SECTION 7.	 	 DETERMINATION OF NOTE INTEREST RATE AND
LIBOR.
	  	 	20	  
			
	SECTION 8.	 	 INCREASED COSTS.
	  	 	20	  
			
	SECTION 9.	 	 SERIES REPORTS.
	  	 	22	  
			
	SECTION 10.	 	 CONDITIONS PRECEDENT SATISFIED.
	  	 	23	  
			
	SECTION 11.	 	 REPRESENTATIONS AND WARRANTIES.
	  	 	23	  
			
	SECTION 12.	 	 AMENDMENTS.
	  	 	23	  
			
	SECTION 13.	 	 COUNTERPARTS.
	  	 	24	  
			
	SECTION 14.	 	 ENTIRE AGREEMENT.
	  	 	24	  
			
	SECTION 15.	 	 LIMITED RECOURSE.
	  	 	24	  
			
	SECTION 16.	 	 OWNER TRUSTEE LIMITATION OF LIABILITY.
	  	 	25	  

 Exhibit A – Series 2014-VF2 Reserve Account Wiring Instructions 

  
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 THIS SERIES 2014-VF2 INDENTURE SUPPLEMENT (this “Indenture Supplement”), dated
as of December 19, 2014, is made by and among GREEN TREE AGENCY ADVANCE FUNDING TRUST I, a statutory trust organized under the laws of the State of Delaware (the “Issuer”), WELLS FARGO BANK, N.A., a New York banking
corporation, as trustee (the “Indenture Trustee”), as calculation agent (the “Calculation Agent”), as paying agent (the “Paying Agent”) and as securities intermediary (the “Securities
Intermediary”), GREEN TREE SERVICING LLC, a Delaware limited liability company (“Green Tree”), as Administrator on behalf of the Issuer (the “Administrator”), as Servicer (the “Servicer”)
under the Designated Servicing Agreements and BARCLAYS BANK PLC, a public limited company formed under the laws of England and Wales (“Barclays”), as Administrative Agent (as defined below). This Indenture Supplement relates to and
is executed pursuant to that certain Amended and Restated Indenture (as amended, supplemented, restated or otherwise modified from time to time, the “Base Indenture”) supplemented hereby, dated as of the date hereof, among the
Issuer, the Servicer, the Administrator and the Indenture Trustee, the Calculation Agent, the Paying Agent, the Securities Intermediary and Barclays, as Administrative Agent, all the provisions of which are incorporated herein as modified hereby and
shall be a part of this Indenture Supplement as if set forth herein in full (the Base Indenture as so supplemented by this Indenture Supplement being referred to as the “Indenture”). 

Capitalized terms used and not otherwise defined herein shall have the respective meanings given them in the Base Indenture. 

PRELIMINARY STATEMENT 

The Issuer has duly authorized the issuance of a Series of Notes, the Series 2014-VF2 Notes (the “Series 2014-VF2 Notes”).
The parties are entering this Indenture Supplement to document the terms of the issuance of the Series 2014-VF2 Notes pursuant to the Base Indenture, which provides for the issuance of Notes in multiple series from time to time. 

Section 1. Creation of Series 2014-VF2 Notes. 

There are hereby created, effective as of the Issuance Date, the Series 2014-VF2 Notes, to be issued pursuant to the Base Indenture and this
Indenture Supplement, to be known as “Green Tree Agency Advance Funding Trust I 2014-VF2 Advance Receivables Backed Notes, Series 2014-VF2 Notes.” The Series 2014-VF2 Notes shall not be subordinated to any other Series of Notes. The Series
2014-VF2 Notes are issued in four (4) Classes of Variable Funding Notes (Class A-VF2, Class B-VF2, Class C-VF2 and Class D-VF2) (the “Series 2014-VF2 Variable Funding Notes” or the “Series 2014-VF2 Notes”),
with the Initial Note Balances, Maximum VFN Principal Balances, Stated Maturity Dates, Revolving Period, Note Interest Rates, Expected Repayment Dates and other terms as specified in this Indenture Supplement, to be known as the Advance Receivables
Backed Notes, Series 2014-VF2. The Series 2014-VF2 Notes shall be secured by the Trust Estate Granted to the Indenture Trustee pursuant to the Base Indenture. The Indenture Trustee shall hold the Trust Estate as collateral security for the benefit
of the Noteholders of the Series 2014-VF2 Notes and all other Series of Notes issued under the Indenture as described therein. In the event that any term or provision contained herein shall conflict with or be inconsistent with any term or provision
contained in the Base Indenture, the terms and provisions of this Indenture Supplement shall govern to the extent of such conflict. 







 Section 2. Defined Terms. 

With respect to the Series 2014-VF2 Notes and in addition to or in replacement for the definitions set forth in Section 1.1 of the Base
Indenture, the following definitions shall be assigned to the defined terms set forth below: 
 “90+ Day Delinquent Loan”
has the meaning assigned to such term in the defined term “Market Value.” 
 “Administrative Agent” means, for so
long as the Series 2014-VF2 Notes have not been paid in full: (i) with respect to the provisions of this Indenture Supplement, each of Barclays or any Affiliate or successor of the foregoing; and (ii) with respect to the provisions of the
Base Indenture, and notwithstanding the terms and provisions of any other Indenture Supplement, Barclays and such other parties as set forth in any other Indenture Supplement, or any respective Affiliate or any respective successor thereto. For the
avoidance of doubt, reference to “it” or “its” with respect to the Administrative Agent in the Base Indenture shall mean “them” and “their,” and reference to the singular therein in relation to the
Administrative Agent shall be construed as if plural. 
 “Advance Rates” means, on any date of determination with respect
to each Receivable related to any Class of Series 2014-VF2 Notes, “Advance Rate” means the percentage amount based on the Advance Type of such Receivable, as set forth in the tables below, subject to amendment by mutual agreement of
the Administrative Agent and the Administrator, and with consultation with each Note Rating Agency; provided, 
 (i) that in no event
shall the Advance Rate for any Class of Notes of the Series 2014-VF2 Notes exceed 95%; 
 (ii) that the Advance Rate for any Receivable
related to any Class of Notes shall be zero if such Receivable is not a Facility Eligible Receivable; and 
 (iii) on any date of
determination on or after April 19, 2015 and subject to clause (ii) above, the Advance Rate applicable to each Corporate Advance Receivable and Escrow Advance Receivable shall be the product of (a) the applicable Advance Rate listed
in the table below multiplied by (b) 100% minus the arithmetic average of the Deficient Documentation Percentages provided in each of the three most recent reports delivered pursuant to Section 3.3(d) of the Base Indenture.

 If additional Series of Notes are issued in the future, they will have separate Advance Rates and Collateral Values, and the Collateral
Test will be calculated including the Invested Amounts for such additional Notes. 

  
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	 Class A-VF2
	  	 	 
	 Advance Type
	  	 	 
	 Delinquency Advances
	  	 	82.00	% 
	 Non-Judicial Escrow Advances
	  	 	81.00	% 
	 Judicial Escrow Advances
	  	 	63.00	% 
	 Non-Judicial Corporate Advances
	  	 	55.00	% 
	 Judicial Corporate Advances
	  	 	50.00	% 
	 Delinquent MBS Mortgage Repurchase Advances
	  	 	82.00	% 

  

					
	 Class B-VF2
	  	 	 
	 Advance Type
	  	 	 
	 Delinquency Advances
	  	 	87.00	% 
	 Non-Judicial Escrow Advances
	  	 	85.00	% 
	 Judicial Escrow Advances
	  	 	76.00	% 
	 Non-Judicial Corporate Advances
	  	 	70.00	% 
	 Judicial Corporate Advances
	  	 	65.00	% 
	 Delinquent MBS Mortgage Repurchase Advances
	  	 	87.00	% 

  

					
	 Class C-VF2
	  	 	 
	 Advance Type
	  	 	 
	 Delinquency Advances
	  	 	90.00	% 
	 Non-Judicial Escrow Advances
	  	 	88.00	% 
	 Judicial Escrow Advances
	  	 	81.00	% 
	 Non-Judicial Corporate Advances
	  	 	75.00	% 
	 Judicial Corporate Advances
	  	 	70.00	% 
	 Delinquent MBS Mortgage Repurchase Advances
	  	 	90.00	% 


  
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	 Class D-VF2
	  	 	 
	 Advance Type
	  	 	 
	 Delinquency Advances
	  	 	94.00	% 
	 Non-Judicial Escrow Advances
	  	 	92.00	% 
	 Judicial Escrow Advances
	  	 	89.00	% 
	 Non-Judicial Corporate Advances
	  	 	86.00	% 
	 Judicial Corporate Advances
	  	 	79.00	% 
	 Delinquent MBS Mortgage Repurchase Advances
	  	 	94.00	% 

 “Advance Ratio” means, as of any date of determination with respect to any Designated Pool,
the ratio (expressed as a percentage), calculated as of the last day of the calendar month immediately preceding the calendar month in which such date occurs, of (i) the related PSA Stressed Nonrecoverable Advance Amount on such date over
(ii) the aggregate monthly scheduled principal and interest payments for the calendar month immediately preceding the calendar month in which such date occurs with respect to all non-delinquent Mortgage Loans in such Designated Pool, serviced
pursuant to the related Designated Servicing Agreement. 
 “Applicable Rating” means, with respect to any Class of Notes,
once such Class of Notes is assigned an initial rating by a Note Rating Agency, such initial rating. 
 “Barclays” has the
meaning assigned to such term in the Preamble. 
 “Barclays Cost of Funds Rate” means, for each Interest Accrual Period, a
rate per annum equal to One-Month LIBOR; provided, that if a Eurodollar Disruption Event has occurred and is continuing, the “Cost of Funds Rate” shall be the Base Rate. 

