MASTER AGREEMENT ML02783 First Term

EX-10.27 14 dex1027.htm MASTER AGREEMENT BETWEEN HOMESTREET BANK AND FANNIE MAE Master Agreement between Homestreet Bank and Fannie Mae

Exhibit 10.27

[***] Indicates confidential material that has been omitted pursuant to a Confidential Treatment Request filed with the Securities and Exchange Commission. A complete copy of this agreement has been separately filed with the Securities and Exchange Commission.

CONFIDENTIAL

MASTER AGREEMENT ML02783 First Term

This Master Agreement between Fannie Mae and HomeStreet Bank (the “Lender”) governs the sale by Lender, and the purchase by Fannie Mae, of eligible residential mortgage loans (the “Mortgages”). This Master Agreement includes all of the terms and conditions described in all of the exhibits, attachments, commitments and MBS Pool Purchase Contracts (“MBS Contracts”) attached or entered into as a part of this Master Agreement. Additionally, the “Master Agreement Terms and Conditions” section of Fannie Mae’s Selling Guide (the “Selling Guide”), which is incorporated into this Agreement by this reference, outlines in more detail the general terms and conditions of the Master Agreement and MBS Contracts and related terms and instructions. The execution of this Master Agreement requires compliance with all provisions and sections of this Master Agreement, including all MBS Contracts, whole loan commitments, exhibits and attachments to this Master Agreement.

As a condition to Lender’s sale of Mortgages under this Master Agreement, Lender and Fannie Mae must enter into the appropriate whole loan commitments or MBS Contracts, depending on whether Lender will be delivering Mortgages under one of Fannie Mae’s whole loan purchase programs (Negotiated or Standard) or under Fannie Mae’s MBS program. Lender agrees to sell to Fannie Mae, beginning on the Effective Date of Delivery Term and ending on the Expiration Date of Delivery Term (as those terms are defined in Exhibit 1), Mortgages with an aggregate outstanding principal balance equal to the Agreed Amount (as defined in Exhibit 1).

For whole loan deliveries, any loan-level price adjustments (“LLPAs”) that are referenced in this Master Agreement, will be available no later than 30 days after Fannie Mae receives the executed Master Agreement from Lender.

Fannie Mae must receive the fully executed Master Agreement within ten business days of Lender’s receipt of this Master Agreement, or Fannie Mae may, at its option, declare this Master Agreement null and void. This Master Agreement may be executed in one or more counterparts and all such counterparts shall be deemed to be one and the same document. This Master Agreement must be executed by Lender, Fannie Mae, and any person, firm, or entity whose joinder is required under the terms of this Master Agreement sign (including a facsimile signature) The effective date of this Master Agreement is the later of (i) the date Fannie Mae receives the fully executed Master Agreement from Lender or (ii) the effective date specified on Exhibit 1 hereto.

 

Master Agreement ML02783

MA - 1

March 15, 2010

Lender hereby confirms, by checking the appropriate section below, that:

 

 

    It is not a federally-insured institution or an affiliate or subsidiary of a federally-insured institution.
X    It is a federally-insured institution or an affiliate or subsidiary of a federally-insured institution. If Lender has checked this section, then Lender agrees to the representations and warranties described in the “Master Agreement Terms and Conditions” section of the Selling Guide.

Sincerely,

FANNIE MAE

 

By:  

/s/ David Battany

  David Battany
  Director/Assistant Vice President

 

Agreed, acknowledged and accepted.
HOMESTREET BANK
By:  

/s/ Curt Byers

Name:  

Curt Byers

Title:  

V.P. HOMESTREET BANK

Date:  

3/19/2010

 

Master Agreement ML02783

MA - 2

March 15, 2010

EXHIBIT 1

TO MASTER AGREEMENT ML02783 Second Term

 

Lender Name      HomeStreet Bank
Lender Number      20722-000-0
Delivery Term:      Second
Effective Date of Delivery Term:      April 1, 2010
Expiration Date of Delivery Term:      March 31, 2012
Agreed Amount for Delivery Term:     

$2,550,000,000.00 (Optional)

 

Master Agreement ML02783

MA - Exhibit 1 - 1

Amendment 9

March 15, 2011

MASTER AGREEMENT – GENERAL TERMS

The following Uniform provisions and defined terms/acronyms apply to all sections of the Master Agreement.

PART 1. UNIFORM PROVISIONS.

 

1. Lender represents and warrants that Mortgages delivered pursuant to a Variance, Special Requirement or nonstandard MBS Contract term contained in this Master Agreement comply with all provisions of the applicable Variance, Special Requirement or nonstandard MBS Contract term.

 

2. Lender must enter all SFC(s) required by the Selling Guide, in addition to any additional SFC(s) specified in this Master Agreement.

 

3. In addition to any additional LLPA(s) specified in this Master Agreement, Lender must pay all LLPA(s) required by the Selling Guide, unless otherwise specified.

 

4. Mortgages may be sold to Fannie Mae as cash deliveries or as MBS pool deliveries, unless otherwise specified.

 

5. For a Mortgage to be included in an MBS pool, the origination date LTV may not exceed 100%, unless otherwise specified.

 

6. Mortgages originated pursuant to a Variance must be first lien, conventional Mortgages, unless otherwise specified.

 

7. Lender agrees not to use Fannie Mae’s name in any advertising distribution, publication or communication to any third party of any Variance or other provision of this Master Agreement.

 

8. If a provision of this Master Agreement permits a type of loan that has additional requirements per the Selling Guide (e.g., lender approval for cooperative share loans), then those Selling Guide requirements still apply unless otherwise stated.

 

9. Variance Mortgages may not be originated in combination with any other Variances contained in this Master Agreement without Fannie Mae’s prior written approval, unless specifically permitted in a particular Variance.

 

10. Unless otherwise specified, any Variance, Special Requirement or nonstandard MBS Contract may be amended or terminated with reasonable notice to Lender, which in many cases will be at least 90 days, in accordance with the provisions of the Selling Guide. Additionally, Fannie Mae reserves the right to rescind or modify any of the terms of any Variance, Special Requirement or nonstandard MBS Contract in connection with the renewal or extension of this Master Agreement or upon reasonable notice to Lender, unless otherwise specified.

 

Master Agreement ML02783

MA – General Terms - 1

Amendment 9

March 15, 2011

11. If Mortgages with IO features are eligible for origination under the terms of a Variance, then such IO Mortgages are subject to the IO eligibility requirements per the Selling Guide, if more restrictive than the Variance, unless the Variance specifically provides that the Variance eligibility requirements supersede the Selling Guide requirements for IO Mortgages.

 

12. Trademarks are the property of their respective owners. Fannie Mae trademarks are identified at: www.fanniemae.com/legal/trademarks.jhtml?p=Legal&t=Trademarks

PART II. DEFINED TERMS AND ACRONYMS

The defined terms and acronyms below apply to provisions of this Master Agreement (including Variances and Special Requirements), unless a term is otherwise defined in a specific provision. This list supplements the list in “Exhibit 1: Master Agreement Terms and Conditions” section of the Master Agreement, and to the extent there is any inconsistency, the list below shall control.

