Exhibit 10.3
April 30, 2008
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 May 29, 2008 (the
"Waiver
Period") and subject to the limitations set forth herein, each
Buyer hereby:
A. 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.
B. 1. Agrees, during the Waiver Period, not to enforce the
requirement
that NovaStar Financial, Inc. ("NFI") maintain
Liquidity in an
amount not less than $30,000,000 as specified under
the
Wachovia NovaStar TNW
Waiver 5-29-08
Agreements; provided that NFI agrees to maintain
Liquidity
(taking into account required haircuts) in an amount
not less
than $5,500,000;
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 maintain Liquidity in an amount
not less than
$30,000,000 during the Waiver Period; provided that
NFI maintains
Liquidity in an amount not less than $5,500,000
during the Waiver
Period;
3. Agrees that in the Monthly Certificates delivered by
NFI during
the Waiver Period, NFI may carve-out from the
certification the
requirement to maintain Liquidity in an amount not
less than
$30,000,000 for the previous month; provided that
NFI shall
maintain Liquidity in an amount not less than
$5,500,000 for such
month and shall certify that it has maintained such
amount in the
Monthly Certification.
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 NFI's
failureto maintain
the required Adjusted Tangible Net Worth or maintenance of
Liquidity 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 May 29, 2008, 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
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