“Barclays Note Purchase Agreement” means the Note Purchase Agreement, dated as of December 19, 2014, by and among the
Issuer, the Depositor, Green Tree and Barclays Bank PLC, as the Administrative Agent and Purchaser, that relates to the purchase the Series 2014-VF2 Notes specified therein. 

“Base Indenture” has the meaning assigned to such term in the Preamble. 

“Base Rate” means, on any date, a fluctuating rate of interest per annum equal to the higher of (i) the Prime
Rate on such date and (ii) the Federal Funds Rate on such date plus 0.50%. 
 “Change of Control” means the
Limited Guarantor no longer owns directly or indirectly at least 50% of all stock and at least 50% of all voting stock of the Servicer. 

  
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 “Class A-VF2 Variable Funding Notes” or “Class A-VF2 Notes”
means, the Variable Funding Notes, Class A-VF2 Variable Funding Notes, issued hereunder by the Issuer, having an aggregate VFN Principal Balance of no greater than the applicable Maximum VFN Principal Balance. 

“Class B-VF2 Variable Funding Notes” or “Class B-VF2 Notes” means, the Variable Funding Notes, Class B-VF2
Variable Funding Notes, issued hereunder by the Issuer, having an aggregate VFN Principal Balance of no greater than the applicable Maximum VFN Principal Balance. 

“Class C-VF2 Variable Funding Notes” or “Class C-VF2 Notes” means, the Variable Funding Notes, Class C-VF2
Variable Funding Notes, issued hereunder by the Issuer, having an aggregate VFN Principal Balance of no greater than the applicable Maximum VFN Principal Balance. 

“Class D-VF2 Variable Funding Notes” or “Class D-VF2 Notes” means, the Variable Funding Notes, Class D-VF2
Variable Funding Notes, issued hereunder by the Issuer, having an aggregate VFN Principal Balance of no greater than the applicable Maximum VFN Principal Balance. 

“Coefficient” means, for each Class of the Series 2014-VF2 Notes, 0.08%. 

“Corporate Trust Office” means with respect to the Series 2014-VF2 Notes, the principal corporate trust offices of the
Indenture Trustee at which at any particular time its corporate trust business with respect to the Issuer shall be administered, which offices at the Closing Date are located at (i) for Note transfer purposes, Wells Fargo Center, Sixth and
Marquette Avenue, Minneapolis, Minnesota 55479-0113, Attention: Client Manager, Green Tree Agency Advance Funding Trust I, Series 2014-VF2, and (ii) for all other purposes, 9062 Old Annapolis Road, Columbia, Maryland 21045-1951, Attention:
Client Manager, Green Tree Agency Advance Funding Trust I, Series 2014-VF2. 
 “Constant” means, for the Series 2014-VF2
Notes, 1.00%. 
 “Cost of Funds Rate” means (a) with respect to Note Balances held by the Purchaser for which Barclays
is designated as the Administrative Agent, the Barclays Cost of Funds Rate, and (b) with respect to Note Balances held by any other asset-backed commercial paper conduit, the “Cost of Funds Rate” approved by the Administrator in the
applicable instrument pursuant to which such Person purchases any such Note Balance as permitted under the applicable Note Purchase Agreement. 

“Cumulative Interest Shortfall Amount Rate” means, with respect to each Class of Series 2014-VF2 Notes, 3.00% per annum.

 “DBRS” means DBRS, Inc. 

“Default Supplemental Fee” means for each Class of Series 2014-VF2 Notes and each Payment Date following an Event of Default
and on the date of final payment of such Class (if an Event of Default is continuing on such final payment date), a fee equal to the product of: 

(i) the Default Supplemental Fee Rate multiplied by 

(ii) a fraction, the numerator of which is the number of days elapsed from and including the prior Payment Date (or, if later,
the occurrence of such Event of Default) and the denominator of which equals 360, multiplied by 

  
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 the average daily Note Balance since the prior Payment Date of such Class of 2014-VF2 Variable
Funding Notes. 
 “Default Supplemental Fee Rate” means, with respect to each Class of Series 2014-VF2 Notes, 3.00%. 

“ERD Supplemental Fee” ” means, for each Class of the Series 2014-VF2 Notes and each Payment Date from and after the
Expected Repayment Date, if the Notes of such Class have not been refinanced on or before the Expected Repayment Date for only such periods as the Notes of such Class are Outstanding and for so long as the Notes of such Class have a Note Balance
greater than zero, a fee equal to the product of: 
 (i) the ERD Supplemental Fee Rate multiplied by 

(ii) a fraction, the numerator of which is the number of days elapsed from and including the prior Payment Date (or, if later, the occurrence
of such Expected Repayment Date) and the denominator of which equals 360, multiplied by 
 (iii) the average daily Note Balance since
the prior Payment Date of such Class of Series 2014-VF2 Variable Funding Notes. 
 “ERD Supplemental Fee Rate” means, with
respect to each Class of Series 2014-VF2 Notes, 1.00%. 
 “Eurodollar Disruption Event” means, any of the following:
(i) a good faith determination by any Noteholder of the Series 2014-VF2 Variable Funding Notes that it would be contrary to law or to the directive of any central bank or other Governmental Authority (whether or not having the force of law) for
such Noteholder to obtain United States dollars in the London interbank market to fund or maintain any portion of the Note Balances of such Notes during any Interest Accrual Period, (ii) a good faith determination by any Noteholder of the
Series 2014-VF2 Variable Funding Notes that the interest rates offered on deposits of United States dollars to such Noteholder in the London interbank market does not accurately reflect the cost to such Noteholder of purchasing, funding or
maintaining any portion of the Note Balances of such Notes during any Interest Accrual Period, or (iii) the inability of any Noteholder of the Series 2014-VF2 Variable Funding Notes to obtain United States dollars in the London interbank market
to fund or maintain any portion of the Note Balances of such Notes for such Interest Accrual Period. 
 “Expected Repayment
Date” for the Series 2014-VF2 Notes means December 18, 2015. 
 “Expense Rate” means, as of any date of
determination, with respect to the Series 2014-VF2 Notes, the percentage equivalent of a fraction, (i) the numerator of which equals the sum of 

  
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(1) the product of the Series Allocation Percentage for such Series multiplied by the aggregate amount of Fees due and payable by the Issuer on the next succeeding Payment Date plus
(2) the product of the Series Allocation Percentage for such Series multiplied by any expenses payable or reimbursable by the Issuer on the next succeeding Payment Date, up to the applicable Expense Limit, if any, prior to any payments
to the Noteholders of the Series 2014-VF2 Notes, pursuant to the terms and provisions of this Pricing Side Letter, the Base Indenture or any other Transaction Document that have been invoiced to the Indenture Trustee and the Administrator,
plus (3) the aggregate amount of related Series Fees payable by the Issuer on the next succeeding Payment Date and (ii) the denominator of which equals the sum of the outstanding Note Balances of all Series 2014-VF2 Notes at the
close of business on such date. 
 “Federal Funds Rate” means, for any period, a fluctuating interest rate per annum
equal for each day during such period to the weighted average of the federal funds rates as quoted by the Administrative Agent and confirmed in Federal Reserve Board Statistical Release H. 15 (519) or any successor or substitute publication
selected by the Administrative Agent (or, if such day is not a Business Day, for the next preceding Business Day), or if, for any reason, such rate is not available on any day, the rate determined, in the sole opinion of the Administrative Agent, to
be the rate at which federal funds are being offered for sale in the national federal funds market at 9:00 a.m. (New York City time). 

