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Caliber Home Loans, Inc. – IPO: ‘S-1/A’ on 10/6/20 – ‘EX-10.107’

On:  Tuesday, 10/6/20, at 5:39pm ET   ·   As of:  10/7/20   ·   Accession #:  1193125-20-264871   ·   File #:  333-249240

Previous ‘S-1’:  ‘S-1’ on 10/2/20   ·   Next:  ‘S-1/A’ on 10/21/20   ·   Latest:  ‘S-1/A’ on 1/21/21   ·   3 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

10/07/20  Caliber Home Loans, Inc.          S-1/A      10/06/20  101:13M                                    Donnelley … Solutions/FA

Initial Public Offering (IPO):  Pre-Effective Amendment to Registration Statement (General Form)   —   Form S-1   —   SA’33
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-1/A       Pre-Effective Amendment to Registration Statement   HTML    119K 
                (General Form)                                                   
 2: EX-5.1      Opinion of Counsel re: Legality                     HTML     28K 
88: EX-10.100   Material Contract                                   HTML    186K 
89: EX-10.101   Material Contract                                   HTML     30K 
90: EX-10.102   Material Contract                                   HTML     28K 
91: EX-10.103   Material Contract                                   HTML    402K 
92: EX-10.104   Material Contract                                   HTML     37K 
93: EX-10.105   Material Contract                                   HTML     68K 
94: EX-10.106   Material Contract                                   HTML    461K 
95: EX-10.107   Material Contract                                   HTML     30K 
96: EX-10.108   Material Contract                                   HTML    116K 
97: EX-10.109   Material Contract                                   HTML    257K 
98: EX-10.110   Material Contract                                   HTML    991K 
99: EX-10.111   Material Contract                                   HTML     56K 
100: EX-10.112   Material Contract                                   HTML     53K  
101: EX-10.113   Material Contract                                   HTML     44K  
 3: EX-10.14    Material Contract                                   HTML    398K 
 4: EX-10.15    Material Contract                                   HTML    333K 
 5: EX-10.16    Material Contract                                   HTML     90K 
 6: EX-10.17    Material Contract                                   HTML     66K 
 7: EX-10.18    Material Contract                                   HTML    395K 
 8: EX-10.19    Material Contract                                   HTML     36K 
 9: EX-10.20    Material Contract                                   HTML     32K 
10: EX-10.21    Material Contract                                   HTML     31K 
11: EX-10.22    Material Contract                                   HTML     32K 
12: EX-10.23    Material Contract                                   HTML     38K 
13: EX-10.24    Material Contract                                   HTML     48K 
14: EX-10.25    Material Contract                                   HTML     37K 
15: EX-10.26    Material Contract                                   HTML     55K 
16: EX-10.27    Material Contract                                   HTML     44K 
17: EX-10.28    Material Contract                                   HTML     41K 
18: EX-10.29    Material Contract                                   HTML     32K 
19: EX-10.30    Material Contract                                   HTML    298K 
20: EX-10.31    Material Contract                                   HTML     37K 
21: EX-10.32    Material Contract                                   HTML     34K 
22: EX-10.33    Material Contract                                   HTML    369K 
23: EX-10.34    Material Contract                                   HTML     67K 
24: EX-10.35    Material Contract                                   HTML     31K 
25: EX-10.36    Material Contract                                   HTML     31K 
26: EX-10.37    Material Contract                                   HTML     38K 
27: EX-10.38    Material Contract                                   HTML     49K 
28: EX-10.39    Material Contract                                   HTML     51K 
29: EX-10.40    Material Contract                                   HTML     49K 
30: EX-10.41    Material Contract                                   HTML     42K 
31: EX-10.42    Material Contract                                   HTML     32K 
32: EX-10.43    Material Contract                                   HTML     48K 
33: EX-10.44    Material Contract                                   HTML     36K 
34: EX-10.45    Material Contract                                   HTML    453K 
35: EX-10.46    Material Contract                                   HTML     28K 
36: EX-10.47    Material Contract                                   HTML     42K 
37: EX-10.48    Material Contract                                   HTML     31K 
38: EX-10.49    Material Contract                                   HTML     32K 
39: EX-10.50    Material Contract                                   HTML     36K 
40: EX-10.51    Material Contract                                   HTML     31K 
41: EX-10.52    Material Contract                                   HTML     40K 
42: EX-10.53    Material Contract                                   HTML    528K 
43: EX-10.54    Material Contract                                   HTML     32K 
44: EX-10.55    Material Contract                                   HTML     49K 
45: EX-10.56    Material Contract                                   HTML     31K 
46: EX-10.57    Material Contract                                   HTML     29K 
47: EX-10.58    Material Contract                                   HTML     34K 
48: EX-10.59    Material Contract                                   HTML     31K 
49: EX-10.60    Material Contract                                   HTML     30K 
50: EX-10.61    Material Contract                                   HTML     43K 
51: EX-10.62    Material Contract                                   HTML     34K 
52: EX-10.63    Material Contract                                   HTML     34K 
53: EX-10.64    Material Contract                                   HTML    660K 
54: EX-10.65    Material Contract                                   HTML     30K 
55: EX-10.66    Material Contract                                   HTML     66K 
56: EX-10.67    Material Contract                                   HTML    125K 
57: EX-10.68    Material Contract                                   HTML     28K 
58: EX-10.69    Material Contract                                   HTML     84K 
59: EX-10.70    Material Contract                                   HTML     45K 
60: EX-10.71    Material Contract                                   HTML     39K 
61: EX-10.72    Material Contract                                   HTML     86K 
62: EX-10.73    Material Contract                                   HTML     48K 
63: EX-10.74    Material Contract                                   HTML    412K 
64: EX-10.76    Material Contract                                   HTML    370K 
65: EX-10.77    Material Contract                                   HTML     50K 
66: EX-10.78    Material Contract                                   HTML     30K 
67: EX-10.79    Material Contract                                   HTML     34K 
68: EX-10.80    Material Contract                                   HTML     33K 
69: EX-10.81    Material Contract                                   HTML     52K 
70: EX-10.82    Material Contract                                   HTML     32K 
71: EX-10.83    Material Contract                                   HTML     36K 
72: EX-10.84    Material Contract                                   HTML     30K 
73: EX-10.85    Material Contract                                   HTML     30K 
74: EX-10.86    Material Contract                                   HTML     29K 
75: EX-10.87    Material Contract                                   HTML     32K 
76: EX-10.88    Material Contract                                   HTML     32K 
77: EX-10.89    Material Contract                                   HTML     45K 
78: EX-10.90    Material Contract                                   HTML     42K 
79: EX-10.91    Material Contract                                   HTML    413K 
80: EX-10.92    Material Contract                                   HTML     41K 
81: EX-10.93    Material Contract                                   HTML     32K 
82: EX-10.94    Material Contract                                   HTML     39K 
83: EX-10.95    Material Contract                                   HTML     36K 
84: EX-10.96    Material Contract                                   HTML    664K 
85: EX-10.97    Material Contract                                   HTML     38K 
86: EX-10.98    Material Contract                                   HTML     38K 
87: EX-10.99    Material Contract                                   HTML    350K 


