Master Agreement, Fannie Mae


  Exhibit 10.24
  CONFIDENTIAL
  MASTER AGREEMENT MA02373.2
  This Master Agreement between Fannie Mae and Crescent Bank and Trust Company (“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, conversions, 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 contains a complete description of the terms “Master
Conversions” and “MBS Pricing Confirmations,” as well as other related terms and instructions. The execution of this Master Agreement requires compliance with all provisions and sections of this Master Agreement, including all Master
Conversions, MBS Contracts, cash commitments, exhibits and attachments to this Master Agreement.
  To sell Mortgages under this Master Agreement, Lender and Fannie Mae must also enter into one or
more Master Conversions. In addition, depending on whether Lender will be delivering Mortgages under one of Fannie Mae’s cash purchase programs (Negotiated or Standard) or under Fannie Mae’s MBS program, Lender and Fannie Mae will also
need to enter into the appropriate cash commitments or MBS Pricing Confirmations for MBS Contracts.
  Lender and Fannie Mae acknowledge that the Estimated Dollar Amount (as set forth on Exhibit 1)
is an estimate by the parties, as of the date of execution hereof, of anticipated Mortgage deliveries and such amount may change over the term of this Master Agreement. Notwithstanding the fact that a Maximum Amount of Pool Purchase Transactions for
Delivery is set forth in each MBS Contract, the total amount to be sold shall be governed by the applicable Master Conversions. The sum of the actual Mandatory Delivery Amounts (whether one or more), as reflected in the Master Conversions, will
reflect the actual volume of Mortgage deliveries agreed to by the parties and will supersede any Estimated Dollar Amount set forth in Exhibit 1.
 For this Master Agreement to become effective,
Lender must execute and return to Fannie Mae a duplicate original within ten business days of Lender’s receipt of this Master Agreement. Otherwise. Fannie Mae may, at its option, declare this Master Agreement null and void.
  Lender hereby confirms, by checking the appropriate section below, that:

	  o
 	  It is not a federally-insured institution or an affiliate or subsidiary of a federally-insured institution.
 
	  
 	  
 
	  o
 	  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.
 

  Master Agreement MA02373.2

MA - 1
 Amendment 20






   Sincerely,

	  FANNIE MAE
 
	  
 
	  By:
 	  /s/ DAVID A. BOWLES
 	  
 
	  
 	 
 	  
 
	  
 	 David A. Bowles
 	  
 
	  
 	  Customer Account Manager
 	  
 
	  
 
	  Agreed, acknowledged, and accepted.
 
	  
 
	  CRESCENT BANK AND TRUST COMPANY
 
	  
 
	  By:
 	  /s/ PARTHIV J. DAVE
 	  
 
	   
 	 
 	  
 
	  Name:
 	  PARTHIV J. DAVE
 	  
 
	 Title:
 	  V.P.
 	  
 
	  Date:
 	  12-11-02
 	  
 
	  
 
	  Agreed, acknowledged, and accepted.
 
	  
 
	  CRESCENT MORTGAGE SERVICES
 
	  
 
	  By:
 	  /s/ PARTHIV J. DAVE
 	  
 
	  
 	 
 	  
 
	  Name:
 	  PARTHIV J. DAVE
 	  
 
	  Title:
 	  V.P.
 	  
 
	 Date:
 	  12-11-02
 	  
 
				

  Master Agreement MA02373.2
 MA - 2
 Amendment 20






   EXHIBIT 1
  TO MASTER AGREEMENT MA02373.2

	  Lender Name
 	  Crescent Bank and Trust Company
 
	  
 	  
 
	  Lender Number
 	  23227-000-4
 
	  
 	  
 
	  Delivery Term:
 	  Second
 
	  
 	  
 
	  Effective Date of Delivery Term:
 	  January 1, 2003
 
	  
 	  
 
	  Expiration Date of Delivery Term:
 	  June 30, 2003
 
	  
 	  
 
	 Estimated Dollar Volume for Delivery Term:
 	  $175,000,000.00
 (eligible for delivery only upon incremental conversions to Mandatory Delivery Amounts under one or more Master Conversions)



  Master Agreement MA02373.2
 MA - 3
 Amendment 20






   MASTER AGREEMENT
  Master Conversion for Crescent Bank and Trust Company

MA02373.2-01
  Upon entering into this Master Conversion, Lender is obligated to sell to Fannie Mae, and Fannie Mae is obligated to buy from Lender, Mortgages in the aggregate unpaid principal
amount of the Mandatory Delivery Amount stated below under any of the following programs: Fannie Mae’s MBS program, Negotiated Cash Transactions or Standard Cash Transactions. Mortgages must be sold during the period commencing with the
Effective Date set forth below and ending with the Expiration Date set forth below (the “Conversion Period”) and must meet all requirements set forth in the Master Agreement, as well as those set forth in the applicable MBS Contracts (as
described below). There must be a valid MBS Pricing Confirmation for each MBS Contract below prior to Lender’s sale of any Mortgages under such MBS Contract.
  Lender shall be deemed to have
accepted the terms of this Master Conversion and all applicable MBS Pricing Confirmations either (i) upon execution of the Master Agreement or Master Agreement amendment to which this Master Conversion is attached, or (ii) if this Master Conversion
is not attached to a Master Agreement amendment, then upon delivery of any Mortgages under the MBS Contracts during the current Conversion Period.