“Fee Letter” means, that certain Fee Letter Agreement, dated the date hereof, among the Administrative Agent, the
Administrator and the Issuer. 
 “Governmental Authority” means the United States of America, any state or other political
subdivision thereof and any entity exercising executive, legislative, judicial, regulatory or administrative functions of or pertaining to government and having jurisdiction over the applicable Person. 

“Increased Costs” has the meaning assigned to such term in Section 8 hereto. 

“Increased Costs Limit” means for each Noteholder of a Series 2014-VF2 Variable Funding Note, such Noteholder’s pro rata
percentage (based on the Note Balance of such Noteholder’s Series 2014-VF2 Variable Funding Notes) of 0.10% of the average aggregate Note Balance for all Classes of Series 2014-VF2 Variable Funding Notes Outstanding for any twelve-month period.

 “Indebtedness” means, with respect to any Person as of any date of determination: (a) obligations created, issued
or incurred by such Person for borrowed money (whether by loan, the issuance and sale of debt securities or the sale of Property to another Person subject to an understanding or agreement, contingent or otherwise, to repurchase such Property from
such Person); (b) obligations to pay the deferred purchase or acquisition price of Property or services, other than trade accounts payable (other than for borrowed money) arising, and accrued expenses incurred, in the ordinary course of
business so long as such trade accounts payable are payable and paid within ninety (90) days of the date the respective goods are delivered or the respective services are rendered; (c) indebtedness of others secured by a Lien on the
Property of such Person, whether or not the respective indebtedness so secured has been assumed by such Person; (d) obligations (contingent or otherwise) in respect of letters of credit or similar instruments


  
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issued for account of such Person; (e) capital lease obligations; (f) payment obligations under repurchase agreements, single seller financing facilities, warehouse facilities and other
lines of credit; (g) indebtedness of others guaranteed on a recourse or partial recourse basis by such Person; (h) all obligations incurred in connection with the acquisition or carrying of fixed assets; (i) indebtedness of general
partnerships of which such Person is a general partner; and (j) any other known or contingent liabilities of such Person. 

“Initial Note Balance” means, for any Note or for any Class of Notes, the Note Balance of such Note upon issuance, or, in the
case of the Series 2014-VF2 Notes, an amount determined by the Administrative Agent, the Issuer and the Administrator on the Issuance Date. 

For the avoidance of doubt, the requirement for minimum denominations in Section 6.2 of the Base Indenture shall not apply in the case of
the Series 2014-VF2 Variable Funding Notes 
 “Interest Accrual Period” means, for the Series 2014-VF2 Notes and any
Payment Date, the period beginning on the immediately preceding Payment Date (or, in the case of the first Payment Date with respect to any Class, the Issuance Date) and ending on the day immediately preceding the current Payment Date. The Interest
Payment Amount for the Series 2014-VF2 Notes on any Payment Date shall be determined based on the actual number of days in the Interest Accrual Period. 

“Interest Day Count Convention” means with respect the Series 2014-VF2 Notes, the actual number of days in the related
Interest Accrual Period divided by 360 (or, if the Note Interest Rate is determined by reference to the Base Rate, 365 (or, in the case of any leap year, 366)). 

“Interim Payment Date” means, subject to the notice provisions of Section 4.3 of the Base Indenture, with respect to the
Series 2014-VF2 Notes, up to four dates each calendar provided that the Issuer provides the Noteholders of the Series 2014-VF2 Notes and the Indenture Trustee at least two (2) Business Days prior notice, or if any such date is not a
Business Day, the next succeeding Business Day to the extent any such day occurs during the Revolving Period, and any other date otherwise agreed to between the Issuer and the Noteholders of the Series 2014-VF2 Notes. For the avoidance of doubt, no
Interim Payment Date shall occur during the continuance of a Facility Early Amortization Event. 
 “Issuance Date” means
December 19, 2014. 
 “Late VFN Note Balance Adjustment Request Fee Rate” means 0.01%. 

“LIBOR” has the meaning assigned such term in Section 7 of this Indenture Supplement. 

“LIBOR Determination Date” means for each Interest Accrual Period, the second London Banking Day prior to the commencement of
such Interest Accrual Period. 
 “LIBOR Index Rate” means for a one-month period, the rate per annum (rounded upward, if
necessary, to the next higher one hundred-thousandth of a percentage point) for deposits in U.S. Dollars for a one-month period, which appears on the LIBOR01 Page as of 11:00 a.m. (London, England time) on the date that is two (2) Business Days
before the commencement of such one-month period. 

  
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 “LIBOR Rate” means with respect to any Interest Accrual Period with respect to
which interest is to be calculated by reference to the “LIBOR Rate”, (a) the LIBOR Index Rate for a one-month period, if such rate is available, and (b) if the LIBOR Index Rate cannot be determined, the arithmetic average of the
rates of interest per annum (rounded upward, if necessary, to the nearest 1/100 of 1%) at which deposits in U.S. Dollars in immediately available funds are offered to the Administrative Agent at 11:00 a.m. (London, England time) two
(2) Business Days before the beginning of such one-month period by three (3) or more major banks in the interbank eurodollar market selected by the Administrative Agent for delivery on the first day of and for a period equal to such
one-month period and in an amount equal or comparable to the principal amount of the portion of the Note Balance on which the LIBOR Rate is being calculated. 

“LIBOR01 Page” means the display designated as “LIBOR01 Page” on the Reuters Service (or such other page as may
replace the LIBOR01 Page on that service or such other service as may be nominated by the ICE Benchmark Administration as an information vendor for the purpose of displaying ICE Benchmark Administration interest settlement rates for U.S. Dollar
deposits). 
 “Lien” means any mortgage, deed of trust, lien, claim, pledge, charge, security interest or similar
encumbrance. 
 “Limited Funding Date” means, subject to the notice provisions of the Base Indenture, any Business Day that
is not a Payment Date or Interim Payment Date, at a time when no Facility Early Amortization Event shall have occurred and shall be continuing; which date is designated by the Administrator on behalf of the Issuer to the Indenture Trustee and the
Administrative Agent in writing no later than 9:00 a.m. Eastern Time two (2) Business Days prior to such date; provided, that the Administrator shall have delivered a Funding Certification in accordance with Section 4.3(a) of the Indenture
for such date, and provided, further that no fundings may be made under a Variable Funding Note on such date and no payments on any Notes shall be made on such date; provided, that no more than five (5) Limited Funding Dates may be
designated by the Administrator on behalf of the Issuer in any calendar month without the consent of the Administrator, the Administrative Agent and the Indenture Trustee. 

“London Banking Day” means any day on which commercial banks and foreign exchange markets settle payment in both London and
New York City. 
 “Low Threshold Designated Pool” means a Designated Pool (i) with respect to which the underlying
Mortgage Loans have an unpaid principal balance less than $10,000,000, or (ii) that relates to less than fifty (50) Mortgage Loans, in each case as of the end of the most recently concluded calendar month. 

“Margin” means, for each Class of the Series 2014-VF2 Notes, the applicable per annum rate set forth below: 

(i) Class A-VF2 Variable Funding Notes: 1.80%; 

  
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 (ii) Class B-VF2 Variable Funding Notes: 3.20%; 

(iii) Class C-VF2 Variable Funding Notes: 3.50%; and 

(iv) Class D-VF2 Variable Funding Notes: 4.00%; 

provided, however, that the Margin for each Class shall be subject to any applicable Post-Closing Qualifying Term Note Margin Adjustment (as
such term is defined in the Pricing Side Letter). 
 “Market Value” means, as of any date of determination with respect to
a Designated Pool, the value of such property (determined by the Servicer in accordance with the Freddie Mac Guide or the Fannie Mae Guide, as applicable) or the appraised value of the Mortgaged Property obtained in connection with its origination,
if no updated valuation has been required under the Freddie Mac Guide or the Fannie Mae Guide, as applicable; provided, that such value shall equal zero for a mortgage loan that was 90 or more days Delinquent (a “90+ Day Delinquent
Loan”) and the related valuation is more than 210 days old. 
 “Market Value Ratio” means, as of any date of
determination with respect to a Designated Pool, the ratio (expressed as a percentage) of (i) the aggregate Receivable Balances of all Facility Eligible Receivables related to such Designated Pool on such date over (ii) the aggregate
Market Value of the Mortgaged Properties and REO Properties for the Mortgage Loans in such Designated Pool on such date. 
 “Master
Repurchase Agreement” means the Master Repurchase Agreement, dated as of March 11, 2013, between Barclays Bank PLC, as purchaser and agent, and Green Tree, as seller, as the same may be amended, restated, supplemented or otherwise
modified from time to time. 
 “Maximum VFN Principal Balance” means (i) on any given date, for the Class A-VF2
Variable Funding Notes, $1,200,000,000 minus the sum of the VFN Principal Balance of the Class B-VF2 Variable Funding Notes, the VFN Principal Balance of the Class C-VF2 Variable Funding Notes and the VFN Principal Balance of the Class D-VF2
Variable Funding Notes on such date, (ii) for the Class B-VF2 Variable Funding Notes, $157,800,000, (iii) for the Class C-VF2 Variable Funding Notes, $62,700,000, (iv) for the Class D-VF2 Variable Funding Notes, $102,100,000, or, in
the case of each such Class on any date, a lesser amount calculated pursuant to a written agreement between the Servicer and the Administrative Agent. 

