Attached files
| file | filename |
|---|---|
| EX-32.1 - EX-32.1 - Rocket Companies, Inc. | a321-rocketcompaniesincex3.htm |
| EX-32.2 - EX-32.2 - Rocket Companies, Inc. | a322-rocketcompaniesincex3.htm |
| EX-31.2 - EX-31.2 - Rocket Companies, Inc. | a312-rocketcompaniesincex3.htm |
| EX-31.1 - EX-31.1 - Rocket Companies, Inc. | a311-rocketcompaniesincex3.htm |
| EX-10.8 - EX-10.8 - Rocket Companies, Inc. | a108-rocketcompaniesincex1.htm |
| EX-10.7 - EX-10.7 - Rocket Companies, Inc. | a107-rocketcompaniesincex1.htm |
| EX-10.6 - EX-10.6 - Rocket Companies, Inc. | a106-rocketcompaniesincex1.htm |
| EX-10.5 - EX-10.5 - Rocket Companies, Inc. | a105-rocketcompaniesincex1.htm |
| EX-10.4 - EX-10.4 - Rocket Companies, Inc. | a104-rocketcompaniesincex1.htm |
| EX-10.3 - EX-10.3 - Rocket Companies, Inc. | a103-rocketcompaniesincex1.htm |
| EX-10.2 - EX-10.2 - Rocket Companies, Inc. | a102-rocketcompaniesincex1.htm |
| 10-Q - 10-Q - Rocket Companies, Inc. | rkt-20210630.htm |
Exhibit 10.1
EXECUTION COPY
AMENDMENT NO. 11
TO MASTER REPURCHASE AGREEMENT
TO MASTER REPURCHASE AGREEMENT
Amendment No. 11 to Master Repurchase Agreement, dated as of April 22, 2021 (this “Amendment”), by and between Bank of America, N.A. (“Buyer”) and Quicken Loans, LLC (“Seller”).
RECITALS
Buyer and Seller are parties to that certain Master Repurchase Agreement, dated as of October 16, 2015 (as amended, restated, supplemented or otherwise modified from time to time, the “Existing Master Repurchase Agreement”; and as further amended by this Amendment, the “Master Repurchase Agreement”).
Buyer and Seller have agreed, subject to the terms and conditions of this Amendment, that the Existing Master Repurchase Agreement be amended to reflect certain agreed upon revisions to the terms of the Existing Master Repurchase Agreement.
Accordingly, Buyer and Seller hereby agree, in consideration of the mutual promises and mutual obligations set forth herein, that the Existing Master Repurchase Agreement is hereby amended as follows:
Section 1.Regulation W. Article 10 of the Existing Master Repurchase Agreement is hereby amended by adding the following new section to the end thereof:
10.11 Regulation W. Seller shall not use the proceeds from the transfer of funds from Buyer to Seller to effect transactions with any affiliate (as defined in 12 CFR §223.2 or 12 USC §371c) of Buyer.
Section 2.Fees and Expenses. Seller hereby agrees to pay to Buyer, on demand, any and all reasonable fees, costs and expenses (including reasonable fees and expenses of counsel) incurred by Buyer in connection with the development, preparation and execution of this Amendment, irrespective of whether any transactions hereunder are executed.
Section 3.Conditions Precedent. This Amendment shall become effective as of the date hereof upon Buyer’s receipt of this Amendment, executed and delivered by a duly authorized officer of Buyer and Seller.
Section 4.Limited Effect. Except as expressly amended and modified by this Amendment, the Existing Master Repurchase Agreement shall continue to be, and shall remain, in full force and effect in accordance with its terms.
Section 5.Counterparts. This Amendment and any document, amendment, approval, consent, information, notice, certificate, request, statement, disclosure or authorization related to this Amendment (each a “Communication”) may be in the form of an Electronic Record and may be executed using Electronic Signatures (including, without limitation, facsimile
LEGAL02/40111325v2
and .pdf) and shall be considered an original, and shall have the same legal effect, validity and enforceability as a paper record. This Amendment may be executed simultaneously in as many counterparts as necessary or convenient, including both paper and electronic counterparts, but each counterpart shall be deemed to be an original and all such counterparts shall constitute one and the same agreement. For the avoidance of doubt, the authorization under this paragraph may include, without limitation, use or acceptance by Buyer of a manually signed paper Communication which has been converted into electronic form (such as scanned into PDF format), or an electronically signed Communication converted into another format, for transmission, delivery and/or retention. Electronic Signatures and facsimile signatures shall be deemed valid and binding to the same extent as the original. For purposes hereof, “Electronic Record” and “Electronic Signature” shall have the meanings assigned to them, respectively, by 15 USC §7006, as it may be amended from time to time.
Section 6.Severability. Each provision and agreement herein shall be treated as separate and independent from any other provision or agreement herein and shall be enforceable notwithstanding the unenforceability of any such other provision or agreement.
Section 7.GOVERNING LAW. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAWS (OTHER THAN SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW).
[SIGNATURE PAGE FOLLOWS]
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LEGAL02/40111325v2
IN WITNESS WHEREOF, the parties have caused their names to be signed hereto by their respective officers thereunto duly authorized as of the day and year first above written.
BANK OF AMERICA, N.A., as Buyer
By: /s/ Adam Robitshek
Name: Adam Robitshek
Title: Director
Name: Adam Robitshek
Title: Director
QUICKEN LOANS, LLC, as Seller
DocuSigned by:
/s/ Robert P. Wilson
CC8E1688430845
Name: Robert Wilson
Title: Treasurer
Name: Robert Wilson
Title: Treasurer
Signature Page to Amendment No. 11 to Master Repurchase Agreement (BANA/Quicken)