|
SEVENTH AMENDMENT TO
AMENDED AND RESTATED CREDIT AGREEMENT
THIS
SEVENTH AMENDMENT, dated as of March 27, 2008, amends and
modifies a certain Amended and Restated Credit Agreement, dated as
of November 16, 2005, as amended by Amendments dated as of
December 5, 2005, December 14, 2005, March 15, 2006,
July 24, 2006, November 30, 2006 and November 30, 2007
(as so amended, the “Credit Agreement”), between MMA
MORTGAGE INVESTMENT CORPORATION (the “Borrower”) and
U.S. BANK NATIONAL ASSOCIATION (the “Bank”). Terms not
otherwise expressly defined herein shall have the meanings set
forth in the Credit Agreement.
FOR VALUE
RECEIVED, the Borrower and the Bank agree that the Credit Agreement
is amended as follows.
ARTICLE I —
AMENDMENTS TO THE CREDIT AGREEMENT
1.1
Termination Date . The Definition of “Termination
Date” in Section 1.1 is amended to read as follows:
"'
Termination Date ‘: the earliest of (i) the date
on which the Bank terminates the Commitments pursuant to
Section 5.2 hereof, (ii) the date on which the
Commitments are reduced to $0 and all Advances repaid, as provided
in Section 2.9(a) , and (ii) April 30,
2008.”
The Borrower acknowledges
that the full aging periods set forth in Section 2.5(b) may
not elapse prior to the Termination Date and that the Advances and
the Notes shall be due and payable on the Termination Date without
regard to such further aging periods.
1.2
Liquidity .
(a) A
definition of “Liquidity” is added to Section 1.1,
and shall read as follows:
"'
Liquidity ’ means the total of:
(a) 70% of the remainder of (i) the Fair Market Value of
the Borrower’s Servicing Portfolio (as ‘Fair Market
Value’ is defined in and determined under the definition of
‘Tangible Net Worth’), minus (ii) the amount of
any Indebtedness that is secured by a lien or security interest
covering servicing rights in the Borrower’s Servicing
Portfolio, including the Fannie Mae Advances; plus
(b) the excess of the Borrower’s Permitted Investments
over outstanding Investment Advances hereunder, provided that such
Permitted Investments shall not be subject to any lien or security
interest except that in favor of the Bank; plus
(c) the excess of (i) the aggregate amount of Advances
that the Borrower could borrow under this Agreement, consistent
with all requirements of this Agreement, assuming no further
Collateral or financed Mortgage Loans or other assets were
delivered hereunder, over (ii) the aggregate amount of
Advances actually outstanding under this Agreement.”
(b) Section 4.14 is added after Section 4.13, and
shall read as follows:
“4.14
Liquidity . Maintain Liquidity of not less than $40,000,000
at all times.”
(c) The form of Compliance Certificate is amended by adding a
calculation of Liquidity as set forth on Exhibit A to this
Amendment.
1.3
Interest . Interest . Section 2.7 is amended to
read as follows:
“2.7
Interest . Interest on Advances shall accrue at whichever of
the following fluctuating rates per annum is designated by the
Borrower at the time each such Advance is made:
(a) For all Advances, unless Section 2.7(b)
applies:
(i) for Balance Supported Advances the following, subject to
adjustment as provided in Section 2.8 :
(1) 1.000% for Revolving Advances that are Investment
Advances;
(2) 2.000% for Revolving Advances that are Bridge
Advances;
(3) 1.125% for Revolving Advances that are Warehousing
Advances; and
(4) 1.50% for Fannie Mae Advances.
The Bank
shall determine, and shall notify the Borrower of the amount of the
Advances deemed to be Balance Supported Advances on a monthly
basis.
(ii) for all Advances that are not Balance Supported Advances
either (x) the Prime Rate per annum, or (y) the Floating
LIBOR Rate, plus (for interest determined under this subparagraph
(y) only):
(1) 1.000% for Revolving Advances that are Investment
Advances;
(2) 2.000% for Revolving Advances that are Bridge Advances;
and
(3
| 