 

ARM:   adjustable-rate mortgage loan
    Additional ARM Definitions:
    ARM Type    
    6/6 ARM   Standard Fannie Mae ARM plans with a six-month IFRP, followed by interest rate adjustments every 6 months
    1/1 ARM   Standard Fannie Mae ARM plans with a one-year IFRP, followed by interest rate adjustments every 12 months.
    3/1 ARM   Standard Fannie Mae ARM plans with a three-year IFRP, followed by interest rate adjustments every 12 months.
    3/3 ARM   Standard Fannie Mae ARM plans with a three-year IFRP, followed by interest rate adjustments every 36 months.
    5/1 ARM   Standard Fannie Mae ARM plans with a five-year IFRP, followed by interest rate adjustments every 12 months.
    7/1 ARM   Standard Fannie Mae ARM plans with a seven-year IFRP, followed by interest rate adjustments every 12 months.
    10/1 ARM   Standard Fannie Mae ARM plans with a 10-year IFRP, followed by interest rate adjustments every 12 months.
    COFI ARM   Standard Fannie Mae ARM plans with interest rate adjustments tied to a “cost of funds” index, as defined in the Glossary to the Selling Guide.
    LIBOR ARM   Standard Fannie Mae ARM plans with interest rate adjustments tied to the London Interbank Offered Rate index, as defined in the Glossary to the Selling Guide.
    TREASURY ARM   Standard Fannie Mae ARM plans with interest rate adjustments tied to the Treasury Index, as defined in the Glossary to the Selling Guide.
All Standard Fannie Mae ARM Plans:   All standard Fannie Mae MBS ARM Plans, plus all standard plans available for whole loan sale only, per the Selling Guide
AUS   automated underwriting system
bp:   basis point
CLTV:   combined loan-to-value ratio
Condo:   Unit in a condominium project
Coop:   Unit in a cooperative project
Coop Loan:   Loan secured by a coop; cooperative share loan

 

Master Agreement ML02783

MA – General Terms - 2

Amendment 9

March 15, 2011

COR:   cash-out refinance transaction
DO®:   Desktop Originator®
DTI ratio:   Total “debt-to-income” ratio
DU®:   Desktop Underwriter®
EA:   Fannie Mae’s “Expanded Approval®” mortgage product
FA-ARM:   Fully amortizing ARM
FA-FRM:   Fully amortizing FRM
FICO:   credit score; the classic FICO score developed by Fair, Isaac, and Company, Inc.
Form 1003:   Uniform Residential Loan Application
Form 1004:   Uniform Residential Appraisal Report
Form 1073:   Individual Condominium Unit Appraisal Report
FRM:   fixed-rate mortgage loan
Guides:   The Selling Guide and the Servicing Guide
HCLTV:   home equity combined loan-to-value ratio
HUD-1:   HUD-1 uniform settlement statement
IFRP:   initial fixed-interest rate period of an ARM
IO:   interest-only feature
IO-FRM:   FRM with IO
IO-ARM:   ARM with IO
LCOR:   limited cash-out refinance transaction
LLPA:   loan-level price adjustment
LPMI:   lender-purchased mortgage insurance
LTV:   loan-to-value ratio
MCM:   Fannie Mae’s MyCommunityMortgageTM products
MI:   private primary mortgage insurance
MSSC:   The “Mortgage Selling and Servicing Contract” executed by and between Fannie Mae and Lender, unless otherwise specified
OPB:   original principal balance
P&I:   principal and interest
PITI:   principal, interest, taxes, and insurance
PIW:   Property Inspection Waiver, which is a fieldwork recommendation offered by Fannie Mae through DU and the Automated Property Service (APS) that results in an offer to waive the property inspection and appraisal for certain lower risk transactions
Selling Guide:   Fannie Mae’s Selling Guide, as modified, amended or supplemented from time to time
Servicing Guide:   Fannie Mae’s Servicing Guide, as modified, amended or supplemented from time to time
SFC:   Special Feature Code
SFR:   Single-family residence
Standard MI:   MI at the level required by the Selling Guide at the time of delivery of the Mortgage
TPO:   Third party originations: includes both Broker and Correspondent loans
UPB:   unpaid principal balance
Variance Mortgage   As used in any Variance, mortgages delivered pursuant to such Variance

 

Master Agreement ML02783

MA – General Terms - 3

Amendment 9

March 15, 2011

VARIANCES

TABLE OF CONTENTS

 

VAR #    Title
   

VAR 1

    HomeStyle Renovation Mortgages - DISCONTINUED
   

VAR 2

    Qualification of Loans with Non-Occupant Co-Borrowers
   

VAR 3

    Energy Efficient Mortgages (EXPIRING) - DISCONTINUED
   

VAR 4

    HomePath Mortgages - DISCONTINUED
   

VAR 5

    HomePath Renovation Mortgages - DISCONTINUED
   

VAR 6

    Deferred Student Loan Obligations (03/10 modified) - DISCONTINUED
   

VAR 7

    HomeStyle Renovation Escrow (03/10) - DISCONTINUED
   

VAR 8

    Brigham Young University Residential Leasehold Estates in Hawaii (03/10) - DISCONTINUED
   

VAR 9

    Investor Channel Bulk Transaction Delivery Variance Deal Factory No. 20917; Cash Commitment Nos: 817025, 817026, 817027, 817028, 817029, 817030, 817031, 817032, 817033, and 817034. - DISCONTINUED
   

VAR 10

    HomePath and HomePath Renovation Mortgages (EXPIRING) - DISCONTINUED
   

VAR 11

    HomePath and HomePath Renovation Mortgages (EXPIRING) - DISCONTINUED
   

VAR 12

    HomePath and HomePath Renovation Mortgages
   

VAR 13

    HomeStyle Renovation Mortgages (04/2010)

 

Master Agreement ML02783

VAR/TOC - 1

Amendment 9

March 15, 2011

VAR 2 Qualification of Loans with Non-Occupant Co-Borrowers

 

 

Title (Version):

   

 

Qualification of Loans with Non-Occupant Co-Borrowers (05/2010)

 

Description:

   

 

Lender may sell Mortgages in which a non-occupying co-borrower’s income was considered as acceptable qualifying income without requiring that the occupant-borrower also qualify based solely on the occupant borrower’s income, subject to the following:

 

 

ELIGIBILITY REQUIREMENTS

 

 

Eligibility: General

  

 

•

  

 

Mortgages must meet the following eligibility requirements:

     

 

•

  

 

Standard per Selling Guide except as provided below.