‘EX-10.107’   —   Material Contract


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



  EX-10.107  

Exhibit 10.107

CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED.

EXECUTION VERSION

AMENDMENT NO. 1 TO

SECOND AMENDED AND RESTATED CREDIT AGREEMENT

This AMENDMENT NO. 1, dated as of January 28, 2020 (this “Amendment”), to the SECOND AMENDED AND RESTATED CREDIT AGREEMENT (the “Agreement”), dated as of July 10, 2019, is by and among CALIBER HOME LOANS, INC., as borrower (the “Borrower”), GOLDMAN SACHS BANK USA, as administrative agent (the “Administrative Agent”) for the financial institutions that may from time to time become parties the Agreement (each such financial institution, a “Lender”, and collectively, the “Lenders”) and GOLDMAN SACHS BANK USA, as majority lender (the “Majority Lender”) under the Agreement.

WHEREAS, the Administrative Agent, the Borrower and the Majority Lender desire to amend Schedule III to the Agreement to add an additional valuation service provider as a “Valuation Agent” under the Agreement;

WHEREAS, pursuant to the definition of “Valuation Agent” set forth in the Agreement, Schedule III may be amended from time to time by the Administrative Agent, the Borrower and the Majority Lender;

NOW, THEREFORE, the parties hereto agree as follows:

SECTION 1. Effectiveness of this Amendment. This Amendment will be effective as of the date hereof.