	  Master Agreement:
 	  MA02373.2
 
	  
 	  
 
	 Mandatory Delivery Amount:
 	  $175,000,000.00, plus or minus 5%
 
	  
 	  
 
	  Effective Date:
 	  January 1, 2003
 
	  
 	  
 
	  Expiration Date:
 	  June 30, 2003
 
	  
 	  
 
	  MBS Contracts:
 	  A06303, A06304, A06305, A06808, A06809, A06810, A06811
 

  Master Agreement
MA02373.2
 MA - 4
 Amendment 20






   VARIANCES
  This Variances 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 variances. Unless otherwise specified, the following variances apply only to conventional, first lien Mortgages.

	  1.
 	  With respect to any Variances in this “Variances” section that incorporate a table to describe eligibility of Mortgages delivered under that Variance, the
following definitions and restrictions apply to all such Variances.
 
	  
 	  
 
	  
 	 •
 	  Mortgage products listed under “Eligible Products/Programs” are the only eligible mortgage products and/or programs. A reference to “All Standard per Selling
Guide” means only standard mortgage products (e.g., FRM, ARM, 7-year balloon), and does not include any specially negotiated products, community or affordable lending products, or products requiring special lender approval.
 
	  
 	  •
 	  The loan purpose(s) listed under “Loan Purpose” (Purchase Money Mortgage, Cashout Refinance, Limited Cashout Refinance) is/are the only eligible loan purpose for
Mortgages delivered under the Variance.
 
	  
 	  •
 	  The property type(s) and number of units listed under “Dwelling Type” (e.g. Detached, Condo, PUD) and “Units” (e.g. 1, 2, 3, 4) is/are the only eligible
property types and number of units for Mortgages delivered under the Variance.
 
	  
 	  •
 	  The occupancy status listed under “Occupancy Status” (e.g. Owner, 2nd Home, or Investor) is/are the only eligible occupancy status for Mortgages delivered under the
Variance. “Owner” means owner-occupied primary residence, “2nd Home” means second home, and “Investor” means an investment property.
 
	  
 	  •
 	  The LTV or CLTV listed in the “LTV” or “CLTV” column represent the maximum possible LTV or CLTV for the Mortgages delivered under the Variance. A lower
maximum LTV or CLTV may apply depending on the loan products (e.g. ARM or balloon), if “All Standard per Selling Guide” has been selected under “Eligible Products/Programs.”
 
	  
 	  
 	  
 
	 2.
 	  In the event that a Variance table references “Coop” as an eligible “Dwelling Type,” Lender must be approved for delivery of cooperative share
loans to Fannie Mae, per the Selling Guide.
 
	  
 	  
 
	  3.
 	  Any special feature code designated for the Variance is in addition to any other special feature codes that may be required.
 
	  
 	  
 
	  4.
 	  If any column in the Variance table is blank, Lender must refer (a) first to the terms and conditions of that Variance, and (b) then to the Selling Guide or the
Guide to Underwriting with Desktop Underwriter®, as applicable, both as amended from time to time.
 

  Master Agreement MA02373.2
 VAR Preamble -
1






   VARIANCES
 TABLE OF CONTENTS

	  VAR 1
 	  Bulk Alt A Product FRM
 
	  VAR 2
 	  Desktop Underwriter ‘Expanded Approval with Timely Payment Rewards SM’ Initiative
 
	 VAR 3
 	  Relocation Mortgages Guidelines/Trailing Secondary Wage Earner Income
 
	  VAR 4
 	  Other Automated Underwriting Systems
 

  Master Agreement MA02373.2
 VAR/TOC -
1






   VAR 1          
Bulk ALT A Product

	  1.
 	  Lender may sell to Fannie Mae a loan package containing mortgages (“Mortgages”) that may have been originated with certain variances to Fannie Mae’s
underwriting and documentation requirements described as one of the following Alt A products:
 
	  
 	  
 
	  
 	  (a)
 	  “Stated Income,” (SFC “442”) which is defined as:  the borrower reports income on the Uniform Residential Loan Application (Form 1003) and a verbal
Verification of Employment may be obtained. Lender is not required to verify the reported income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	  (b)
 	  “No Ratio,” (SFC “443”) which is defined as: the borrower does not report income on the Uniform Residential Loan Application (Form 1003), so therefore no
debt-to-income ratios are calculated. Lender is not required to verify the borrower’s income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	 (c)
 	  “No Income/No Asset” (‘NINA’) (SFC “444”) which is defined as: the borrower does not report either income or assets on the Uniform Residential Loan
Application (Form 1003). Lender is not required to verify the borrower’s income or assets.
 
	  
 	  
 	  
 
	  
 	  (d)
 	  “Full/Alternative Documentation (SFC “512”) which is defined as: the borrower reports income and assets on the Uniform Residential Loan Application (Form 1003)
and Lender must verify reported income and assets.
 
	  
 	  
 	  
 
	  
 	  Lender must document the Mortgage file with a statement describing the Mortgage either as a Stated Income, a No Ratio, a NINA, or a Full/Alternative Documentation
Alt A product.
 
	  
 	  
 
	  2.
 	  Lender must provide the borrower’s FICO credit score at delivery of each Mortgage under this Variance.
 
	  
 	  
 
	 3.
 	  Eligible products include fixed-rate, first-lien, fully amortizing mortgages.
 
	  
 	  
 
	  4.
 	  Lender’s underwriting guidelines for origination of Stated Income, No Ratio, or NINA Alt A products are described in Attachment 1 (“Lender’s
Underwriting Guidelines”). Notwithstanding any contrary provisions contained in Lender’s Underwriting Guidelines, the only Mortgages eligible for delivery to Fannie Mae are those Mortgages that are originated in accordance with
Lender’s guidelines for Stated Income, No Ratio, or NINA Alt A products described in Lender’s Underwriting Guidelines and meet Fannie Mae’s general eligibility criteria, as modified by the applicable provisions of Attachment 1.
Fannie Mae reserves the right to review all mortgages offered for sale by Lender, and although certain mortgages may meet Underwriting Guidelines, Fannie Mae is not obligated to buy all of such mortgages.
 