 

Maximum

LTV/CLTV/HCLT (%)

  

 

80/80/80

 

Minimum Representative FICO Credit Score

  

 

720

 

Loan Purpose

  

 

•

  

 

Purchase

   

 

•

  

 

LCOR

 

Occupancy/Number of Units

  

 

•

  

 

Primary Residence

   

 

•

  

 

1-unit

 

Mortgage Products/Features (including Amortization Type and Term)

  

 

•

  

 

Fully-amortizing (FA) Mortgages:

   

 

•

  

 

FA-FRMs: Standard per Selling Guide, with terms up to 30 years.

   

 

•

  

 

FA-ARMs: Standard per Selling Guide, with terms up to 30 years.

           

 

•

   

 

See eligible FA-ARM plans in the “ARM Plan Numbers” section below.

 

ARM Plan Numbers

  

 

•

  

 

30-Year FA-ARMs (fully amortizing):

     

 

•

  

 

7/1 ARMs: Plans 750, 751

       

 

•

  

 

10/1 ARMs: Plans 1423,1437

 

UNDERWRITING/DOCUMENTATION

 

 

Required Underwriting Method

  

 

Manual underwriting (see Conditions below)

 

Manual Underwriting: Conditions

  

 

Per Selling Guide, except as modified by this Variance.

 

Total Debt-to-Income (“DTI”) Ratio(s)

  

 

Maximum: 43% combined, for all borrowers.

 

Non-Occupant Co-Borrower

  

 

•

  

 

Income allowed for qualification

   

 

•

  

 

Must be a member of borrower’s immediate family.

 

DELIVERY REQUIREMENTS

 

 

Combining with Other Variances

  

 

Lender may combine Variance Mortgages with other variances as long as the most conservative underwriting and eligibility

 

Master Agreement ML02783

VAR 2 - 1

Amendment 3

July 20, 2010

    requirements apply.

 

Master Agreement ML02783

VAR 2 - 2

Amendment 3

July 20, 2010

VAR 12 HomePath and HomePath Renovation Mortgages

 

 

Title (Version):

   

 

HomePath and HomePath Renovation Mortgages (02/2011)

 

Description:

   

 

Lender may sell Mortgages originated under Fannie Mae’s HomePath (“HomePath Mortgages”) and HomePath Initiative secured by properties that require moderate renovation (“HomePath Renovation Mortgages”). HomePath Renovation Mortgages are not HomeStyle® Renovation mortgages. The only HomeStyle Renovation requirements that apply to HomePath Renovation Mortgages are those relating to the actual renovation process, as described in the “HomeStyle Renovation Requirements: Limitation of Applicability” section below. All eligibility, underwriting, mortgage origination, delivery and pricing requirements applicable to HomePath and HomePath Renovation Mortgages are per this Variance.

 

HomePath and HomePath Renovation Mortgages are subject to the following terms and conditions:

 

PART A. HomePath Mortgages

 

 

ELIGIBILITY REQUIREMENTS

 

 

Eligibility: General

   

 

•

   

 

Mortgages must meet the following eligibility requirements:

       

 

•

  

 

Standard per Desktop Underwriter (“DU”) except as provided below.

 

Maximum

LTV/CLTV/HCLTV (%)

   

 

•

   

 

Maximum LTV/CLTV/HCLTV for Mortgages with interest-only features (“IO”) is per Selling Guide.

  

 

•

   

 

Maximum LTV/CLTV/HCLTV for fully amortizing Mortgages (“non-IO”) is per Selling Guide, except as follows:

     

 

•

  

 

90/90/90 for 1-unit investment properties.

     

 

•

  

 

80/80/80 for 2-unit investment properties.

     

 

•

  

 

75/75/75 for 2-4 unit investment properties where the borrower owns 5-10 financed properties as described in the “Eligibility Matrix” on the efanniemae.com website.

  

 

* Max CLTV is 105% if the mortgage is part of a Community Seconds transaction.

  

 

•

   

 

All high balance Mortgages (including 1-4 unit investment properties) are subject to minimum credit score and maximum LTV/CLTV/HCLTV requirements per Selling Guide.

  

 

•

   

 

MCM mortgages are not eligible.

 

Loan Purpose

   

 

Purchase only.

 

Mortgage

Products/Features

(including Amortization

   

 

•

   

 

All standard FRM and ARM products per Selling Guide are eligible.

 

Master Agreement ML02783

VAR 12 - 1

Amendment 9

March 15, 2011

 

Type and Term)

  

 

•

  

 

Unless otherwise provided in this Variance, products must meet the standard eligibility requirements for the specific mortgage type, property type or feature per Selling Guide, for example:

     

 

•

  

 

IO features

     

 

•

  

 

Cooperative share loans

     

 

•

  

 

Manufactured housing

     

 

•

  

 

High-balance Mortgages

 

Eligible ARM Plan Numbers

  

 

Per Selling Guide, as applicable to the standard eligibility requirements for the specific mortgage type.

 

Minimum FICO

  

 

•

  

 

Per Selling Guide, except as follows:

     

 

•

  

 

660 for non-IO Mortgages with LTVs over 80% (except for high-balance Mortgages); and

     

 

•

  

 

720 for all IO Mortgages.

   

 

•

  

 

Per Selling Guide for high-balance Mortgages

 

Mortgaged Property

  

 

•

  

 

Mortgages must be secured by properties that are acquired from Fannie Mae and designated by Fannie Mae on the www.homepath.com website as eligible for HomePath financing.

   

 

•

  

 

Lender must document the file with appropriate pages printed from www.homepath.com showing that the property was eligible for HomePath financing.

 

Subordinate Financing

  

 

Permitted per Selling Guide.

 

UNDERWRITING/DOCUMENTATION

 

 

Required Underwriting Method

  

 

DU. See additional provisions in the “Desktop Underwriter” section below.

 

Interested Party Contributions (“IPC”)

  

 

•

  

 

Maximum IPC:

   

 

•

  

 

Notwithstanding the Selling Guide requirements, for principal residences with LTVs (or CLTVs if applicable) greater than 90%: 6.00% of the Contract Sales Price (see “Determination of Property Value” section below).

     

 

•

  

 

Investment properties and second homes: standard per Selling Guide.

 

PROPERTY VALUATION/APPRAISAL REQUIREMENTS

 

 

Required Appraisal Type

  

 

•

  

 

No appraisal is required. If an appraisal is obtained by Lender or any party other than the borrower, as expressly provided below, then the mortgage is ineligible for HomePath financing.

   

 

•

  

 

Notwithstanding the Selling Guide, Lender is not required to represent and warrant the value or the condition of the property.

 

Master Agreement ML02783

VAR 12 - 2

Amendment 9

March 15, 2011

   

 

•

  

 

If the borrower, at its option, chooses to obtain an appraisal, then:

     

 

•

   

 

The borrower must order the appraisal from an appraiser selected by the borrower (and not one recommended by Lender), and the appraisal must be paid for by the borrower outside of the loan transaction.

     

 

•

   

 

Lender must not request a copy of the appraisal, but if one is provided by the borrower then it must be included in the loan file with a note that the appraisal was ordered by the borrower outside of the loan transaction and was not reviewed or approved by Lender.

