results in entry of an order for relief; (b) the seeking of the appointment of a receiver, trustee, custodian or similar official for such party or an Affiliate or any substantial part of the property of either; (c) the appointment of a receiver, conservator, or manager for such party or an Affiliate by any governmental agency or authority having the jurisdiction to do so; (d) the making or offering by such party or an Affiliate of a composition with its creditors or a general assignment for the benefit of creditors; (e) the admission by such party or an Affiliate of such party of its inability to pay its debts or discharge its obligations as they become due or mature; or (f) that any governmental authority or agency or any person, agency or entity acting or purporting to act under governmental authority shall have taken any action to condemn, seize or appropriate, or to assume custody or control of, all or any substantial part of the property of such party or of any of its Affiliates, or shall have taken any action to displace the management of such party or of any of its Affiliates or to curtail its authority in the conduct of the business of such party or of any of its Affiliates.
“Additional Buyers” has the meaning set forth in Section 42 hereof.
“Adjusted Tangible Net Worth” has the meaning set forth in the Omnibus Agreement.
“Administration Agreement” means that certain Master Administration Agreement, dated as of the date hereof, by and among (i) Barclays, as Administrative Agent for the Buyers and other Secured Parties (as defined therein), (ii) Barclays and Nomura, each as a Buyer (as defined therein), (iii) Barclays Capital Inc. and Nomura Securities International, Inc., each as an MSFTA Counterparty (as defined therein), (iv) Seller and Reverse Mortgage Solutions, Inc., each as a Seller (as defined therein), and (v) RMS REO BRC II, LLC, as REO Subsidiary (as defined therein), as it may be amended, restated, supplemented or otherwise modified from time to time.
“Administrative Agent” means Barclays Bank PLC, in its capacity as Administrative Agent (as defined in the Administration Agreement) or any successor thereto in such capacity under the Administration Agreement.
“Affiliate” means, (i) with respect to any Person other than Seller or Guarantor, any “affiliate” of such Person, as such term is defined in the Bankruptcy Code, which shall also include, for the avoidance of doubt, with respect to Administrative Agent and Buyers only, any CP Conduit, and (ii) with respect to Seller, the Guarantor and, with respect to the Guarantor, the Seller.
“Agency” means Freddie Mac, Fannie Mae or Ginnie Mae, as applicable.
“Agency Approvals” has the meaning set forth in Section 14.w) hereof.
“Agency Mortgage Loan” means, collectively, Conforming Mortgage Loans, FHA Loans, No FICO Conforming Mortgage Loans and VA Loans.
“Agency Security” means a mortgage-backed security issued by an Agency.
“Aging Limit” has the meaning assigned to such term in the Pricing Side Letter.
“Agreement” means this Master Repurchase Agreement, as it may be amended, restated, supplemented or otherwise modified from time to time.