Exhibit 10.1
November 30, 2007
NovaStar Mortgage, Inc.
NovaStar Certificates Financing LLC
NovaStar Certificates Financing Corporation
NFI Repurchase Corporation
NMI Repurchase Corporation
NMI Property Financing, Inc.
HomeView Lending, Inc.
NovaStar Financial, Inc.
NFI Holding Corporation
8140 Ward Parkway,
Suite 300
Kansas City, Missouri 64114
Re:
Master Repurchase Agreements Waiver
Reference is made to those certain Master Repurchase
Agreements listed on
Schedule I attached hereto (the "
Agreements
"). Capitalized terms used in this
letter agreement without definition have the meanings ascribed
to them in the
Agreements.
Effective as of the date hereof and until December 7, 2007
and subject to
the limitations set forth herein, each Buyer hereby:
1. Agrees not to enforce the requirements for NovaStar
Financial, Inc.
("NFI") to maintain a required Adjusted Tangible Net
Worth under the
Agreements;
2. Waives any breach and/or any event of default that
would otherwise
arise under the Agreements solely as a result of the
failure of NFI to
have the required Adjusted Tangible Net Worth
specified in the
Agreements; or
3. Agrees that in the Monthly Certificates delivered by
NFI, NFI may
carve-out the certification solely relating to the
Adjusted Tangible
Net Worth for the previous month and each Buyer
hereby waives any
breach and/or event of default that would otherwise
arise under the
Agreements as a result of such carve-out from
the Monthly
Certifications.
Notwithstanding anything to the contrary herein, all parties
bound herein
acknowledge and agree that the Buyers, shall retain all rights
and remedies in
order to enforce any Event of Default or other breach
contemplated by the
Agreements.
Notwithstanding the occurrence and continuance of the
NFI's failure to
maintain the required Adjusted Tangible Net Worth under the
Agreements described
above, each Buyer is willing to waive certain of its rights;
provided that each
Buyer reserves the right to unilaterally terminate this letter
agreement on or
prior to December 7, 2007, without notice to any party,
based upon the
occurrence of any Event of Default or breach that occurs under the
Agreements on
or after the date hereof other than the Event of Default expressly
waived by the
Buyers herein. Either Buyer's exercise of the right to
terminate this letter
agreement shall be effective as to both Buyers.
Each Buyer hereby expressly reserves all other rights
and remedies
available to it under the Agreements, and all rights, remedies,
obligations, and
liabilities created or evinced thereby with respect to future
breaches of, or
Defaults or Events of Default under, the Agreements. Except as
stated herein,
the Buyers shall not be deemed to have waived or modified any
of its rights
hereunder or under any other agreement, instrument or paper
signed by NovaStar
Mortgage, Inc., NovaStar Certificates Financing LLC, NovaStar
Certificates
Financing Corporation, NFI Repurchase Corporation, NMI Repurchase
Corporation,
NMI Property Financing, Inc., HomeView Lending, Inc., NFI
and NFI Holding
Corporation (collectively, the "NovaStar Parties") unless
such waiver or
modification is in writing and signed by the Buyers.
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