     

 

•

   

 

The property value shown on the appraisal will not impact the LTV calculation for purposes of this Variance.

       

 

•

   

 

Lender must inform the borrower that the purpose of the borrower-ordered appraisal and its contents are for the use and information of the borrower only, and will not be considered for purposes of the loan transaction.

 

Determination of Property Value

  

 

Property value for purposes of loan delivery and for determining LTV/CLTV/HCLTV is the sales price of the property as evidenced by the sales contract between Fannie Mae and the buyer/borrower (“Contract Sales Price”).

 

MORTGAGE INSURANCE/CREDIT ENHANCEMENT

 

 

Mortgage Insurance Coverage (“MI”)

  

 

MI is not required, provided that at delivery Mortgages with LTVs over 80% will be subject to the applicable LLPAs per Attachment 1.

 

DESKTOP UNDERWRITER

 

 

Required Recommendation Levels

  

 

•

  

 

Any of the following:

   

 

•

   

 

Approve

   

 

•

   

 

EA-I

 

 

•

  

 

Requires an “Eligible” recommendation. “Ineligible” recommendations are permitted if only reason for ineligibility is:

   

 

•

   

 

LTV greater than 85% for non-IO Mortgages secured by 1- unit investment properties; or

     

 

•

   

 

LTV greater than 75% for non-IO Mortgages secured by 2- unit investment properties.

 

Documentation Levels

  

 

Must use documentation levels issued by DU, except for the level of fieldwork recommendation.

 

DU Messaging

  

 

•

  

 

Lender may disregard the following DU messages, provided that the Mortgage complies with all requirements of this Variance:

       

 

•

   

 

Any message relating to the 1-unit investment property

 

Master Agreement ML02783

VAR 12 - 3

Amendment 9

March 15, 2011

            receiving an “Ineligible” recommendation due to an LTV/CLTV/HCLTV greater than 85%, per “Required Recommendation Levels” section above;
     

 

•

  

 

Any message relating to the 2-unit investment property receiving an “Ineligible” recommendation due to an LTV/CLTV/HCLTV greater than 75%, per “Required Recommendation Levels” section above;

     

 

•

  

 

Any message relating to amount of MI required;

     

 

•

  

 

Any message that says the maximum allowable IPC has been exceeded on a principal residence with LTV or CLTV over 90%;

     

 

•

  

 

Any message related to the level of fieldwork recommendation; and

     

 

•

  

 

Any message that says the property value estimate appears to have an excessive rate of appreciation based on analysis on a recent sale.

 

Limited Waiver of Representations and Warranties

  

 

Mortgages receiving an “Approve” or “EA” recommendation are eligible for the limited waiver of underwriting representations and warranties provided the Mortgage complies with all applicable terms of the limited waiver per the Selling Guide and this Variance.

 

DU Submission Instructions

  

 

HomePath Mortgages must not be submitted to DU as MyCommunityMortgages.

 

PROJECT APPROVAL AND REQUIREMENTS

 

 

Project Eligibility

  

 

Lender is not required to warrant that the condominium, cooperative or PUD project meets Fannie Mae’s project eligibility criteria.

 

Project Type Code

  

 

•

  

 

Lender must utilize the following Project Type Codes at the time of delivery for all HomePath Mortgages secured by a property in a condominium project, cooperative project, or planned unit development where no project review is performed:

     

 

•

  

 

V - for properties in a condominium project,

     

 

•

  

 

2 - for properties in a cooperative project, and

     

 

•

  

 

E - for properties in a planned unit development.

   

 

•

  

 

As a reminder, a Project Type Code of G would be used at the time of delivery for all Mortgages secured by a property that is not located in a condominium project, cooperative project, or planned unit development.

 

Insurance

  

 

Lender must confirm that the project has adequate hazard, flood, and liability coverage in place and verify the existence of fidelity insurance coverage.

 

ADDITIONAL REQUIREMENTS

 

 

Refinance of HomePath

  

 

HomePath Mortgages originated in accordance with these

 

Master Agreement ML02783

VAR 12 - 4

Amendment 9

March 15, 2011

Mortgages  

requirements are not eligible for refinance under Fannie Mae’s Refi Plus™.

 

ORIGINATION CHANNEL REQUIREMENTS

 

 

Eligible Channel(s)

  

 

All

 

PRICING

 

    

 

MBS

  

 

•

  

 

Base guaranty fee is per MBS Contract for applicable mortgage product (“Base Pricing”).

 

 

•

  

 

See applicable LLPAs in “Loan-Level Price Adjustment(s)” section below.

 

Whole Loans

  

•

  

 

Current pricing will be provided at time Mortgages are committed for sale (“Base Pricing”).

 

 

•

  

 

See applicable LLPAs in “Loan-Level Price Adjustment(s)” section below.

 

Loan-Level Price Adjustment(s) (“LLPA”)

  

 

•

  

 

In addition to applicable Base Pricing, HomePath Mortgages are subject to the following LLPAs:

     

 

•

 

•

  

 

LLPAs per Attachment 1: and

 

All LLPAs per the Selling Guide per the “Loan-Level Price Adjustment (LLPA) Matrix and Adverse Market Delivery Charge (AMDC) Information” on efanniemae.com with the exception of investment property (see Attachment 1 for LLPAs assessed on investment properties).

 

Pricing Changes

  

 

Fannie Mae reserves the right to change any pricing related to HomePath Mortgages with 60 days prior notice to Lender.

 

DELIVERY REQUIREMENTS

 

    

 

Special Feature Code(s) (“SFC”): Specific to Variance Mortgages

  

 

057- for all HomePath Mortgages

 

Special Feature Code(s) (“SFC”): Other Instructions

  

 

•

  

 

All standard per Selling Guide, including:

   

 

•

  

 

118 (for first Mortgages originated in conjunction with Community Seconds transactions); and

     

 

•

  

 

062 (Expanded Approval Mortgages) - for all HomePath Mortgages that receive an EA-I recommendation from DU.

 

Mortgage Insurance (MI) Code

  

 

MI Code 98 for Mortgages over 80% LTV.

 

Execution Options

  

 

Both whole loan and MBS executions are available.

 

Whole Loan Deliveries

  

 

Lender must use eCommitting™.

 

Combining with Other Variances

  

 

Lender may NOT combine HomePath Mortgages with other variances.

 

Master Agreement ML02783

VAR 12 - 5

Amendment 9

March 15, 2011

 

Housing Goals Data

  

 

•

   

 

Lender is required to report all applicable Housing Goals data. If no appraisal is obtained, then Lender should use the information from the property description on www.homepath.com.

 

 

•

   

 

For investment properties occupied by renters, Lender must report the current rental income at delivery, even if the rental income was not used to qualify the borrower.

 

 

•

   

 

If the property is vacant and rental data is unavailable, Lender must deliver the loans as “missing” for the relevant housing goals fields, and subsequently contact their Account Team to submit a Housing Goals Data Waiver Request for the missing fields.