“Monthly Reimbursement Rate” means, as of any date of determination, the arithmetic average of the fractions (expressed as
percentages), determined for each of the three (3) most recently concluded calendar months, obtained by dividing (i) the aggregate Advance Reimbursement Amounts collected by the Servicer and deposited into the Trust Accounts during such
calendar month (which shall include, for purposes of this definition, amounts deemed received on account of Credited Advance Funding, if any, during such calendar month, but only if no Delinquency Advances were deemed reimbursed by Credited Advance
Funding amounts for the preceding calendar month) by (ii) the sum, for each Freddie Mac Pool or Fannie Mae Pool, of the highest Receivable Balance of the related Receivables during such calendar month relating to Advances funded by the Servicer
in respect of such Freddie Mac Pool or Fannie Mae Pool. 

  
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 “Moody’s” means Moody’s Investors Service, Inc. 

“Net Proceeds Coverage Percentage” means, for any Payment Date, the percentage equivalent of a fraction, (i) the
numerator of which equals the amount of Collections on Receivables deposited into the Collection and Funding Account during the related Monthly Advance Collection Period (which shall include, for purposes of this definition, amounts deemed received
on account of Credited Advance Funding, if any, during such Monthly Advance Collection Period, but only if no Delinquency Advances were deemed reimbursed by Credited Advance Funding amounts for the preceding Monthly Advance Period) and (ii) the
denominator of which equals the aggregate average outstanding Note Balances of all Outstanding Notes during such Monthly Advance Collection Period. 

“Note Interest Rate” means, with respect to any Interest Accrual Period for each Class of Notes, the sum of (A) the Cost
of Funds Rate for such Interest Accrual Period plus (B) the applicable Margin. 
 “Note Rating Agency” means,
for the Series 2014-VF2 Notes, S&P, Moody’s or DBRS, as applicable. For the avoidance of doubt, S&P, Moody’s or DBRS shall only constitute “Note Rating Agencies” at any time that any such rating agency has issued a rating
in respect of the Series 2014-VF2 Notes at the request of the Issuer or the Administrator. 
 “One-Month LIBOR” has the
meaning assigned to such term in Section 7 of this Indenture Supplement. 
 “Pricing Side Letter” means that certain
Pricing Side Letter, dated the date hereof, by and among the Issuer, Green Tree, the Administrative Agent and the Indenture Trustee. 

“Prime Rate” means the rate announced by the Administrative Agent from time to time as its prime rate in the United States,
such rate to change as and when such designated rate changes. The Prime Rate is not intended to be the lowest rate of interest charged by the Administrative Agent in connection with extensions of credit to debtors. 

“Property” means any right or interest in or to property of any kind whatsoever, whether real, personal or mixed and whether
tangible or intangible. 
 “PSA Stressed Nonrecoverable Advance Amount” means, as of any date of determination and with
respect to any Designated Pool, the sum of: 
 (i) for all Mortgage Loans that are current as of such date, the greater of
(A) zero and (B) the excess of (1) Total Advances related to such Mortgage Loans on such date over (2) (x) in the case of Mortgage Loans secured by a first lien, the product of 50% and the sum of all of the Market Values for
the related Mortgaged Property or (y) in the case of Mortgage Loans secured by a second or more junior lien, zero; and 

(ii) for all Mortgage Loans that are delinquent as of such date, but not related to property in foreclosure or REO Property,
the greater of (A) zero and (B) the excess of (1) Total Advances related to such Mortgage Loans on such date over (2) (x) in the case of Mortgage Loans secured by a first lien, the product of 50% and the sum of all of the
Market Values for the related Mortgaged Property or (y) in the case of Mortgage Loans secured by a second or more junior lien, zero; and 

  
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 (iii) for all Mortgage Loans that are related to properties in foreclosure, the
greater of (A) zero and (B) the excess of (1) Total Advances related to such Mortgage Loans on such date over (2) (x) in the case of Mortgage Loans secured by a first lien, the product of 50% and the sum of all of the Market
Values for the related Mortgaged Property or (y) in the case of Mortgage Loans secured by a second or more junior lien, zero; and 

(iv) for all REO Properties, the greater of (A) zero and (B) the excess of (1) Total Advances related to such
REO Properties on such date over (2) (x) in the case of REO Properties previously secured by a first lien Mortgage Loan, the product of 50% and the sum of all of the Market Values for such REO Properties or (y) in the case of REO
Properties previously secured by a second or more junior lien Mortgage Loan, zero. 
 “Purchaser” means Barclays Bank PLC,
as purchaser under the VF2 Note Purchase Agreement, and any successors and assigns in such capacity. 
 “Redemption
Percentage” means, for the Series 2014-VF2 Notes, 10%. 
 “Reference Banks” has the meaning assigned to such term
in Section 7 of this Indenture Supplement. 
 “Regulatory Change” means (a) the adoption of any law, rule
or regulation after the date hereof, (b) any change in any law, rule or regulation or in the interpretation or application thereof by any Governmental Authority after the date hereof or (c) compliance by any Noteholder (or, for purposes of
Section 8(a)(3), by any lending office of such Noteholder or by such Noteholder’s holding company, if any) with any request, guideline or directive (whether or not having the force of law) of any Governmental Authority made or
issued after the date hereof. 
 “Reserve Interest Rate” has the meaning assigned to such term in Section 7 of
this Indenture Supplement. 
 “S&P” means Standard & Poor’s Ratings Services, a Standard &
Poor’s Financial Services LLC business, which is a part of McGraw Hill Financial, Inc. 
 “Series 2014-VF2 Note
Balance” means the aggregate Note Balance of the Series 2014-VF2 Notes. 
 “Series Reserve Required Amount” means,
as of any Payment Date, an amount equal to on any Payment Date or any Interim Payment Date four months’ interest calculated at the applicable Note Interest Rate on the Note Balance of each Class of Series 2014-VF2 notes as of such Payment Date
or Interim Payment Date, as the case may be. 
 “Series Required Noteholders” means, for only so long as the Series
2014-VF2 Variable Funding Notes are Outstanding, 100% of the Noteholders of the Series 2014-VF2 Variable Funding Notes, and thereafter clause (a) of the definition of the “Series Required Noteholders” in the Base Indenture shall
apply. 

  
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 “Stated Maturity Date” means, for each Class of the Series 2014-VF2 Variable
Funding Notes, thirty (30) years following the end of the related Revolving Period. 
 “Stressed Interest Rate” means,
for any Class as of any date, the sum of (i) the sum of (x) the per annum index on the basis of which such Class’s interest rate is determined for the current Interest Accrual Period, and (y) such Class’s Constant and
(z) the product of (I) such Class’s Coefficient and (II) Stressed Time, plus (ii) the weighted average per annum Margin of all Outstanding Classes that is added to the index to determine the interest rates for such
Class. 
 “Stressed Time” means, as of any date of determination for any Class of Series 2014-VF2 Notes, the percentage
equivalent of a fraction, the numerator of which is one (1), and the denominator of which equals the related Stressed Time Percentage for such Class times the Monthly Reimbursement Rate on such date. 