	  
 	  
 
	  5.
 	  Lender represents and warrants that all information concerning the Mortgages submitted by Lender to Fannie Mae in electronic format or otherwise is true, accurate,
and complete. Notwithstanding the accuracy of the information submitted by Lender, Lender represents and warrants that all Mortgages comply with Lender’s Underwriting Guidelines. Lender acknowledges that that Fannie Mae does not waive any of
such representations and warranties of Lender by offering to buy or accepting delivery of any Mortgages. A breach of any of Fannie Mae’s underwriting criteria or any modification thereof, as described herein, shall be deemed to be a breach of
warranty by Lender, as provided in the Selling Guide.
 

 Master Agreement MA02373.2
 VAR 1 - 1







	  6.
 	  All Stated Income, No Ratio, or NINA Mortgages must be delivered to Fannie Mae under Pool Purchase Contract A06302, A06743, and A06724 (fixed-rate Mortgages). FOR
CASH: under Fannie Mae’s Negotiated Transactions for cash purchase.
 
	  
 	  
 
	  7.
 	  With respect to all Mortgages sold and delivered to Fannie Mae pursuant to this Variance:
 
	  
 	  
 
	  
 	  (a)
 	  Lender represents and warrants that the Mortgages comply with all applicable representations and warranties as set forth in the Selling Guide, and Lender makes all selling
warranties with respect to the Mortgages, except as otherwise expressly provided in this Variance.
 
	  
 	  
 	  
 
	  
 	  (b)
 	  Lender acknowledges that the terms and conditions on which Fannie Mae has agreed to acquire the Mortgages assume that pool or primary mortgage insurance is obtainable for the
Mortgages after delivery of the Mortgages to Fannie Mae. Lender represents and warrants that none of the Mortgages has been originated or serviced with fraud, misrepresentation, or negligence, or with any act that is dishonest, criminal, or
knowingly wrongful, that would (1) cause a mortgage insurer to decline to insure a Mortgage, or (2) entitle a mortgage insurer to deny a claim pursuant to a mortgage insurance policy exclusion to coverage encompassing fraud, misrepresentation,
negligence, or dishonest, criminal, or knowingly wrongful acts in origination or servicing.
 
	  
 	  
 	  
 
	  
 	 (c)
 	  These representations and warranties survive purchase of and payment for the Mortgage, apply to each Mortgage, and inure to the benefit of Fannie Mae, its successors and
assigns.
 
	  
 	  
 	  
 
	  8.
 	  Fannie Mae and Lender agree that multiple bulk mortgage deliveries may be made under this Variance.  With respect to each such delivery, a Bulk Mortgage
Delivery Addendum containing specific information with respect to the corresponding Mortgages being delivered will be completed and added to this Variance, and shall become a part of this Variance and this Master Agreement for all
purposes.
 

  Master Agreement MA02373.2
 VAR 1 - 2






   Attachment 1
  Lender’s Underwriting Guidelines Approved by Fannie
Mae
  Mortgages may contain only the following variances to Fannie Mae’s underwriting and documentation guidelines:
 Crescent Mortgage’s Credit Plus Program
 No Income - No Ratios/No Asset Verifications

	  
 	 No Income 
 No Ratios / No Asset Verification
 
	 Program Type
 	 PMM, R/T Refi, COR
 
	 Product Type
 	 FRM only
 
	 Amortization Terms
 	 15- and 30- year
 
	 Eligible Units
 	 1 -2 unit properties
 
	 Eligible Properties
 	 Fee Simple; 1-2 unit attached and detached properties. Condominiums are also eligible.  NO mobile homes or manufactured housing units. Also, no excess acreage - value not to
exceed 33% of total.
 
	 Geographic Limitations
 	 None
 
	 Occupancy Status
 	 Owner Occupied and 2nd Homes
 
	 Borrower Eligibility
 	 Designed for the borrower who has income and assets, but does not want to deal will all regular documentation requirements, and for borrowers who are changing jobs, between jobs,
relocating, retiring, or have recently become self-employed. All borrowers must meet credit score requirements. No loans to builders or developers.
 
	 Appraisal
 	 New full Uniformed Residential Appraisal Report required for all loan types. Plus, a review appraisal if the transaction is a refinance and the LTV is greater than
75%.
 
	 Mortgage Insurance
 	 Standard mortgage insurance required.
 
	 Maximum LTVs and Credit Scores:
 	  
 
	   - Owner Occupied:
 	 1-unit: PMM & R/T Refi to 90% LTV with a credit score of 700; 75% with a credit score of 680.
 
	  
 	  
 
	  
 	 1-unit: COR to 70% with a credit score of 700; 65% with a credit score of 680.
 
	  
 	  
 
	  
 	 2-unit: PMM & R/T Refi to 85% LTV with a credit score of 700; 70% with a credit score of 680.
 
	  
 	  
 
	  
 	 2-unit: COR to 65% with a credit score of 700; 60% with a credit score of 680.
 
	  
 	  
 
	   - 2nd Homes
 	 1-unit only; PMM & R/T Refi to 80% with a credit score of 720; 75% with a credit score of 700; 70% with a credit score of 680; COR to 70% with a credit score of 700; 65% with
a credit score of 680.
 
	 Secondary Financing
 	 No Subordinate financing allowed on new loan.
 