 

Selling Representations and Warranties

  

 

Lender makes all selling representations and warranties per the Selling Guide, as modified by this Variance.

 

Effective Date for Sale of Variance Mortgages

  

 

This Variance will be effective for whole loans purchased on or after February 1, 2011 and for loans delivered into MBS pools with issue dates on or after February 1, 2011.

PART B. HomePath Renovation Mortgages

HomePath Renovation Mortgages are subject to the terms and conditions in Part A for HomePath Mortgages above, except as follows:

 

 

ELIGIBILITY REQUIREMENTS

 

 

Maximum LTV/CLTV/HCLTV (%)

  

 

•

  

 

Maximum LTV/CLTV/HCLTV are the same as applicable to HomeStyle Renovation mortgages, except:

   

 

•

   

 

97/97/97 for 1 -unit principal residence.*

   

 

•

   

 

85/85/85 for 1-unit investment properties

   

 

•

   

 

75/75/75 for 2-4 unit investment properties

 

 

*Max CLTV is 105% if the mortgage is part of a Community Seconds transaction.

 

Property Types

  

 

•

  

 

When the security property is a unit in a condominium (or cooperative) project, the project must be one for which the proposed renovation work is permissible under the bylaws of the owners’ association (or cooperative corporation) or one for which the owners’ association (or cooperative corporation) has given written approval for the renovation work. The renovation work for a condominium or cooperative unit must be limited to the interior of the unit (including the installation of fire walls in the attic).

 

 

•

  

 

Manufactured homes are ineligible.

 

Mortgage Products/Features

  

 

•

  

 

Eligible:

     

 

•

   

 

All standard fully amortizing FRMs and 30-year ARM

 

Master Agreement ML02783

VAR 12 - 6

Amendment 9

March 15, 2011

(including Amortization Type and Term)           products with initial fixed rate periods of at least 3 years per Selling Guide, including high-balance mortgages.
   

 

•

  

 

Ineligible:

     

 

•

  

 

Mortgages with interest-only features

     

 

•

  

 

Mortgages with original terms over 30 years

       

 

•

  

 

ARMs with initial fixed rate periods less than 3 years

 

Eligible ARM Plan Numbers

  

 

Per Selling Guide (fully amortizing 30-year ARMs with initial fixed rate periods of at least 3 years), as applicable to the standard eligibility requirements for the specific mortgage type.

 

Mortgaged Property

  

 

•

  

 

Mortgages must be secured by properties that are acquired from Fannie Mae and designated by Fannie Mae on www.homepath.com website as eligible for HomePath Renovation financing.

   

 

•

  

 

Lender must document the file with appropriate pages printed from www.homepath.com showing that the property was eligible for HomePath Renovation financing.

 

UNDERWRITING/DOCUMENTATION

 

 

Interested Party Contributions(“IPC”)

  

 

•

  

 

Maximum IPC:

     

 

•

  

 

Notwithstanding the Selling Guide requirements, for principal residences with LTV (or CLTV if applicable) greater than 90%: 6.00% of the Contract Sales Price (see “Determination of Property Value” section below).

 

ADDITIONAL BORROWER ELIGIBILITY

 

 

Eligible Borrower: Renovation

  

 

Borrower must be an individual (for-profit or non-profit investors and local government agencies are not eligible borrowers).

 

PROPERTY VALUATION/APPRAISAL REQUIREMENTS

 

 

Required Appraisal Type

  

 

Lender must obtain an “as-completed” full appraisal.

 

Determination of Property Value

  

 

•

  

 

Property value for purposes of loan delivery and for determining LTV/CLTV/HCLTV shall be the lesser of:

     

 

•

  

 

the “as completed” appraised value; or

       

 

•

  

 

the sum of the sales price of the property as evidenced by the sales contract between Fannie Mae and the buyer/borrower (“Contract Sales Price”) and the total renovation costs (which include the renovation costs and all allowable fees and charges).

 

RENOVATION REQUIREMENTS

 

 

HomeStyle Renovation Requirements: Limitation

  

 

•

  

 

Lender is responsible for managing and monitoring the completion of the renovation work. All requirements

 

Master Agreement ML02783

VAR 12 - 7

Amendment 9

March 15, 2011

of Applicability       applicable to Fannie Mae’s HomeStyle Renovation mortgages relating to the actual renovation process apply, including holdbacks, renovation escrow, disbursement, contingency reserve, change orders, sweat equity and insurance, except as otherwise specified in this Variance, the HomePath Documents or as described below:
     

 

•

  

 

Completion Date. The renovations must be completed within 6 months of the closing date.

     

 

•

  

 

Total Cost. The total renovation costs may not exceed the lesser of 35% of the “as completed” appraised value or $35,000.00.

     

 

•

  

 

No Recourse. If the HomePath Renovation Mortgage becomes delinquent during the renovation period, there is no automatic recourse to Lender as there is for HomeStyle Renovation mortgages, and Lender is not required to code the HomePath Renovation Mortgage with SFC “001.” However all of Lender’s standard selling representations and warranties apply to HomePath Renovation Mortgages.

     

 

•

  

 

Mortgage Payments During Renovation Period. Lender may not escrow for any mortgage payments that may come due during the renovation period.

     

 

•

  

 

Multiple Contractors. Borrower may use more than one contractor, provided that all HomeStyle Renovation requirements related to the contractor apply to each contractor.

     

 

•

  

 

Contingency Reserve. Contingency reserve per HomeStyle Renovation requirements is mandatory for

       

 

•

  

 

all Mortgages with LTVs of 95% or more, and

       

 

•

  

 

all Mortgages secured by 2-4 unit properties, regardless of LTV.

     

 

•

  

 

Do-it-yourself Projects. “Do-it-yourself” borrower projects are allowed per standard HomeStyle Renovation guidelines, except the maximum LTV/CLTV is 75%.

     

 

•

  

 

Verification of Completion. Lender must provide Fannie Mae with verification of completion of the renovation upon request of Fannie Mae.

     

 

•

  

 

No Modification of Loan Amount. The Mortgage may not be modified to change the balance based on change orders or increases to the construction contract.

       

 

•

  

 

SFCs. Lender should NOT use HomeStyle Renovation SFC “215” (see applicable SFCs in “Special Feature Code(s) (“SFC”): Specific to Variance Mortgages” section below).

 

DESKTOP UNDERWRITER

 

 

Required

Recommendation Levels

  

 

•

  

 

Any of the following:

   

 

•

  

 

Approve

       

 

•

  

 

EA-I

 

Master Agreement ML02783

VAR 12 - 8

Amendment 9

March 15, 2011

   

 

•

  

 

Requires “Eligible” recommendation. “Ineligible” recommendations are permitted if the only reason for ineligibility is one of the following:

     

 

•

  

 

LTV/CLTV/HCLTV greater than 95% for a 1-unit principal residence.

