Amendments to Master Repurchase Agreement. Buyer and Seller hereby agree, effective as of the date set forth above, to the following amendments to the Mater Repurchase Agreement:

Repurchase Agreement. It is expressly stipulated to be the intent of [[Organization C:Organization]] and [[Organization B:Organization]], and understood and agreed by [[Organization C:Organization]] and [[Organization B:Organization]], that # this Agreement constitutes a “repurchase agreement” under Section 101(47) of the Bankruptcy Code and # pursuant to Sections 362(b), 555 and 559 of the Bankruptcy Code, the rights of [[Organization C:Organization]] under this Agreement related to the sale and repurchase of Mortgage Loans (including, the rights of [[Organization C:Organization]] hereunder, upon the occurrence of an Event of Default, to liquidate and/or foreclose on the Mortgage Loans in which it holds Participation Interests) shall not be stayed, avoided or otherwise limited by the operation of any provision of the Bankruptcy Code.

The Seller, U.S. Bank, and the Agent are parties to a Master Repurchase Agreement dated as of November 12, 2008, as amended by a First Amendment to Master Repurchase Agreement dated as of October 29, 2009, a Second Amendment to Master Repurchase Agreement dated as of October 21, 2010, a Third Amendment to Master Repurchase Agreement dated as of September 14, 2011, a Fourth Amendment to Master Repurchase Agreement dated as of September 29, 2011, a Fifth Amendment to Master Repurchase Agreement dated as of January 31, 2012, a Sixth Amendment to Master Repurchase Agreement dated as of September 21, 2012, a Seventh Amendment to Master Repurchase Agreement dated as of December 21, 2012, an Eighth Amendment to Master Repurchase Agreement dated as of September 20, 2013, a Ninth Amendment to Master Repurchase Agreement dated as of December 31, 2013 and a Tenth Amendment to Master Repurchase Agreement dated as of September 19, 2014 (as further amended, restated or otherwise modified from time to time, the “Repurchase Agreement”).

The Master Services Agreement. As a general form of contract, this Agreement allows the Parties to contract multiple projects through the issuance of different Work Orders (each a “Work Order”) without having to renegotiate the basic terms and conditions contained in this Agreement. This Agreement does not obligate the Parties to enter into any Work Order. Unless the Parties expressly state otherwise in a Work Order, the terms and conditions of this Agreement shall govern the Services provided by WuXi ATU under any Work Order. This Agreement will not be effective until it (or a counterpart of it) has been signed on behalf of both Parties.

The terms and provisions of the Original Master Repurchase Agreement shall be amended and restated in their entirety by the terms and provisions of this Agreement. This Agreement is not intended to, and shall not, effect a novation of any of the obligations of the parties to the Original Master Repurchase Agreement, but merely an amendment and restatement of the terms governing such obligations. Each reference to the Original Master Repurchase Agreement in any other document, instrument or agreement shall mean and be a reference to this Agreement, and this Agreement shall supersede the Original Master Repurchase Agreement in all respects.

AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT

Reference to Repurchase Agreement. Each of the Repurchase Documents, including the Repurchase Agreement and any and all other agreements, documents, or instruments now or hereafter executed and delivered pursuant to the terms hereof or pursuant to the terms of the Repurchase Agreement as amended hereby, is hereby amended so that any reference in such Repurchase Document to the Repurchase Agreement refers to the Repurchase Agreement as amended and modified hereby.

Signature Page to Amended and Restated Master Repurchase and Securities Contract Agreement

Reference is hereby made to [Article 14(k)] of the Amended and Restated Master Repurchase and Securities Contract Agreement, dated as of March 7, 2022 (the “Master Repurchase and Securities Contract Agreement”), by and among [[Administrative Agent:Organization]], [[Administrative Agent:Organization]], as Administrative Agent, [[Administrative Agent:Organization]], [[Administrative Agent:Organization]] and such other financial institutions from time to time party thereto, as Buyers, and ​, ​, as Seller. Capitalized terms used and not otherwise defined herein shall have the respective meanings assigned to such terms in the Master Repurchase and Securities Contract Agreement.

Defined Terms. All capitalized terms not otherwise defined herein shall have the respective meanings assigned thereto in the Master Repurchase Agreement.