“Stressed Time Percentage” means for Class A-VF2: 9.15%, Class B-VF2: 11.85%, Class C-VF2: 13.70% and Class D-VF2:
19.35%. 
 “Tangible Net Worth” means for any Person as of any date of determination, (i) the net worth of the
Servicer determined in accordance with GAAP, minus (ii) all intangibles determined in accordance with GAAP (including goodwill but excluding originated and purchased mortgage servicing rights) and any and all advances to, investments in and
receivables held from Affiliates. 
 “Target Amortization Amounts” means, for each Class of the Series 2014-VF2 Notes,
(i) if the Series 2014-VF2 Notes is the only Series of Notes Outstanding when a Target Amortization Event occurs for the Series 2014-VF2 Notes, 100% of the Note Balance of such Class at the close of business on the last day of its Revolving
Period and (ii) if other Series of Notes are Outstanding when a Target Amortization Event occurs with respect to the Series 2014-VF2 Notes, an amount equal to 1/3 of the Outstanding VFN Principal Balance of such Class at the close of business
on the last day of its Revolving Period, payable on each of the first three Payment Dates following the occurrence of such Target Amortization Event; provided, however, if any other Series of Notes is issued with Target Amortization
Amounts that are payable in fewer than three (3) months, the Target Amortization Amounts for the Series 2014-VF2 Notes shall be payable over such shorter period provided for such other Series of Notes; provided, however,
regardless of whether another Target Amortization Event has previously occurred, if the Target Amortization Event described in clause (A) of the definition thereof occurs, the Target Amortization Amount shall equal the remaining Note Balance
outstanding upon the occurrence of the Expected Repayment Date. 
 “Target Amortization Event” for the Series 2014-VF2
Notes, means the earlier of (A) the related Expected Repayment Date or (B) the occurrence of any of the following conditions or events, which is not waived by the Series Required Noteholders of the Series 2014-VF2 Notes: 

(i) on any Payment Date that occurs after the date that is ninety (90) days following the Closing Date, the arithmetic
average of the Net Proceeds Coverage 

  
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Percentage determined for such Payment Date and the two preceding Payment Dates is less than five times the percentage equivalent of a fraction (A) the numerator of which equals the sum of
the accrued Interest Payment Amounts for each Class of all Outstanding Notes on such date and (B) the denominator of which equals the aggregate average Note Balances of each Class of Outstanding Notes during the related Monthly Advance
Collection Period; 
 (ii) the occurrence of one or more Servicer Termination Events with respect to Designated Pools under
the related Designated Servicing Agreements representing 15% or more (by Mortgage Loan balance as of the date of termination) of all the Designated Pools then included in the Collateral; 

(iii) as of any date of determination beginning on the ninetieth
(90th) day after the Closing Date, the Monthly Reimbursement Rate is less than 8.00%; 

(iv) if, after the Applicable Ratings are obtained, the rating assigned to any Class of Notes is reduced below the Applicable
Rating assigned to such Class of Notes by the applicable Note Rating Agency; 
 (v) the Limited Guarantor fails to perform
under any covenant as set forth in Sections 6.03, 6.08 and 6.09 of the Syndicated Credit Facility Agreement; it being understood that Sections 6.03, 6.08 and 6.09 of the Syndicated Credit Facility Agreement and the definitions in the Syndicated
Credit Facility Agreement relating to such Sections 6.03, 6.08 and 6.09 of the Syndicated Credit Facility Agreement are hereby incorporated herein by reference as if such sections and definitions are fully set forth herein. For purposes of this
clause (v), “Syndicated Credit Facility Agreement” shall mean that certain Amended and Restated Credit Agreement dated as of December 19, 2013 among the Limited Guarantor, Credit Suisse AG and the lenders party thereto, as the same
may be amended, supplemented or otherwise modified from time to time; 
 (vi) [RESERVED]; 

(vii) the Servicer fails to maintain a Tangible Net Worth as of the last day of any month of not less than the greater of
(x) $200,000,000 or (y) 5.00% of the Servicer’s outstanding recourse debt as of such day; 
 (viii) the
Servicer’s unrestricted cash and cash equivalents is less than the greater of (x) $25,000,000 or (y) 1.00% of the Servicer’s outstanding recourse debt (excluding all Indebtedness that relates to Servicer’s guarantee
obligations of the Limited Guarantor’s debt); 
 (ix) Servicer’s funded Indebtedness (excluding non-recourse
Indebtedness and excluding all Indebtedness that relates to Servicer’s guarantee obligations of the Limited Guarantor’s debt) to Tangible Net Worth exceeds 12:1; 

(x) there has occurred a default under, or a failure to perform as requested under, or any other breach the material terms of,
in each case beyond any applicable cure period, of any other agreement (including, without limitation, the Master Repurchase 

  
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Agreement and any Program Documents or EPF Documents (as such terms are defined in the Master Repurchase Agreement)), indebtedness, derivative or obligation entered into between Green Tree, the
Limited Guarantor or any of Green Tree’s Subsidiaries on the one hand, and Barclays or any of its Affiliates, on the other hand; 

(xi) the occurrence of a Change of Control; 

(xii) any failure by the Administrator to deliver any Determination Date Administrator Report pursuant to Section 3.2 of
the Base Indenture which continues unremedied for a period of five (5) Business Days after a Responsible Officer of the Administrator shall have obtained actual knowledge of such failure, or shall have received written or electronic notice from
the Indenture Trustee or any Noteholder of such failure; 
 (xiii) the Issuer, the Receivables Seller, the Servicer, the
Depositor or the Administrator shall breach or default in the due observance or performance of any of its covenants or agreements in this Indenture Supplement, the Base Indenture, or any other Transaction Document (subject to any cure period
provided therein), other than an obligation of the Receivables Seller to make an Indemnity Payment following a breach of a representation or warranty with respect to such Receivable pursuant to Section 4(b) of the Receivables Sale Agreement,
and any such default shall continue for a period of two (2) Business Days after the earlier to occur of (a) actual discovery by a Responsible Officer of the Issuer, the Receivables Seller, the Servicer, the Depositor or the Administrator,
as applicable, or (b) the date on which written or electronic notice of such failure, requiring the same to be remedied, shall have been given from the Indenture Trustee or any Noteholder to a Responsible Officer of the Issuer, the Receivables
Seller, the Servicer, the Depositor or the Administrator; provided, that a breach of Section 6(b) of the Receivables Sale Agreement, or Section 7(b) of the Receivables Pooling Agreement (prohibiting the Receivables Seller, the
Servicer or the Depositor, as applicable, from causing or permitting Insolvency Proceedings with respect to the Depositor or the Issuer, as applicable) shall constitute an automatic Target Amortization Event; 

(xiv) if any representation or warranty of the Issuer, the Receivables Seller, the Servicer, the Depositor or the Administrator
made in this Indenture Supplement, the Base Indenture, or any other Transaction Document (other than under Section 4(b) of the Receivables Sale Agreement) shall prove to have been breached in any material respect as of the time when the same
shall have been made or deemed made, and, if capable of remedy by payment of an Indemnity Payment or otherwise, continues uncured and unremedied for a period of five (5) days after the earlier to occur of (a) actual discovery by a
Responsible Officer of the Issuer, the Receivables Seller, the Servicer, the Depositor or the Administrator, as applicable, or (b) the date on which written notice of such failure, requiring the same to be remedied, shall have been given to a
Responsible Officer of the Issuer, the Receivables Seller, the Servicer, the Depositor or the Administrator, as applicable, and would have a material adverse effect on the rights or interests of the Noteholders; 

  
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 (xv) (a) a final judgment or judgments for the payment of money in excess of
$50,000 in the aggregate shall be rendered against the Depositor or the Issuer by one or more courts, administrative tribunals or other bodies having jurisdiction over them, or (b) a final judgment or judgments for the payment of money in
excess of $15,000,000 in the aggregate shall be rendered against the Receivables Seller or the Administrator by one or more courts, administrative tribunals or other bodies having jurisdiction over them and the same shall not be discharged (or
provision shall not be made for such discharge) or bonded, or a stay of execution thereof shall not be procured, within sixty (60) days from the date of entry thereof and the Receivables Seller or Administrator, as applicable, shall not, within
said period of sixty (60) days, or such longer period during which execution of the same shall have been stayed or bonded, appeal therefrom and cause the execution thereof to be stayed during such appeal; 

(xvi) any person shall be appointed as Independent Manager of the Depositor without prior notice having been given to and
without the written acknowledgement by the Administrative Agent that such person conforms, to the satisfaction of the Administrative Agent in its reasonable discretion, to the criteria set forth herein in the definition of “Independent
Manager”; 
 (xvii) the Administrator shall fail to make any payment (whether of principal or interest or otherwise) in
respect of any other indebtedness with an amount in excess of $15,000,000, when and as the same shall become due and payable (including the passage of any applicable grace period) and such failure of payment constitutes a default or similar event
which, with notice, lapse of time or both, can allow the counterparty to exercise remedies and/or accelerate the due date; 

(xviii) any event or condition occurs and, while continuing, results in any indebtedness of the Administrator in a principal
amount in excess of $15,000,000 becoming due and payable prior to its scheduled maturity (other than any such event or condition arising because of the requirement to make any mandatory prepayment of indebtedness because of the sale of any assets,
any condemnation event, any receipt of insurance proceeds, any incurrence or issuance of any securities (whether debt or equity) or any other customary mandatory prepayment event); or 

(xix) any Series or Class of Variable Funding Notes other than the Series 2014-VF2 Notes enters into a Target Amortization
Period. 
 “Total Advances” means, with respect to any Mortgage Loan or REO Property on any date of determination, the sum
of all outstanding amounts of all outstanding Advances related to Facility Eligible Receivables funded by the Servicer out of its own funds or with respect to such Mortgage Loan or REO Property on such date. 