       

 

•

  

 

LTV greater than 75% for a 1-unit investment property, provided the LTV complies with the maximum LTV stated above. (CLTV and HCLTV for 1-unit investment properties currently at 85% for HomeStyle Renovation in DU.)

 

Documentation Levels

  

 

Must use documentation levels issued by DU.

 

DU Data Entry Requirements

  

 

•

  

 

For all transactions other than 2-4 unit investment properties, the renovation costs must be entered in Line b of Section VII (Details of Transaction) on the loan application.

   

 

•

  

 

For 2-4 unit investment properties, Lender should not enter the renovation costs on Line b or DU will issue an Out of Scope recommendation. For these transactions, the sum of the sales price and the renovation costs must be entered in Line a.

 

DU Messaging

  

 

•

  

 

Lender may disregard the following DU messages, provided that the Mortgage complies with all requirements of this Variance:

     

 

•

  

 

Message requiring Lender to verify the cost of improvements does not exceed 50% of the as-completed appraised value (see the “HomeStyle Renovation Requirements: Limitation of Applicability” section above);

     

 

•

  

 

Any message relating to amount of MI required; and

       

 

•

  

 

Any message that says the maximum allowable IPC has been exceeded on a principal residence with LTV over 90%.

 

LOAN AND LEGAL DOCUMENTATION

 

 

Legal Documents: Renovation

  

 

•

  

 

Lender must use the following (“HomePath Documents”):

     

 

•

  

 

HomePath Maximum Mortgage Worksheet

     

 

•

  

 

HomePath Renovation Loan Agreement

     

 

•

  

 

HomeStyle Completion Certificate (Form 1036) - Lender must add “HomePath Renovation” in the “Other” category in the Loan products box of Form 1036

     

 

•

  

 

Appraisal Update and/or Completion Report (Form I004D)

   

 

•

  

 

In addition to the mandatory HomePath Documents listed above, Lender at its option may use other model HomeStyle documents (e.g., Lien Waiver, Contractor Profile Report, Change Order Request) provided that the types of transactions and the types of lenders making the HomePath Renovation Mortgage may be subject to a variety of laws and regulations, so it may be necessary to modify this document for use by

 

Master Agreement ML02783

VAR 12 - 9

Amendment 9

March 15, 2011

        Lender or in particular transactions.

 

ADDITIONAL LENDER REQUIREMENTS

 

 

HomeStyle Approval

  

 

Lender must be approved to sell HomeStyle Mortgages to Fannie Mae.

 

ADDITIONAL REQUIREMENTS

 

 

Servicing Transfers: Renovation

  

 

Lender cannot transfer servicing of HomePath Renovation Mortgages until the renovation is complete.

 

DELIVERY REQUIREMENTS

 

 

Special Feature Code(s) (“SFC”): Specific to Variance Mortgages

  

 

058 - for all HomePath Renovation Mortgages

 

Special Feature Code(s) (“SFC”): Other Instructions

  

 

•

  

 

All standard per Selling Guide, including:

   

 

•

  

 

118 (for first Mortgages originated in conjunction with Community Seconds transactions); or

       

 

•

  

 

062 (Expanded Approval Mortgages) - for all HomePath Renovation Mortgages that receive an EA-I recommendation from DU.

 

Master Agreement ML02783

VAR 12 - 10

Amendment 9

March 15, 2011

Attachment 1

Pricing

 

(1) LLPAs applicable to HomePath Mortgages and HomePath Renovation Mortgages with no MI, in addition to all applicable LLPAs per Selling Guide and this Attachment 1:

 

LTV

   

LLPA

(No MI)

80.01-85%    [***]%
85.01-90%    [***]%
90.01-95%    [***]%
95.01-97%    [***]%

 

(2) LLPAs applicable to HomePath Mortgages and HomePath Renovation Mortgages secured by investment properties. This is in lieu of the LLPA applicable to mortgages secured by investment properties per the Selling Guide, but is in addition to all other applicable LLPAs per Selling Guide and this Attachment 1:

 

Representative

Credit Scores

   

<=70.00

   

70:01 — 75.00%

   

75.01 — 80.00%

   

80.01 — 90.00%

   

SFC

> = 740

    [***]%    [***]%    [***]%    [***]%    057 and 058

<740

    [***]%    [***]%    [***]%    [***]%    057 and 058

 

Master Agreement ML02783

VAR 12 - 11

Amendment 9

March 15, 2011

[***] Certain information has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.

VAR 13 HomeStyle Renovation Mortgages (04/2010)

 

Title (Version):        HomeStyle ® Renovation Mortgages (04/2010)
Description:    Lender is approved to sell HomeStyle Renovation Mortgages per the Selling Guide.

 

 

DELIVERY REQUIREMENTS

 

Special Feature Code(s) (“SFC”): Specific to Variance Mortgages   

•  “215”

 

•  “001”

 

Note: Once renovation has been completed, Lender must contact its Fannie Mae Customer Account Team to remove SFC “001.”

Special Feature Code(s) (“SFC”): Other Instructions        To have the recourse obligation (identified by SFC “001”) removed from any Mortgage, Lender must provide its Fannie Mae Senior Account Manager or Customer Account Risk Manager with documentation showing that renovation related to such Mortgage has been completed.

 

UNDERWRITING/DOCUMENTATION

 

Contingency Reserve    Borrower shall be permitted to maintain a 10% contingency reserve held in a depository account with the Lender, in lieu of having a renovation escrow account. However, if the reserve is held in borrower’s personal account, the Lender must place a hold on said funds until such time as the renovation is completed pursuant to the Selling Guide.

 

VOLUME LIMITS

 

     
Maximum Dollar Amount        $5,000,000 aggregate UPB of Variance Mortgages outstanding at any time for which a certificate of completion has not been submitted by Lender to Fannie Mae in accordance with the Selling Guide.

420948v3

 

Master Agreement ML02783

VAR 13 - 1

Amendment 9

March 15, 2011

SPECIAL REQUIREMENTS

This Special Requirements Attachment is attached to and made a part of the Master Agreement. Under this Master Agreement, Lender may sell Mortgages originated in accordance with the following special requirements. Unless otherwise specified, the following special requirements apply only to conventional, first lien Mortgages.

 

Master Agreement ML02783

SREQ - 1

Amendment 1

May 15, 2010

SPECIAL REQUIREMENTS

TABLE OF CONTENTS

 

Title
 

SR 1 Lender Scheduled/Scheduled Remittances (04/10)

 

Master Agreement ML02783

SREQ/TOC – 1

Amendment 1

May 15, 2010

SR 1 Lender Scheduled/Scheduled Remittances (04/10)

 

Title (Version):    Lender Scheduled/Scheduled Remittances (04/10)
Description:    Lender may remit by wire transfer “scheduled/scheduled” remittances of principal and interest up to two days prior to the date on which Fannie Mae’s Automated Drafting System will draft all unremitted amounts, subject to the following:
   
  

 

REMITTANCE OBLIGATIONS

 

General   

•    The Servicing Guide provides that Fannie Mae will draft scheduled/scheduled principal and interest payments on the 18th of each calendar month (or the preceding business day if the 18th is not a business day).