SECTION 2. Definitions. For all purposes of this Amendment, all capitalized terms used herein without definition shall have the meanings set forth or referred to in the Agreement.

SECTION 3. Amendments. As of the date of this Amendment, Schedule III to the Agreement shall be amended by adding [***] as a Valuation Agent.

SECTION 4. Notice of Amendment; Delivery of Copies of Executed Amendment; Other Lenders. The Administrative Agent provided Freddie Mac with notice of this Amendment, and shall provide each Lender and Freddie Mac with a fully executed copy of this Amendment upon the execution and delivery of counterparts of this Amendment by the parties hereto, all as required pursuant to Section 4(b)(i) of the Freddie Mac Acknowledgement Agreement.

SECTION 5. Reference to and Effect. All references in the Agreement to itself shall be deemed to refer to such Agreement as modified and supplemented by this Amendment. As modified by this Amendment, the Agreement is in all respects ratified and confirmed and the Agreement as so modified by this Amendment shall be read, taken, and construed as one and the same instrument.


SECTION 6. No Other Amendments. Except as expressly amended hereby, the Agreement is hereby ratified and confirmed and shall remain in full force and effect in accordance with its terms, without any waiver, amendment or modification of any provision thereof.

SECTION 7. Execution in Counterparts. This Amendment may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Amendment by facsimile or by e-mail in portable document format (.pdf) shall be effective as delivery of a manually executed counterpart of this Amendment.

SECTION 8. Severability of Provisions. If any one or more of the covenants, agreements, provisions or terms of this Amendment shall be for any reason whatsoever held invalid, then, such covenants, agreements, provisions or terms shall be deemed severable from the remaining covenants, agreements, provisions or terms of this Amendment and such Agreement and shall in no way affect the validity or enforceability of the other provisions of this Amendment.

SECTION 9. Governing Law. THIS AMENDMENT SHALL, IN ACCORDANCE WITH SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW OF THE STATE OF NEW YORK, BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO CONFLICTS OF LAW PRINCIPLES THEREOF THAT WOULD CALL FOR THE APPLICATION OF THE LAWS OF ANY OTHER JURISDICTION.

SECTION 10. Successors and Assigns Bound. This Amendment shall be binding upon and inure to the benefit of the parties and their respective legal representatives, permitted successors and permitted assigns.

SECTION 11. Further Modifications. No modification, amendment, extension, discharge, termination or waiver of any provision of this Amendment nor consent to any departure by the parties to this Amendment therefrom, shall in any event be effective unless the same shall be in writing signed by the party against whom enforcement is sought, and then such modification, amendment, extension, discharge, termination, waiver or consent shall be effective only in the specific instance, and for the purpose, for which given.

[SIGNATURE PAGE FOLLOWS]

 

-2-


IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their respective officers thereunto duly authorized, as of the date first above written.

 

CALIBER HOME LOANS, INC.

 

By:  

/s/ Glenn Minkoff

 

Name: GLENN MINKOFF

 

Title: SENIOR VICE PRESIDENT

GS-CALIBER: Amendment No. 1 to Second Amended and Restated Credit Agreement


GOLDMAN SACHS BANK USA, as Administrative Agent

 

By:

 

/s/ Bryan Holt

 

Name: Bryan Holt

 

Title: Authorized Person

GS-CALIBER: Amendment No. 1 to Second Amended and Restated Credit Agreement


GOLDMAN SACHS BANK USA, as Majority Lender

 

By:

 

/s/ Bryan Holt

  Name: Bryan Holt
  Title: Authorized Person

GS-CALIBER: Amendment No. 1 to Second Amended and Restated Credit Agreement


Dates Referenced Herein

This ‘S-1/A’ Filing    Date    Other Filings
Filed as of:10/7/20None on these Dates
Filed on:10/6/20
1/28/20
7/10/19
 List all Filings 


2 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 1/21/21  Caliber Home Loans, Inc.          S-1/A                 11:8.7M                                   Donnelley … Solutions/FA
10/21/20  Caliber Home Loans, Inc.          S-1/A                 18:9.5M                                   Donnelley … Solutions/FA


1 Previous Filing that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

10/02/20  Caliber Home Loans, Inc.          S-1        10/01/20   16:7.6M                                   Donnelley … Solutions/FA
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Filing Submission 0001193125-20-264871   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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