“Transaction Documents” means, in addition to the documents set forth in the definition thereof in the Base Indenture, this
Indenture Supplement, the Pricing Side Letter, the Fee Letter and the Barclays Note Purchase Agreement, each as amended, supplemented, restated or otherwise modified from time to time. 

  
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 “Trigger Advance Rate” means, for any Class of the Series 2014-VF2 Notes, as of
any date, the rate equal to the greater of (x) zero and (y) (1) 100% minus (2) the product of (a) one twelfth of the Stressed Interest Rate for such Class, plus the related Expense Rate as of such date, multiplied
by (b) the related Stressed Time for such Class as of such date. 
 “Undrawn Fee Rate” means, with respect to each
Class of the Series 2014-VF2 Notes and for each Interest Accrual Period, 0.50% per annum 
 There are no Derivative Accounts,
Derivative Collateral Accounts, Other Advance Rate Reduction Events, Other Advance Rate Reduction Event Cure Periods or Supplemental Credit Enhancement Agreements in respect of the Series 2014-VF2 Notes. 

Section 3. Forms of Series 2014-VF2 Notes. 

The form of the Rule 144A Definitive Note that may be used to evidence the Series 2014-VF2 Variable Funding Notes in the circumstances
described in Section 5.4(c) of the Base Indenture are attached to the Base Indenture as Exhibit A-2. 
 In addition to any
provisions set forth in Section 6.5 of the Base Indenture, with respect to the Series 2014-VF2 Notes, the Noteholder of any Class of such Notes shall only transfer its beneficial interest therein to another potential investor in
accordance with the applicable Note Purchase Agreement. The Indenture Trustee (in all of its capacities) shall not be responsible to monitor, and shall not have any liability, for any such transfers of beneficial interests of participation
interests. 
 For the avoidance of doubt, no Class of the Series 2014-VF2 Notes shall be Specified Notes as defined under the Base
Indenture, and the Series 2014-VF2 Notes do not include any Retained Notes. 
 Section 4. Collateral Value Exclusions. 

For purposes of calculating “Collateral Value” in respect of the Series 2014-VF2 Notes, the Collateral Value shall be zero
for any Receivable that: 
 (i) is attributable to any Designated Pool to the extent that the related Receivable Balance of
such Receivable, when added to the aggregate Receivable Balances already outstanding with respect to such Designated Pool, would cause the related Advance Ratio to be equal to or greater than 100%; 

(ii) is not a Facility Eligible Receivable; 

(iii) is attributable to any Designated Pool to the extent that the related Receivable Balance of such Receivable, when added
to the aggregate Receivable Balances already outstanding with respect to such Designated Pool, would cause the related Market Value Ratio to exceed 25%; 

(iv) is attributable to a Low Threshold Servicing Agreement; 

  
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 (v) is an Escrow Advance Receivable or Corporate Advance Receivable for which an
initial claim for reimbursement has been filed with Fannie Mae or Freddie Mac, as applicable, and for which related reimbursement proceeds have not been received by the Servicer from either Fannie Mae or Freddie Mac, as the case may be, for more
than 180 days following the final date under the Fannie Mae Guide or the Freddie Mac Guide, as applicable, on which a claim can be made therefor; or 

(vi) is an Eligible Receivable (or a portion thereof) to the extent that the Administrative Agent has determined in its sole
discretion that a change has occurred in the Freddie Mac Guide or the Fannie Mae Guide since the date hereof that materially and adversely affects the collectability thereof. 

Section 5. Series Reserve Account. 

In accordance with the terms and provisions of this Section 5 and Section 4.6 of the Base Indenture, the Indenture Trustee
shall establish and maintain a Series Reserve Account with respect to the Series 2014-VF2 Notes (the “Series 2014-VF2 Reserve Account”), which shall be an Eligible Account, for the benefit of the Series 2014-VF2 Noteholders. The
Series Reserve Account with respect to the Series 2014-VF2 Notes is listed on Schedule 1 attached hereto. 
 Section 6. Payments;
Note Balance Increases; Early Maturity; Additional Funding Condition. 
 (a) Except as otherwise expressly set forth herein the Paying
Agent shall make payments on the Series 2014-VF2 Notes on each Payment Date in accordance with Section 4.5 of the Base Indenture. 

(b) Any payments of Interest Amounts, Cumulative Interest Shortfall Amounts, Fees, Increased Costs, Undrawn Fees, Late VFN Note Balance
Adjustment Request Fees, Default Supplemental Fees, Cumulative Default Supplemental Fee Shortfall Amounts, ERD Supplemental Fees or Cumulative ERD Supplemental Fee Shortfall Amounts allocated to the Series 2014-VF2 Notes shall be paid first to the
Class A-VF2 Variable Funding Notes, thereafter to the Class B-VF2 Variable Funding Notes, thereafter to the Class C-VF2 Variable Funding Notes and thereafter to the Class D-VF2 Variable Funding Notes. The Paying Agent shall make payments of
principal on the Series 2014-VF2 Variable Funding Notes on each Interim Payment Date and each Payment Date in accordance with Sections 4.4 and 4.5, respectively, of the Base Indenture (at the option of the Issuer in the case of requests during
the Revolving Period for the Series 2014-VF2 Variable Funding Notes). The Note Balance of each Class of the Series 2014-VF2 Variable Funding Notes may be increased from time to time on certain Funding Dates in accordance with the terms and
provisions of Section 4.3 of the Base Indenture, but not in excess of the related Maximum VFN Principal Balance. 
 (c) Any payments of
principal allocated to the Series 2014-VF2 Notes during a Full Amortization Period shall be applied in the following order of priority, first, to the Class A-VF2 Variable Funding Notes, until their Note Balance has been reduced to zero,
second, to the Class B-VF2 Variable Funding Notes until their Note Balance has been reduced to zero, third, to the Class C-VF2 Variable Funding Notes, until their Note Balance has been reduced to zero and fourth, to the Class
D-VF2 Variable Funding Notes. 

  
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 (d) The Administrative Agent and the Issuer further confirm that the Series 2014-VF2 Notes issued
on the Issuance Date pursuant to this Indenture Supplement shall be issued in the name of “Barclays Bank PLC”. The Issuer and the Administrative Agent hereby direct the Indenture Trustee to issue the Series 2014-VF2 Notes in the name of
“BARCLAYS BANK PLC”. For the avoidance of doubt, the parties hereto hereby agree that, in accordance with the terms and provisions of the Barclays Note Purchase Agreement, the Administrative Agent may act as agent of each Noteholder (or
“purchaser”, howsoever denominated) party to the Barclays Note Purchase Agreement in respect of the Series 2014-VF2 Notes and shall determine the allocation of “Additional Note Balances” (as such term is defined in the Barclays
Note Purchase Agreement) to be funded by each such Noteholder (or purchaser). 
 (e) For the avoidance of doubt, the failure pay any Target
Amortization Amount when due, as described in the definition thereof, shall constitute an Event of Default. 
 (f) Notwithstanding anything
to the contrary in Section 4.3(b)(iii) of the Base Indenture, VFN draws on any other Series of VFNs (other than the Series 2014-VF2 Variable Funding Notes) shall be made on a pro rata basis with the Series 2014-VF2 Notes. The VFN draws
in respect of the Series 2014-VF2 Variable Funding Notes shall be made in accordance with the instructions provided in the related Funding Certification. 