	 Credit Report
 	 Three In-file merged credit report.
 
	 Qualifying Debt Ratios:
 	 Ratios are not considered.
 
	 Reserves:
 	 No assets are verified; reserves are not required.
 

 Master Agreement MA02373.2
 VAR 1 -
3







	 Credit Criteria:
 	  
 
	    Trade Lines
 	 Three (3) rated trades
 
	    Credit History
 	 24 Months
 
	    Credit Explanations
 	 Not stated
 
	 Mortgage/Revolving/
 	 No Foreclosures.
 
	      Installment
 	 No Bankruptcies.
 
	  
 	 No 30-day lates on any mortgages in the past 24 months.
 
	 Credit Report Letter of Explanation
 	 Not required as this product is credit score driven.
 
	 Sale Proceeds
 	 Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	 Down Payment:
 	 Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	 Liquid assets (checking, savings, CD’s, money market funds, etc.)
 	 Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	 Non-depository assets (stocks, bonds, retirement funds, trust funds, etc.)
 	 Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	 Seller contributions
 	 Per Fannie Guides.
 
	 Gift Funds
 	 No gifts allowed.
 
	 Verification of mortgage or rental history
 	 Required if mortgage history not on credit report. Rental history verification not required.
 
	 Salaried/Wage Earner Employment Verification
 	 No verification. Stated income/employment only.
 
	 Self-Employed Income/Employment Verification
 	 No verification. Stated income only. No 4506 required.
 
	 Self-employed Profit & Loss/
Balance Sheet
 	 Income verification is not required. No 4506 required.
 
	 Other Income: Retirement, SS, alimony, child support, etc.
 	 No verification. Stated income only.
 
	  
 	  
 
	  
 	 No Income
 No Ratios / No Asset Verification
 
	 Salary or hourly wage earnings and overtime and bonus income
 	 No verification. Stated income only.
 
	 Commission income and independent contractor
 	 No verification. Stated income only.
 
			

 Master Agreement MA02373.2
 VAR 1 - 4






   VAR 2          
Desktop Underwriter ‘Expanded Approval with Timely Payment RewardsSM’ Initiative September 2002

	  The following terms and conditions apply only to Mortgages originated and delivered to Fannie Mae pursuant to the Desktop Underwriter® “Expanded Approval
with Timely Payment RewardsSM” Initiative (hereinafter referred to as “the Initiative”). Mortgages originated under the Initiative must have been submitted to the Expanded Approval version of Desktop Underwriter for
analysis.
 
	  
 	  
 	  
 	  
 
	  Lender may deliver Mortgages originated under the Initiative in accordance with the following:
 
	  
 	  
 	  
 	  
 
	  1.
 	  Eligibility.
 
	  
 	  
 	  
 
	  
 	  (a)
 	  General.
 
	  
 	  
 	  
 
	  
 	  
 	 Each Mortgage must comply with the requirements of the “Expanded Approval with Timely Payment Rewards Lender Guide” (the “EA Lender Guide”), as
may be amended from time to time, as supplemented by the following specific provisions below. A breach of any of such eligibility criteria shall be deemed to be a breach of warranty by Lender, as provided in the Selling Guide. The EA Lender Guide
may be accessed through eFannieMae.com, under “Mortgage Product Information.”
 
	  
 	  
 	  
 
	  
 	  (b)
 	  Recommendation Levels.
 
	  
 	  
 	  
 
	  
 	  
 	  (i)
 	  Mortgages receiving an “EA-I/Eligible,” “EA-II/Eligible,” or “EA-III/Eligible” recommendation in the Desktop Underwriter Underwriting
Findings Report are eligible for delivery in accordance with the terms hereof.
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 (ii)
 	  Any Mortgage receiving a recommendation of “Refer W Caution/IV” is ineligible for delivery to Fannie Mae.
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (iii)
 	  Generally, Mortgages that receive an “EA/Ineligible” recommendation are not deliverable to Fannie Mae. If any such Mortgage meets the requirements of an
applicable Product Variance or a Community Lending Product Variance as described in Paragraph 4(b) below, or a negotiated underwriting variance in the Master Agreement (“Underwriting Variance”) providing for specific eligibility
requirements, as described in Paragraph 4(a) below, then such Mortgages are only deliverable in accordance with the provisions of Paragraph 4 below.
 
	  
 	  
 	  
 	  
 
	  
 	  (c)
 	  Product Eligibility.
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  See the EA Lender Guide for all product eligibility information.
 
	  
 	  
 	  
 
	  
 	 (d)
 	  Definitions.
 
	  
 	  
 	  
 
	  
 	  
 	  As used herein, these terms have the following meanings:
 
	  
 	  
 	  
 
	  
 	  
 	  (i)
 	  “EA-I Mortgages” means Mortgages receiving a recommendation of “EA-I/Eligible” or “EA-I/Ineligible,” only if an Underwriting Variance
per Paragraph 4(a) is applicable.
 
							

  Master Agreement MA02373.2
 VAR 2 - 1
 Amendment 20







	  
 	  
 	  (ii)
 	  “EA-II Mortgages” means Mortgages receiving a recommendation of “EA-II/Eligible” or “EA-II/Ineligible,” only if an Underwriting Variance per
Paragraph 4(a) is applicable.
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 (iii)
 	  “EA-III Mortgages” means Mortgages receiving a recommendation of “EA-III/Eligible” or “EA-III/Ineligible,” only if an Underwriting Variance per
Paragraph 4(a) is applicable.
 