 

•    Lender may elect to remit scheduled/scheduled remittances by wire transfer up to two business days prior to the business on which Fannie Mae will draft funds from the applicable account through the Automated Drafting System.

 

•    Lender shall notify Fannie Mae in advance of the amount of each such wire transfer remittance.

 

•    If Fannie Mae receives such notice, and the wire transfer to Fannie Mae is completed by 10:00 a.m. ET on the business day prior to the 18th, Fannie Mae will reduce the automated draft amount to reflect the remittances received via such wire transfer.

 

•    As examples:

 

•    if the 18th of the month falls on a Sunday (and the Thursday and Friday prior are both business days), the last business day on which the Lender may wire funds pursuant to this Special Requirement is Thursday the 16th.

 

•    If the 18th falls on a Monday (and that date and the Thursday and Friday prior are all business days), the last business day on which the Lender may wire funds pursuant to this Special Requirement is Friday the 15th.

Termination    Fannie Mae may modify or terminate this Special Requirement in its sole discretion.

261142v2

 

Master Agreement ML02783

SR 1 Lender Scheduled/Scheduled Remittances (04/10) - 1

Amendment 1

May 5, 2010

FIXED-RATE PRODUCT ATTACHMENT

This Fixed-Rate Product Attachment for FHA/VA or conventional fixed-rate, residential mortgage loans (“Fixed-Rate Mortgages”) is attached to and made a part of the Master Agreement.

Variances, Special Products, and Special Requirements Applicable to Fixed-Rate Mortgages

Please refer to the attachments under the “Variances” tab and the “Special Requirements” tab, as applicable, for eligibility for variances, special products, and special requirements.

MBS Guaranty Fee and Buyup/Buydown Information

The guaranty fee due to Fannie Mae for any Mortgage sold under any MBS Contract shall be at the annual rate specified in the applicable MBS Contract, payable monthly, after giving effect to any reduction of the guaranty fee through use of the MBS Express remittance cycle, if applicable. In addition, the guaranty fee will be set before giving effect to (i) any reduction of the guaranty fee through use of the rapid payment method of remittances, if applicable, and (ii) any increases or decreases of the guaranty fee relating to any buyups or buydowns of such fee, if applicable.

Lender must choose the applicable Buyup/Buydown Grid posting, “Early” or “Late,” by contacting its customer account team in its lead regional office, prior to the “Early” grid posting. If Lender fails to notify its lead regional office of its grid selection before the “Early” grid is posted, Fannie Mae will assume that Lender has selected the “Early” posting grid. Lender’s grid selection will apply to all MBS pools that it sells under the same MBS Contract. Ratios for products or note rates that are not included in the regular posting may be negotiated through Lender’s lead regional office.

 

Master Agreement ML02783

FRM - 1

Amendment 9

March 15, 2011

Contract No. L01030

FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT

MASTER AGREEMENT ML02783 Second Term

 

 

Lender: HomeStreet Bank    Lender Number: 20722-000-0

 

 

Eligible Products:    10, 15, 20, 25, 30, 40 year fixed-rate mortgages
Guaranty Fee:    [***] Basis Points (10yr, 15yr FRM)
   [***] Basis Points (20yr, 25yr, 30yr, 40yr FRM)
   [***] Basis Points (30yr, 40yr IO FRM)
Maximum Amount of Pool Purchase Transactions for Delivery during Second Delivery Term:    $1,250,000,000.00
Original First and Last Issue Date for Pools formed under this Contract:    April 1, 2010 - June 1, 2011
First Issue Date for Pools formed under this amended Contract:    April 1, 2011
Servicing Option:    Special
Buyup/Buydown Grid:    Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information on the Fixed- Rate Product Attachment.)
Mortgage Type:    Conventional
Remittance Cycle:    Standard
Seasoning Requirements:    Current
Special Feature Codes:    Per the Selling Guide and applicable attachments under the “Variances” and “Special Requirements” tabs of the Master Agreement.

Additional Terms:

 

•  

The Guaranty Fee adjustment for the MBS Express or RPM remittance cycle, if applicable, may be changed by Fannie Mae from time to time and will be effective 60 days after notice to Lender.

 

•  

Only FRMS and IO FRMS must be delivered under this MBS Contract. All other Mortgage products are ineligible.

 

Pool Purchase Contract No. L01030

FRM - 1

Amendment 9

March 15, 2011

[***] Certain information has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.

ARM PRODUCT ATTACHMENT

This ARM Product Attachment for conventional adjustable-rate residential mortgage loans is attached to and made a part of the Master Agreement.

Standard Fannie Mae ARM Plans Eligible for Delivery Under MBS Contracts

For a complete description of Fannie Mae’s standard ARM plans, see the Standard ARM Plan Matrix on efanniemae.com. Each ARM MBS Contract will reference ARM plans eligible for delivery under such MBS Contract.

Variances, Special Products, and Special Requirements Applicable to Adjustable-Rate Mortgages

Please refer to the attachments under the “Variances” tab and the “Special Requirements” tab, as applicable, for eligibility for variances, special products, and special requirements.

MBS Guaranty Fee and Buyup/Buydown Information

The guaranty fee due to Fannie Mae for any Mortgage sold under any MBS Contract shall be at the annual rate specified in the applicable MBS Contract, payable monthly, after giving effect to any reduction of the guaranty fee through use of the MBS Express remittance cycle, if applicable. In addition, the guaranty fee will be set before giving effect to (i) any reduction of the guaranty fee through use of the rapid payment method of remittances, if applicable, and (ii) any increases or decreases of the guaranty fee relating to any buyups or buydowns of such fee, if applicable.

Lender must choose the applicable Buyup/Buydown Grid posting, “Early” or “Late,” by contacting its customer account team in its lead regional office, prior to the “Early” grid posting. If Lender fails to notify its lead regional office of its grid selection before the “Early” grid is posted, Fannie Mae will assume that Lender has selected the “Early” posting grid. Lender’s grid selection will apply to all MBS pools that it sells under the same MBS Contract. Ratios for products or note rates that are not included in the regular posting may be negotiated through Lender’s lead regional office.