(g) The parties hereto agree that the failure to pay any portion of any related Undrawn Fee Amount or Late VFN Note Balance Adjustment Request
Fee Amounts on any Payment Date shall constitute an Event of Default under Section 8.1(a)(i) of the Base Indenture. 
 (h)
Notwithstanding anything to the contrary contained herein or in the Base Indenture, the Issuer may, upon at least five Business Days’ prior written notice to the Administrative Agent, redeem in whole or in part, and/or terminate and cause
retirement of any of the Series 2014-VF2 Variable Funding Notes at any time using proceeds of issuance of new Notes. 
 (i) The Series
2014-VF2 Notes are also subject to optional redemption in accordance with the terms of Section 13.1 of the Base Indenture. 
 (j) In
addition to satisfying the Funding Conditions set forth in the Indenture, it shall be an additional Funding Condition for increases in the VFN Principal Balance of the Series 2014-VF2 Notes that the Limited Guarantor shall not be in default under
and not fail to perform as requested under, and shall not otherwise breach the material terms of, in each case beyond any applicable cure period, (i) any warehouse, credit, repurchase, line of credit, financing, derivative, hedging or forward
sale agreements or other similar agreement relating to any Indebtedness in an amount greater than $5,000,000 between the Limited Guarantor on the one hand, and Barclays or any of its Affiliates, on the other hand, or (ii) any other agreement
relating to any Indebtedness in an amount greater than $15,000,000 between Limited Guarantor, on the one hand, and any Person, on the other hand, such that all principal owed under such other agreement shall have become immediately due and payable.
In the absence of receipt of written notice of the 

  
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foregoing, the Indenture Trustee may conclusively assume that the Limited Guarantor is not in default under, is performing as requested under, and has not materially breached the terms of any of
(i) or (ii) above. 
 Section 7. Determination of Note Interest Rate and LIBOR. 

(a) At least one (1) Business Day prior to each Determination Date, the Administrative Agent shall calculate the Note Interest Rate for
the related Interest Accrual Period (in the case of the Cost of Funds Rate determined by the Administrative Agent and One-Month LIBOR as determined by the Administrative Agent in accordance with Section 7(b) below, as applicable) and the
Interest Payment Amount for the Series 2014-VF2 Notes for the upcoming Payment Date, and include a report of such amount in the related Payment Date Report. 

(b) On each LIBOR Determination Date, the Administrative Agent will determine the London Interbank Offered Rate (“LIBOR”)
quotations for one-month Eurodollar deposits (“One Month LIBOR”) for the succeeding Interest Accrual Period for the Series 2014-VF2 Notes on the basis of the LIBOR Rate. 

(c) The establishment of the Cost of Funds Rate determined by the Administrative Agent and One-Month LIBOR by the Administrative Agent and the
Administrative Agent’s subsequent calculation of the Note Interest Rate on the Series 2014-VF2 Variable Funding Notes for the relevant Interest Accrual Period, and the Interest Payment Amount for the Series 2014-VF2 Notes, in the absence of
manifest error, will be final and binding. 
 Section 8. Increased Costs. 

(a) If any Regulatory Change or other requirement of any law, rule, regulation or order applicable to a Noteholder of a Series 2014-VF2
Variable Funding Note (a “Requirement of Law”) or any change in the interpretation or application thereof or compliance by such Noteholder with any request or directive (whether or not having the force of law) from any central bank
or other Governmental Authority made or that becomes effective subsequent to the date hereof: 
 (1) shall subject such
Noteholder to any tax of any kind whatsoever with respect to its Series 2014-VF2 Variable Funding Note (excluding income taxes, branch profits taxes, franchise taxes or similar taxes imposed on such Noteholder as a result of any present or former
connection between such Noteholder and the United States, other than any such connection arising solely from such Noteholder having executed, delivered or performed its obligations or received a payment under, or enforced, this Indenture Supplement
or any U.S. federal withholding taxes imposed under Code sections 1471 through 1474 as of the date of this Indenture Supplement (or any amended or successor version that is substantively comparable and not materially more onerous to comply with),
any regulations or official interpretations thereunder and any agreements entered into under section 1471(b) of the Code) or change the basis of taxation of payments to such Noteholder in respect thereof; or shall impose, modify or hold applicable
any 

  
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reserve, special deposit, compulsory loan or similar requirement against assets held by, deposits or other liabilities in or for the account of, advances, or other extensions of credit by, or any
other acquisition of funds by, any office of such Noteholder which is not otherwise included in the determination of the Note Interest Rate hereunder; or 

(2) shall impose, modify or hold applicable any reserve, special deposit, compulsory loan, insurance charge or similar
requirement against assets held by, deposits or other liabilities in or for the account of, advances, or credit extended or participated by, or any other acquisition of funds by, any office of such Noteholder which is not otherwise included in the
determination of the Note Interest Rate hereunder; or 
 (3) shall have the effect of reducing the rate of return on such
Noteholder’s capital or on the capital of such Noteholder’s holding company, if any, as a consequence of this Indenture Supplement, in the case of the Series 2014-VF2 Variable Funding Notes, the Barclays Note Purchase Agreement, or the
Series 2014-VF2 Variable Funding Notes to a level below that which such Noteholder or such Noteholder’s holding company could have achieved but for such Requirements of Law (other than any Regulatory Change, Requirement of Law, interpretation
or application thereof, request or directive with respect to taxes) (taking into consideration such Noteholder’s policies and the policies of such Noteholder’s holding company with respect to capital adequacy); or 

(4) shall impose on such Noteholder or the London interbank market any other condition, cost or expense (other than with
respect to taxes) affecting this Indenture Supplement, in the case of the Series 2014-VF2 Variable Funding Notes, the Barclays Purchase Agreement or the Series 2014-VF2 Variable Funding Notes or any participation therein; or 

(5) shall impose on such Noteholder any other condition; 

and the result of any of the foregoing is to increase the cost to such Noteholder, by an amount which such Noteholder deems to be material (collectively or
individually, “Increased Costs”), of continuing to hold its Series 2014-VF2 Variable Funding Note, of maintaining its obligations with respect thereto, or to reduce any amount due or owing hereunder in respect thereof, or to reduce the
amount of any sum received or receivable by such Noteholder (whether of principal, interest or any other amount) or (in the case of any change in a Requirement of Law regarding capital adequacy or liquidity requirements or in the interpretation or
application thereof or compliance by such Noteholder or any Person controlling such Noteholder with any request or directive regarding capital adequacy or liquidity requirements (whether or not having the force of law) from any Governmental or
quasi-Governmental Authority made subsequent to the date hereof) shall have the effect of reducing the rate of return on such Noteholder’s or such controlling Person’s capital as a consequence of its obligations as a Noteholder of a
Variable Funding Note to a level below that which such Noteholder or such controlling Person could have achieved but for such adoption, change or compliance (taking into consideration such Noteholder’s or such controlling Person’s policies
with respect to capital adequacy) by an 

  
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amount deemed by such Noteholder to be material, then, in any such case, such Noteholder shall invoice the Administrator for such additional amount or amounts as calculated by such Noteholder in
good faith as will compensate such Noteholder for such increased cost or reduced amount, and such invoiced amount shall be payable to such Noteholder on the Payment Date following the next Determination Date following such invoice, in accordance
with Section 4.5(a)(1)(ii) or Section 4.5(a)(2)(ii) of the Base Indenture, as applicable; provided, however, that any amount of Increased Costs in excess of the Increased Costs Limit shall be payable to such
Noteholder in accordance with Section 4.5(a)(1)(ix) or Section 4.5(a)(2)(iv) of the Base Indenture, as applicable. 

(b) Increased Costs payable under this Section 8 shall be payable on a Payment Date only to the extent invoiced to the Indenture
Trustee prior to the related Determination Date. 
 Section 9. Series Reports. 

(a) Series Calculation Agent Report. The Calculation Agent shall deliver a report of the following items together with each Calculation
Agent Report pursuant to Section 3.1 of the Base Indenture to the extent received from the Servicer, with respect to the Series 2014-VF2 Notes: 

(i) the Advance Ratio for each Designated Pool, and whether the Advance Ratio for such Designated Pool exceeds 100%; 

(ii) the Market Value Ratio for each Designated Pool, and whether the Market Value Ratio for such Designated Pool exceeds 25%;

 (iii) a list of each Target Amortization Event for the Series 2014-VF2 Notes and presenting a yes or no answer beside each
indicating whether each such Target Amortization Event has occurred as of the end of the Monthly Advance Collection Period preceding the upcoming Payment Date or the Advance Collection Period preceding the upcoming Interim Payment Date; 

(iv) whether any Receivable, or any portion of the Receivables, attributable to a Designated Pool, has a Collateral Value of
zero by virtue of the definition of “Collateral Value” or Section 4 of this Indenture Supplement; 

(v) a calculation of the Net Proceeds Coverage Percentage in respect of each of the three preceding Monthly Advance Collection
Periods (or each that has occurred since the date of this Indenture Supplement, if less than three), and the arithmetic average of the three; 

(vi) the Monthly Reimbursement Rate for the upcoming Payment Date or Interim Payment Date; 

(vii) whether any Target Amortization Amount that has become due and payable has been paid; 

  
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 (viii) the PSA Stressed Nonrecoverable Advance Amount for the upcoming Payment
Date or Interim Payment Date; and 
 (ix) the Trigger Advance Rate for each Class. 