	  
 	  
 	  
 	  
 
	  2.
 	  Limited Waiver of Warranties.
 
	  
 	  
 	  
 	  
 
	  
 	  Mortgages receiving the “EA-I/Eligible,” “EA-II/Eligible,” and “EA-III/Eligible” recommendation in the Desktop Underwriter
Underwriting Findings Report are eligible for the “Limited Waiver of Representations and Warranties,” as set forth in the Selling Guide, Part I, Chapter 2, Section 202.02, provided that each such Mortgage:
 
	  
 
	  
 	  
 	  
 	  
 
	  
 	  (a)
 	  is subject to all applicable requirements, restrictions, stipulations, and limitations specified in this Master Agreement, the applicable Pool Purchase Contract and
the Guide to Underwriting with Desktop Underwriter, as amended from time to time (the “Desktop Underwriter Guide”), as modified by this Agreement, which may include the purchase price or guaranty fee, any price adjustment, or similar
charge and the aggregate outstanding principal amount; and
 
	  
 	  
 	  
 	  
 
	  
 	 (b)
 	  meets all applicable product eligibility requirements.
 
	  
 	  
 	  
 	  
 
	  3.
 	  Timely Payment Rewards Feature.
 
	  
 	  
 	  
 	  
 
	  
 	  Only fixed rate, fully amortizing, level payment EA-II Mortgages and EA-III Mortgages may be originated with the Timely Payment Rewards feature, which includes an
interest rate reduction provision, subject to the following:
 
	  
 	  
 	  
 	  
 
	  
 	  (a)
 	  Such Mortgages must be delivered to Fannie Mae for cash.
 
	  
 	  
 	  
 	  
 
	  
 	 (b)
 	  The Mortgage must meet all applicable product eligibility requirements.
 
	  
 	  
 	  
 	  
 
	  
 	  (c)
 	  The Mortgage must be originated with the Timely Payment Rewards Addendum to the Note (Fannie Mae Form 1410) (the “Addendum”) and the Timely
Payment Rewards Rider to the Security Instrument (Fannie Mae Form 1412) (the “Rider”).
 
	  
 	  
 	  
 	  
 
	  
 	  (d)
 	  The mortgagor must meet the eligibility criteria set forth in the Addendum and the Rider. The Mortgage servicer will be responsible for complying with the provisions
of the EA Lender Guide relating to interest rate reduction, including evaluating the mortgagor’s payment history on the second, third and/or fourth anniversary date of the scheduled due date of the first full installment payment due under the
Note (“Anniversary Date”) to determine if the mortgagor has met the eligibility criteria for the interest rate reduction.
 
	  
 	  
 	  
 	  
 
	  4.
 	  Mortgages with Product Variances or Underwriting Variances.
 
	  
 	  
 	  
 	  
 
	  
 	 (a)
 	  Mortgages that receive an “EA/Ineligible” recommendation that were originated with Underwriting Variances are only deliverable to Fannie Mae with Fannie
Mae’s prior approval. Fannie Mae must approve combining the Underwriting Variance with the
 

  Master Agreement MA02373.2
 VAR 2 - 2
 Amendment
20







	  
 	  
 	  Initiative, even if the Underwriting Variance has been approved under this Master Agreement for non-Initiative mortgages. The specific reason(s) for ineligibility
must be permitted under the terms of the Underwriting Variance. With Fannie Mae’s prior approval, Lender may deliver such Mortgages, provided that such Mortgages:
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (i)
 	  are not eligible for the Limited Waiver of Warranties;
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 (ii)
 	  must meet all of the terms of the Initiative specified herein and the terms applicable to the Underwriting Variance;
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (iii)
 	  must be identified with the applicable special feature code for the Initiative in addition to any special feature codes that may be applicable under the terms of the
Underwriting Variance; and
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (iv)
 	  are subject to the applicable loan level price adjustments for the Initiative, in addition to any loan level price adjustments that may be applicable under the terms of
the Underwriting Variance.
 
	  
 	  
 	  
 	  
 
	  
 	  (b)
 	  Certain Mortgages receiving any of the three levels of “EA/Eligible” recommendations or an “EA/Ineligible” recommendation in Desktop Underwriter
may also meet the requirements of a product, initiative or pilot that is available to Lender under the terms of this Master Agreement (a “Product Variance”). If the Product Variance is a Community Lending or affordable housing initiative
or pilot (a “Community Lending Product Variance”), then Lender may disregard the “EA” recommendation and underwrite such Mortgage outside of Desktop Underwriter in accordance with the provisions of the Community Lending Product
Variance, provided that such Mortgages:
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 (i)
 	  are not eligible for the Limited Waiver of Warranties;
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (ii)
 	  must meet all of the terms of the Community Lending Product Variance;
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (iii)
 	  must be identified only with the special feature codes applicable to the Community Lending Product Variance (the special feature codes applicable to the Initiative shall
not apply to such Mortgages); and
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (iv)
 	  are subject to the pricing and any loan level price adjustments applicable to the Community Lending Product Variance (the loan level price adjustments applicable to the
Initiative shall not apply to such Mortgages).
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 Mortgages receiving any of the three levels of “EA/Eligible” recommendations or an “EA/Ineligible” recommendation in Desktop Underwriter that meet
the requirements of a Product Variance that is available to Lender under the terms of this Master Agreement, but that is not a Community Lending Product Variance, may be delivered to Fannie Mae only with Fannie Mae’s prior
approval.
 
	  
 	  
 	  
 	  
 
	  
 	  (c)
 	  Any variance for the waiver of any of Fannie Mae’s standard loan level price adjustments shall not apply to Mortgages originated under the
Initiative.
 

