HEREBY IRREVOCABLY
AND UNCONDITIONALLY WAIVES ALL RIGHT TO SETOFF THAT IT MAY HAVE UNDER CONTRACT
(INCLUDING THIS AGREEMENT), APPLICABLE LAW, IN EQUITY OR OTHERWISE WITH RESPECT
TO ANY FUNDS OR MONIES OF BUYER (OR ANY DISCLOSED PRINCIPAL FOR WHICH BUYER IS
ACTING AS AGENT) AT ANY TIME HELD BY OR IN THE POSSESSION OF SELLER.
SELLER AGREES THAT BUYER MAY SETOFF ANY FUNDS OR MONIES OF SELLER AT ANY TIME
HELD BY OR IN THE POSSESSION OF BUYER, WHETHER IN CONNECTION WITH THIS AGREEMENT
OR OTHERWISE, AGAINST ANY AMOUNTS SELLER OWES TO BUYER PURSUANT TO THE TERMS OF
THIS AGREEMENT OR ANY OTHER TRANSACTION DOCUMENT.
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31.
WAIVER OF SPECIAL DAMAGES.
SELLER WAIVES, TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW, ANY RIGHT SELLER
MAY HAVE TO CLAIM OR RECOVER FROM BUYER IN ANY LEGAL ACTION OR PROCEEDING ANY
SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES.
32.
USA PATRIOT ACT NOTIFICATION.
THE FOLLOWING NOTIFICATION IS PROVIDED TO BORROWER PURSUANT TO SECTION 326 OF
THE USA PATRIOT ACT OF 2001, 31 U.S.C. SECTION 5318:
IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT.
TO HELP THE
GOVERNMENT FIGHT THE FUNDING OF TERRORISM AND MONEY LAUNDERING ACTIVITIES,
FEDERAL LAW REQUIRES ALL FINANCIAL INSTITUTIONS TO OBTAIN, VERIFY, AND RECORD
INFORMATION THAT IDENTIFIES EACH PERSON OR ENTITY THAT OPENS AN ACCOUNT,
INCLUDING ANY DEPOSIT ACCOUNT, TREASURY MANAGEMENT ACCOUNT, LOAN, OTHER
EXTENSION OF CREDIT, OR OTHER FINANCIAL SERVICES PRODUCT. WHAT THIS MEANS FOR
SELLER:
WHEN SELLER OPENS AN ACCOUNT, IF SELLER IS AN INDIVIDUAL, BUYER WILL
ASK FOR SELLER'S NAME, TAXPAYER IDENTIFICATION NUMBER, RESIDENTIAL ADDRESS, DATE
OF BIRTH, AND OTHER INFORMATION THAT WILL ALLOW BUYER TO IDENTIFY SELLER, AND IF
SELLER IS NOT AN INDIVIDUAL, BUYER WILL ASK FOR SELLER'S NAME, TAXPAYER
IDENTIFICATION NUMBER, BUSINESS ADDRESS, AND OTHER INFORMATION THAT WILL ALLOW
BUYER TO IDENTIFY SELLER.
BUYER MAY ALSO ASK, IF SELLER IS AN INDIVIDUAL, TO
SEE SELLER'S DRIVER'S LICENSE OR OTHER IDENTIFYING DOCUMENTS, AND IF SELLER IS
NOT AN INDIVIDUAL TO SEE SELLER'S LEGAL ORGANIZATIONAL DOCUMENTS OR OTHER
IDENTIFYING DOCUMENTS.
[Remainder of page intentionally blank.]
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly
executed and delivered as of the day and year first above written.
JPMORGAN CHASE BANK, N.A.
By:
/s/ Ken Brock
Name:
Ken Brock
Title:
Senior Vice President
HOME LOAN CENTER, INC.
By:
/s/ Rian Furey
Name:
Rian Furey
Title:
Senior Vice President
Signature Page to
Master Repurchase Agreement