In addition to the information provided in the above Calculation Agent Report, to the extent the following information is specifically
provided to the Calculation Agent by the Servicer, the Calculation Agent shall promptly, upon written request to the Calculation Agent, provide in the Calculation Agent Report such other financial or non-financial information, documents, records or
reports with respect to the Receivables or the condition or operations, financial or otherwise, of the Servicer. For the avoidance of doubt, the Calculation Agent shall not be responsible for reporting any written requests for reimbursement of
Fannie Mae Advances submitted to Fannie Mae by the Servicer, the Administrative Agent or any other Person. 
 (b) Series Payment Date
Report. In conjunction with each Payment Date Report, the Indenture Trustee shall also report the Stressed Time Percentage. 
 (c)
Limitation on Indenture Trustee Duties. The Indenture Trustee shall have no independent duty to verify: (1) Tangible Net Worth or (2) the occurrence of any of the events described in clause (B) of the definition of “Target
Amortization Event.” 
 Section 10. Conditions Precedent Satisfied. 

The Issuer hereby represents and warrants to the Noteholders of the Series 2014-VF2 Notes and the Indenture Trustee that, as of the related
Issuance Date, each of the conditions precedent set forth in the Base Indenture, including but not limited to those conditions precedent set forth in Section 6.10(b) and Article XII thereof, as applicable, have been satisfied. 

Section 11. Representations and Warranties. 

The Issuer, the Administrator, the Servicer and the Indenture Trustee hereby restate as of the related Issuance Date, or as of such other date
as is specifically referenced in the body of such representation and warranty, all of the representations and warranties set forth in Sections 9.1, 10.1 and 11.14, respectively, of the Base Indenture. 

Section 12. Amendments. 

(a) Notwithstanding any provisions to the contrary in Article XII of the Base Indenture but subject to the provisions set forth in Sections
12.1 and 12.3 of the Base Indenture, without the consent of the Noteholders of any Notes but with the consent of the Issuer (evidenced by its execution of such amendment), the Indenture Trustee, the Administrator, the Servicer, and the
Administrative Agent, and with prior notice to the applicable Note Rating Agency, at any time and from time to time, upon delivery of an Issuer Tax Opinion and upon delivery by the Issuer to the Indenture Trustee of an Officer’s Certificate to
the effect that the Issuer reasonably believes that such amendment will not have an Adverse Effect, may amend any Transaction Document for any of the following purposes: (i) to correct any mistake or typographical error or cure any ambiguity,
or to cure, correct or supplement any defective or inconsistent provision herein or any other Transaction Document; (ii) to take any action 

  
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necessary to maintain the rating currently assigned by the applicable Note Rating Agency and/or to avoid such Class of Notes being placed on negative watch by such Note Rating Agency; or
(iii) to amend any other provision of this Indenture Supplement. 
 (b) Notwithstanding any provisions to the contrary in
Section 6.10 or Article XII of the Base Indenture, no supplement, amendment or indenture supplement entered into with respect to the issuance of a new Series of Notes or pursuant to the terms and provisions of Section 12.2 of the Base
Indenture may, without the consent of the Series Required Noteholders, supplement, amend or revise any term or provision of this Indenture Supplement. 

(c) For the avoidance of doubt, the Issuer and the Administrator hereby covenant that the Issuer shall not issue any future Series of Notes
without designating an entity to act as “Administrative Agent” under the related Indenture Supplement with respect to such Series of Notes. 

Section 13. Counterparts. 

This Indenture Supplement may be executed in any number of counterparts, by manual or facsimile signature, each of which so executed shall be
deemed to be an original, but all of such counterparts shall together constitute but one and the same instrument. 
 Section 14.
Entire Agreement. 
 This Indenture Supplement, together with the Base Indenture incorporated herein by reference, constitutes the
entire agreement among the parties hereto with respect to the subject matter hereof, and fully supersedes any prior or contemporaneous agreements relating to such subject matter. 

Section 15. Limited Recourse. 

Notwithstanding any other terms of this Indenture Supplement, the Series 2014-VF2 Notes, any other Transaction Documents or otherwise, the
obligations of the Issuer under the Series 2014-VF2 Notes, this Indenture Supplement and each other Transaction Document to which it is a party are limited recourse obligations of the Issuer, payable solely from the Trust Estate, and following
realization of the Trust Estate and application of the proceeds thereof in accordance with the terms of this Indenture Supplement, none of the Noteholders of Series 2014-VF2 Notes, the Indenture Trustee or any of the other parties to the Transaction
Documents shall be entitled to take any further steps to recover any sums due but still unpaid hereunder or thereunder, all claims in respect of which shall be extinguished and shall not thereafter revive. No recourse shall be had for the payment of
any amount owing in respect of the Series 2014-VF2 Notes or this Indenture Supplement or for any action or inaction of the Issuer against any officer, director, employee, shareholder, stockholder or incorporator of the Issuer or any of their
successors or assigns for any amounts payable under the Series 2014-VF2 Notes or this Indenture Supplement. It is understood that the foregoing provisions of this Section 15 shall not (a) prevent recourse to the Trust Estate for the
sums due or to become due under any security, instrument or agreement which is part of the Trust Estate or (b) save as specifically provided therein, constitute a waiver, release or discharge of any indebtedness or obligation evidenced by the
Series 2014-VF2 Notes or secured by this Indenture Supplement. It is further understood that 

  
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the foregoing provisions of this Section 15 shall not limit the right of any Person to name the Issuer as a party defendant in any proceeding or in the exercise of any other remedy
under the Series 2014-VF2 Notes or this Indenture Supplement, so long as no judgment in the nature of a deficiency judgment or seeking personal liability shall be asked for or (if obtained) enforced against any such Person or entity. 

Section 16. Owner Trustee Limitation of Liability. 

It is expressly understood and agreed by the parties hereto that (a) this Indenture Supplement is executed and delivered by Wilmington
Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer under the Trust Agreement, in the exercise of the powers and authority conferred and vested in it, (b) each of the representations,
undertakings and agreements herein made on the part of the Issuer is made and intended not as a personal representation, undertaking and agreement by Wilmington Trust, National Association, but is made and intended for the purpose of binding only
the Issuer, (c) nothing herein contained shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein, all such
liability, if any, being expressly waived by the parties hereto and by any Person claiming by, through or under the parties hereto and (d) under no circumstances shall Wilmington Trust, National Association, be personally liable for the payment
of any indebtedness or expenses of the Issuer or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Indenture Supplement or the other Transaction Documents. 

  
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 IN WITNESS WHEREOF, the undersigned have caused this Indenture Supplement to be duly
executed by their respective signatories thereunto all as of the day and year first above written. 
  

					
	GREEN TREE AGENCY ADVANCE FUNDING TRUST I, as Issuer
	
	By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee
			
		 	By:	 	 /s/ Dorri Costello

			
		 	Name:	 	Dorri Costello
			
		 	Title:	 	Assistant Vice President



  
 [Signature Page to
Indenture Supplement –Green Tree Agency Advance Funding Trust I, Series 2014-VF2 Notes] 








 
					
	 GREEN TREE SERVICING LLC,
 as
Administrator and as Servicer

			
		 	By:	 	 /s/ Cheryl A. Collins

			
		 	Name:	 	Cheryl A. Collins
			
		 	Title:	 	SVP & Treasurer



  
 [Signature Page to
Indenture Supplement –Green Tree Agency Advance Funding Trust I, Series 2014-VF2 Notes] 








 
					
	WELLS FARGO BANK, N.A., as Indenture Trustee, Calculation Agent, Paying Agent and Securities Intermediary and not in its individual capacity
			
		 	By:	 	 /s/ Mark DeFabio

			
		 	Name:	 	Mark DeFabio
			
		 	Title:	 	Vice President



  
 [Signature Page to
Indenture Supplement –Green Tree Agency Advance Funding Trust I, Series 2014-VF2 Notes] 








 
					
	 BARCLAYS BANK PLC,
 as
Administrative Agent

			
		 	By:	 	 /s/ Joseph O’Doherty

			
		 	Name:	 	Joseph O’Doherty
			
		 	Title:	 	Managing Director



  
 [Signature Page to
Indenture Supplement –Green Tree Agency Advance Funding Trust I, Series 2014-VF2 Notes] 








 SCHEDULE 1 

SERIES 2014-VF2 RESERVE ACCOUNT 
 If to the
Series 2014-VF2 Reserve Account: 
  

			
	Name of Bank:	  	Wells Fargo Bank, N.A.
	ABA Number of Bank:	  	121000248
	Name of Account:	  	Corporate Trust Clearing
	Account Number at Bank:	  	397 077 1416
	For Further Credit To:	  	48382808