  Master Agreement MA02373.2
 VAR 2 - 3
 Amendment 20







	  5.
 	  Delivery and Pricing.
 
	  
 	  
 	  
 	  
 
	  
 	  (a)
 	  Loan Level Price Adjustments for MBS Delivery.
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 (i)
 	  Each EA-I Mortgage or EA-II Mortgage delivered for MBS is subject to payment of the applicable base guaranty fee, as set forth in the applicable MBS pool purchase contract, in
addition to payment of the applicable Initiative loan level price adjustment as shown below, plus all other loan level price adjustments that may be applicable to such Mortgage. Additionally, Lender shall identify all EA-I Mortgages and EA-II
Mortgages at delivery with the applicable Special Feature Code as shown below.
 

 

	  Risk Level
 	   
 	  Initiative Loan Level 
 Price Adjustment
 	   
 	  Special Feature 
 Code
 
	 
 	   
 	 
 	   
 	 
 
	  EA-I Mortgages
 	  
 	  1.50% (for all Mortgages)
 	  
 	  340
 
	 EA-II Mortgages 
 (without Timely 
 Payment Rewards only)
 	  
 	  2.75% (for all Mortgages)
 	  
 	  341
 

 

	  
 	  
 	  (ii)
 	  Lender must set up a bank account from which Fannie Mae can draft loan level price adjustments in accordance with the requirements of the Selling Guide, as amended
from time to time.
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (iii)
 	  Delivery of Mortgages under the Initiative shall be subject to all applicable loan level price adjustments as required by the Selling Guide and the Expanded Approval
Eligibility Matrix, in the Desktop Underwriter Guide, both as amended from time to time. In addition, Mortgages under the Initiative are subject to the payment of the general Desktop Underwriter usage fees outlined in the Desktop Underwriter
Seller/Servicer Software License and Subscription Agreement between Lender and Fannie Mae.
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 (iv)
 	  Please note that any loan level price adjustment associated with the delivery and profile of Mortgages underwritten through Desktop Underwriter are subject to change
at any time during the term of this Master Agreement. These changes will be reflected in the Desktop Underwriter Guide or other written notice from Fannie Mae.
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (v)
 	  Mortgages described in Paragraph 5(b)(ii) below are not eligible for delivery for MBS.
 
	  
 	  
 	  
 	  
 
	  
 	  (b)
 	  Cash Execution.
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (i)
 	  All EA-I Mortgages, EA-II Mortgages and EA-III Mortgages are eligible for delivery for cash.
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 (ii)
 	  The following Mortgages are eligible for delivery only for cash:
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  
 	  (A)
 	  all EA-II Mortgages that include the Timely Payment Rewards feature; and
 

  Master
Agreement MA02373.2
 VAR 2 - 4
 Amendment 20







	  
 	  
 	  
 	  (B)
 	  all EA-III Mortgages, whether or not such Mortgages include the Timely Payment Rewards feature.
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  
 	  (iii)
 	  In addition to the cash pricing described in subparagraph (iv) below, each Mortgage is subject to the payment of all other loan level price adjustments that may be
applicable to such Mortgage. Lender shall identify all Mortgages at delivery with the applicable Special Feature Code as shown below.
 

 

	 Risk Level
 	  
 	 Special Feature Code 
 (for all Mortgages,
 regardless of LTV)
 
	 
 	  
 	 
 
	 EA-I Mortgages
 	  
 	 340
 
	 EA-II Mortgages without Timely Payment Rewards
 	  
 	 341
 
	 EA-II Mortgages with Timely Payment Rewards
 	  
 	 459
 
	 EA-III Mortgages without Timely Payment Rewards
 	  
 	 342
 
	 EA-III Mortgages with Timely Payment Rewards
 	  
 	 376
 

 

	  
 	  
 	  (iv)
 	  To obtain Fannie Mae cash pricing, Lender may go to eFanniemae.com and select “eCommitting” under the Lending and Servicing menu or call the Cash
Commitment Window for separate commitments at 1-800-752-1080 and select Option 5. At delivery Lender must advise the Cash Commitment Window:
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  
 	  
 	  (A)
 	  that the subject commitment is for the Initiative, and
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  
 	  
 	  (B)
 	  that the subject risk level is either I, II or III (indicate which one), and
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  
 	  
 	 (C)
 	  if applicable, that the Mortgage includes the Timely Payment Rewards rate reduction feature, and
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  
 	  
 	  (D)
 	  of the applicable Special Feature Code(s) and all applicable loan level price adjustments as required by the Selling Guide and the Expanded Approval Eligibility Matrix, in the
Desktop Underwriter Guide, both as amended from time to time; and
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  
 	  
 	  (E)
 	  the applicable mortgage insurance level; and
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  
 	  
 	  (F)
 	  of the mortgage term (10-year, 15-year, 20-year, or 30-year), and
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  
 	  
 	 (G)
 	  of the mortgage product (fixed-rate mortgage or the applicable ARM plan), and
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  
 	  
 	  (H)
 	  of the LTV of the Mortgage.
 

  Master Agreement MA02373.2
 VAR 2 - 5
 Amendment
20







	  
 	  
 	  (v)
 	  Delivery of Mortgages under the Initiative shall be subject to all applicable loan level price adjustments as required by the Selling Guide and the Expanded Approval
Eligibility Matrix, in the Desktop Underwriter Guide, both as amended from time to time. In addition, Mortgages under the Initiative are subject to the payment of the general Desktop Underwriter usage fees outlined in the Desktop Underwriter
Seller/Servicer Software License and Subscription Agreement between Lender and Fannie Mae.
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  
 	 (vi)
 	  Please note that the cash price and/or any other loan level price adjustment associated with the delivery and profile of Mortgages underwritten through Desktop
Underwriter are subject to change at any time during the term of this Master Agreement. These changes will be reflected in the Desktop Underwriter Guide or other written notice from Fannie Mae.
 