 

Master Agreement ML02783

ARM - 1

Amendment 9

March 15, 2011

Contract No. L01028

ADJUSTABLE-RATE MORTGAGE POOL PURCHASE CONTRACT

MASTER AGREEMENT ML02783 Second Term

 

Lender: HomeStreet Bank

    Lender Number: 20722-000-0
Eligible Products:    Adjustable-Rate Conventional Mortgages
Plan Number(s):    03505, 00659, 00660, 00661, 02238, 02699, 02724, 02725, 02737, 03128, 03252 (only those listed above are eligible under this contract - for more details, see the Standard ARM Plan Matrix on efanniemae.com or, if applicable, the instructions in the Additional Terms section)
Guaranty Fee:   

[***] Basis Point (30yr, 40yr ARM)

[***] Basis Points (30yr “IO” ARM)

Maximum Amount of Pool Purchase Transactions for Delivery during Second Delivery Term:   

$60,000,000.00

Original First and Last Issue Date for Pools formed under this Contract:    April 1, 2010 - June 1, 2011
First Issue Date for Pools formed under this amended Contract:    April 1, 2011
Servicing Option:    Special
Buyup/Buydown Grid:    Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
Mortgage Type:    Conventional
Pooling Structure:    ARM Flex
Remittance Cycle:    Standard
Seasoning Requirements:    Current
Conversion Option:    N/A
Special Feature Codes:    Per the Selling Guide and applicable attachments under the “Variances” and “Special Requirements” tabs of the Master Agreement.

 

Pool Purchase Contract No. L01028

ARM - 1

Amendment 9

March 15, 2011

[***] Certain information has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.

Additional Terms:

 

•  

The Guaranty Fee adjustment for the MBS Express or RPM remittance cycle, if applicable, may be changed by Fannie Mae from time to time and will be effective 60 days after notice to Lender.

 

•  

Only ARMS and IO ARMS must be delivered under this MBS Contract. All other Mortgage products are ineligible.

 

Pool Purchase Contract No. L01028

ARM - 2

Amendment 9

March 15, 2011

CONFIDENTIAL

March 15, 2011

Mr. Curt Byers

Vice President of Secondary Marketing

HomeStreet Bank

601 Union Street

2000 Two Union Square

Seattle, WA 981012326

 

Subject    Master Agreement No:    ML02783   
   Delivery Term:    Second   
   Master Agreement Amendment No.:    Amendment 9   
   Lender No.:    20722-000-0   

Dear Mr. Byers:

By execution of this Letter Agreement, Fannie Mae and HomeStreet Bank (the “Lender”) agree to amend the above-referenced Master Agreement and Contract (if applicable). The amended terms and conditions are set forth in the amended pages to the Master Agreement and (if applicable) the Contract attached to this Letter Agreement. The attachments should be inserted into the Lender’s Master Agreement as described below. Capitalized terms used but not defined in this Letter Agreement, shall have the meanings set forth in the Master Agreement.

The amended terms and conditions are set forth below. If applicable, the Lender and Fannie Mae shall rely also on any attached pages for a complete description of the amended terms and conditions.

The amended terms and conditions:

 

1.   

Amended term:

 

Instructions:

   

Amend the agreement amount and expiration date for the Master Agreement.

 

In your Master Agreement, replace the following titled sections:

 

•        EXHIBIT 1 TO MASTER AGREEMENT ML02783.

 

Master Agreement ML02783

LE - 1

Amendment 9

March 15, 2011

2.    Amended term:    Amend certain provisions of certain VAR[s] in the “Variances” section of your Master Agreement.
  

 

Instructions:

   

 

•        Replace the VAR/TOC (Table of Contents) with the enclosed VAR/TOC (Table of Contents).

 

•        Replace the following VAR[s] with the enclosed VAR[s] in the “Variances” section of your Master Agreement:

 

•      VAR 12 - HomePath and HomePath Renovation Mortgages.

3.    Amended term:    Add the ability to originate and sell certain mortgages as described in the “Variances” section of your Master Agreement.
  

 

Instructions:

   

 

•        Insert the following VAR[s] into the “Variances” section of your Master Agreement:

 

•      VAR 13 - HomeStyle Renovation Mortgages (04/2010).

4.    Amended term:    Discontinue the ability to originate and sell certain mortgages as described in the “Variances” section of your Master Agreement.
  

 

Instructions:

   

 

•        Remove the following VAR[s] from the “Variances” section of your Master Agreement:

 

•      VAR 1 - HomeStyle Renovation Mortgages;

 

•      VAR 3 - Energy Efficient Mortgages (EXPIRING);

 

•      VAR 7 - HomeStyle Renovation Escrow (03/10);

 

•      VAR 8 - Brigham Young University Residential Leasehold Estates in Hawaii (03/10); and

 

•      VAR 11 - HomePath and HomePath Renovation Mortgages (EXPIRING).

5.    Amended term:    Amend Pool Purchase Contract[s]: L01028 and L01030.
   Instructions:   

Replace Pool Purchase Contract[s] in your Master Agreement as follows:

 

•        Fixed-Rate - L01030 in the Fixed-Rate section of your Master Agreement.

 

•        Adjustable-Rate - L01028 in the Adjustable-Rate section of your Master Agreement.

If you have received the “MASTER AGREEMENT GENERAL TERMS”, “SPECIAL REQUIREMENT” Terms and/or Pool Contract “PRODUCT ATTACHMENT[S]”, please insert/replace them in their respective sections. All replaced sections, along with this letter, should be inserted under the “Amendment History” tab.

For whole loan deliveries, any loan-level price adjustments (“LLPAs”) that are referenced in the Master Agreement, will be available no later than 30 days after Fannie Mae receives the executed Letter Agreement from Lender.

 

Master Agreement ML02783

LE - 2

Amendment 9

March 15, 2011

By execution of this Letter Agreement, Fannie Mae and the Lender agree to and accept the amended terms and conditions as set forth in the attachments to this Letter Agreement. The effective date of the amendments is the date of Fannie Mae’s receipt of this Letter Agreement executed by the Lender (or the later of the date Fannie Mae receives the executed Letter Agreement or the date shown on Exhibit 1, if Exhibit 1 has been revised in this Letter Agreement). The Lender shall return a duly-executed duplicate original of this Letter Agreement to Fannie Mae within ten business days of the date this Letter Agreement is executed by Fannie Mae. If Fannie Mae does not receive an executed duplicate original (or electronic version, as provided below) of this Letter Agreement from the Lender within ten business days, Fannie Mae may, at its option, declare this Letter Agreement null and void. You may return this Letter Agreement to Fannie Mae via facsimile or other means of electronic transmission. Please be aware that if you return only the executed signature page by electronic means (and not the balance of the Letter Agreement) then you are warranting that you have accepted the Letter Agreement in its entirety in the form sent to you by Fannie Mae, with no strike-outs, additions or other changes. NOTE: if you see anything that needs to be changed in this Letter Agreement, please give your Customer Account representative a call before you sign the original.

Sincerely,

FANNIE MAE

 

By:  

/s/ Colette Porter

 

Colette Porter

Director/Assistant Vice President

Agreed, acknowledged and accepted.
HOMESTREET BANK
By:  

/s/ Curt Byers

Name:  

Curt Byers

Title:  

Vice President

Date:  

3/28/2011

Email addresses for contact related communications are listed below. Please make additions or corrections as necessary.

***@***

***@***

 

Master Agreement ML02783

LE - 3

Amendment 9

March 15, 2011