5.  Without the prior written consent of Freddie Mac, Radian Guaranty and RMAI shall not: •  Declare or pay any dividend, return of capital, capital distribution or other similar arrangement, including  without limitation, repayment of any outstanding principal on any surplus notes, debentures or similar  securities; •  Amend certain agreements, including the cross guaranty agreement between Radian Guaranty and RMAI, any  reinsurance agreement, tax allocation agreement or expense sharing agreement or enter into any such new  agreement; •  Transfer, issue or sell any assets or securities to another person, including an af filiate, except for certain  transfers in the ordinary course of business that are explicitly set forth in the Freddie Mac  Approval;  •  Enter into any risk novation or commutation transaction; and •  Transfer Radian Guaranty’ s or RMAI’s issuance of new insurance to any other af filiate. 6.  While RMAI is writing new insurance business, it may not exceed a risk-to-capital ratio of 20 to 1, and Radian  Guaranty may not contribute capital to RMAI unless the contribution is specifically approved by Freddie Mac. 7.  Expenses paid by RMAI may not exceed expenses incurred by Radian Guaranty for management and administrative  services performed by Radian Guaranty and allocated to RMAI in accordance with applicable statutory accounting  standards and our procedures for determining an allocation between af filiated entities. 8.  If permitted by the applicable regulatory authorities, Radian Guaranty must: (i) subsume all risk written by , and the  related premium payable to, RMAI in any state that waives or modifies its Statutory RBC Requirement to allow  Radian Guaranty to begin writing new business after RMAI has started writing business in that state and Radian  Guaranty must repatriate the capital supporting that risk; or (ii) enter into a 100% quota share reinsurance transaction  with RMAI by the end of the quarter following the quarter in which Radian Guaranty again became eligible to write  business in the state. 9.  If permitted by applicable regulatory authorities, once Radian Guaranty has satisfied the applicable Statutory RBC  Requirement in an RBC State for three consecutive calendar quarters, all risk of RMAI written in that state must be  subsumed by, and the capital supporting that risk must be repatriated to, Radian Guaranty by the end of the following  quarter.  10. If either Radian Guaranty or RMAI becomes subject to an adverse action by Freddie Mac, both Radian Guaranty and  RMAI will be subject to the same adverse action, at Freddie Mac’ s sole discretion. 11. The Freddie Mac Approval also includes a condition specifying the time frame by which Radian Guaranty will  evaluate and resolve claims. 12. The approval to use RMAI as a Limited Insurer expires on December 31, 2013. Freddie Mac, in its sole discretion,  may modify the terms and conditions of the Freddie Mac  Approval or withdraw it.  47 In addition, RMAI must remain a wholly-owned subsidiary of Radian Guaranty and there may be no change in the  ownership or direct or indirect control of RMAI without the prior written consent of Freddie Mac.