	  
 	  
 	  
 	  
 	  
 
	  6.
 	  General.
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  (a)
 	  Mortgage Insurance.
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  
 	  (i)
 	  The terms and conditions on which Fannie Mae has agreed to acquire the Mortgages originated pursuant to the Initiative assume that additional mortgage insurance is
obtainable for the Mortgages after delivery of the Mortgages to Fannie Mae. Lender represents and warrants that none of the Mortgages have been originated or serviced with fraud, misrepresentation, or negligence, or with any act that is dishonest,
criminal, or knowingly wrongful, that would (A) cause a mortgage insurer to decline to insure a Mortgage, or (B) entitle a mortgage insurer to deny a claim pursuant to a mortgage insurance policy exclusion to coverage encompassing fraud,
misrepresentation, negligence, or dishonest, criminal, or knowingly wrongful acts in origination or servicing.
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  
 	 (ii)
 	  A minimum of 35% mortgage insurance coverage is required for (A) all Mortgages with LTVs greater than 95%, and (B) all Mortgages with LTVs of 90.01-95% originated
using flexible sources of funds for the down payment.
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (iii)
 	  Mortgages originated with mortgage insurance under the “Reduced MI” Coverage Option or the “Lower-Cost MI” Coverage Option (all as described in
the Selling Guide) are not eligible for delivery under the Initiative.
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  (b)
 	  Subordinate Financing.
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  
 	 Mortgages may be subject to subordinate financing in accordance with the EA Lender Guide. Mortgages subject to subordinate financing are subject to any applicable
loan level price adjustments, in addition to any other loan level price adjustments that may apply.
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  (c)
 	  Loan Level Price Adjustments.
 
	  
 	  
 	  
 	  
 	  
 
	  
 	  
 	  All loan level price adjustments referenced herein will be equal to the percentage amount specified multiplied by the issue date principal balance of the Mortgage,
in the case of Mortgages delivered for MBS and the delivery date principal balance, for mortgages delivered for cash.
 

  Master Agreement MA02373.2
 VAR 2 -
6
 Amendment 20







	  
 	  (d)
 	  Refinances.
 
	  
 	  
 	  
 
	  
 	  
 	 Mortgages delivered to Fannie Mae under the Initiative are not eligible for subsequent refinancing using any Fannie Mae Enhanced Streamlined Refinance process. In order for such
mortgages to be eligible for delivery to Fannie Mae, these cases must be submitted to Desktop Underwriter for credit risk analysis.
 
	  
 	  
 	  
 
	  
 	  (e)
 	  Servicing.
 
	  
 	  
 	  
 
	  
 	  
 	  Lender acknowledges that Lender is not approved to service Mortgages originated pursuant to the Initiative and agrees to assign the servicing to an authorized servicer of
Expanded Approval with Timely Payment Rewards Mortgages at the time of delivery to Fannie Mae in accordance with the provisions of the “EA Lender Guide,” as amended from time to time.
 

 
Master Agreement MA02373.2
 VAR 2 - 7
 Amendment 20






   VAR3          
Relocation Mortgage Guidelines/Trailing Secondary Wage Earner Income

	 Eligible Products / 
 Programs
 	   
 	  Loan Purpose
 	   
 	  Dwelling 
 Type
 	   
 	  Units
 	   
 	  Occupancy 
 Status
 	   
 	  LTV
 	   
 	  CLTV
 
	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 
	 FRM:
 	  
 	  Purchase Money Mortgage
 	  
 	  Detached Condo PUD
 	  
 	  1
 	  
 	  Owner
 	  
 	  90
 	  
 	  90
 

 

	  Parameters
 	   
 	  Options/ Limitations
 
	 
 	   
 	 
 
	  Minimum Credit Score
 	  
 	  Standard per the Selling Guide and DU Guide to Underwriting
 
	 Loan Level Price Adjustment
 	  
 	  N/A
 
	  Foreclosure Loss Risk
 	  
 	  Fannie Mae
 
	  Documentation
 	  
 	  Mortgages must be originated using either full documentation for all information related to the borrowers’ employment, income, and source of funds or Fannie Mae’s
TimeSaver alternative documentation program.
 
	  Delivery Limitations
 	  
 	  50%
 
	  Interest Rate Buydowns
 	  
 	  Mortgages subject to temporary buydowns are not permitted.
 
	  Geographic Limitations
 	  
 	  N/A
 

  Additional Terms
  Under the following conditions, a percentage of the average income for the previous two years of a “trailing secondary wage earner” of a relocated employee (“borrower”) can be used for qualification
purposes (the “borrower” and “trailing secondary wage earner” may collectively be referred to as the “borrowers”.) A “trailing secondary wage earner” is defined as a relative or domestic partner of the primary
wage earner. A “relative” is defined as the primary wage earner’s spouse, child, other dependent, or any other individual who is related by blood, marriage, adoption, or legal guardianship. “Domestic partners” are defined as
persons who share a committed relationship showing financial interdependence and joint responsibility for each other’s common welfare, are not related by blood, reside in the same household, and intend to reside together
indefinitely.

	 Percent of Income
 	   
 	   
 	  Maximum LTV
 	   
 
	 
 	   
 	   
 	 
 	   
 
	  75
 	  %
 	  
 	  80
 	  %
 
	  50
 	  %
 	  
 	  90
 	  %
 

  Conditions

	  (i)
 	  Maximum allowable underwriting ratios are 28%/36%.
 
	  
 	  
 
	 (ii)
 	  The borrower must be relocating with the same employer or as a new hire with a company that provides relocation benefits, and must be eligible to receive such benefits. (The
Lender must retain (a) literature produced by the employer describing the employer’s relocation program in detail and (b) evidence of the borrower’s eligibility under the program in the individual Mortgage file.)
 

  Master Agreement MA02373.2
 VAR 3 - 1







	  (iii)
 	  The “trailing secondary wage earner” must have been a salaried or commissioned employee who had been employed in the same occupation for the two years immediately
preceding the transfer, and must provide a written statement that he or she intends to obtain employment in the new location. Income from a “trailing secondary wage earner” who was self-employed may not be considered for qualifying
purposes.)
 
	  
 	  
 
	  (iv)
 	  The borrowers must have cash reserves (after the purchase of the new home) equal to at least six months of payments for all housing costs and other obligations (including
installment and revolving debt). In determining these reserves, housing costs include not only the cost of housing in the new area, but also any payments that are being made on any unsold previous residence or investment properties (in instances
where such payments are not being paid by the employer of the borrower).
 
	  
 	  
 
	 (v)
 	  Lender must determine that the new location provides on-going opportunities for the “trailing secondary wage earner” to obtain employment in his or her current
occupation and must document the individual Mortgage file accordingly.
 

  Master Agreement MA02373.2
 VAR 3 - 2






   VAR 4          
Other Automated Underwriting Systems

	  Fannie Mae recognizes that Lender may originate or purchase from third parties mortgages that have been submitted for evaluation to an automated underwriting system
(“AUS”) other than DU. Lender may deliver to Fannie Mae mortgages processed through a third-party system in accordance with the provisions of this Variance set forth below, provided that Lender acknowledges and agrees not to use these
provisions in any manner that would adversely select or harm Fannie Mae and:
 
	  
 	  
 
	  (i)
 	  The mortgages meet Fannie Mae’s eligibility requirements described in the Fannie Mae Selling Guide, as modified by the Master Agreement, this Variance or the DU Guide, as
any of the foregoing may be amended from time to time.
 
	  
 	  
 
	  (ii)
 	  Such mortgages must receive a recommendation of “standard accept” (either full or streamlined documentation levels) or “accept plus” from the other
AUS.
 
	  
 	  
 
	 (iii)
 	  All data pertaining to the mortgage is complete and accurate, and all data on which the underwriting decision recommended by the other AUS was based remain unchanged as of the
closing date for such mortgage.
 
	  
 	  
 
	  (iv)
 	  Such mortgages must be documented and closed in accordance with the requirements of the other AUS, except with respect to the appraisal requirements, as provided in (xiii)
below. Verification of all such data is provided with the delivered mortgage loan file and such verification complies with the requirements of the other AUS. Lender must take all appropriate action in response to the verification messages/approval
conditions that appear in the “findings” report that the other AUS produces with respect to the related mortgage loan application prior to the closing of the mortgage, with proper documentation in the loan file. Lender represents and
warrants that copies of all reports generated by the other system will be included in the loan file, and that Lender is not prohibited from providing such copies.
 
	  
 	  
 
	  (v)
 	  With the exception of mortgages that are otherwise eligible for delivery under the Master Agreement or DU, mortgages receiving a recommendation of “standard accept”
(either full or streamlined documentation levels) or “accept plus” from the other AUS are not eligible for delivery under this Section if the recommendation (1) includes a requirement for additional fees, credit enhancements, or other
special conditions, except as otherwise expressly provided in (ix) below, or (2) the mortgage insurance coverage level obtained is lower than required per Fannie Mae’s Selling Guide, even if a reduced level of coverage is permitted by the other
AUS recommendation.
 
	  
 	  
 
	 (vi)
 	  Lender and Fannie Mae must mutually agree upon any AUS employed by Lender prior to the delivery of such mortgages to Fannie Mae.
 
	  
 	  
 
	  (vii)
 	  For all mortgages, Lender must enter the borrower’s representative FICO credit score into the appropriate data field when submitting the mortgage to Fannie Mae in
accordance with the Fannie Mae Selling Guide.
 
	  
 	  
 
	  (viii)
 	  Except as otherwise provided herein, Lender makes all applicable selling representations and warranties as required by the Fannie Mae Selling Guide and the Mortgage Selling and
Servicing Contract by and between Lender and Fannie Mae.
 

  Master Agreement MA02373.2
 VAR 4 - 1
 Amendment 20







	  (ix)
 	  The provisions of this Variance do not apply to any mortgage that is currently required by Fannie Mae to be submitted to DU for evaluation (“DU-Only
Products”) (e.g., Flexible Mortgages), and such mortgages must be processed through DU and receive an acceptable recommendation in order to be eligible for delivery to Fannie Mae, except as follows: if there is a mortgage product available in
the other AUS that is equivalent to a DU-Only Product (as determined by Fannie Mae), then such mortgage is eligible for delivery to Fannie Mae, subject at delivery to the (1) payment of all loan level price adjustments or special all-in yield
pricing applicable to the equivalent DU-Only Product, and (2) identification by any special feature code applicable to the equivalent DU-Only Product.
 
	  
 	  
 
	 (x)
 	  At delivery, Lender must:
 
	  
 	  
 
	  
 	  (1)
 	  identify all mortgages underwritten using an AUS other than DU in accordance with this Variance by inserting the following Special Feature Code(s) on the Loan Schedule or
Schedule of Mortgages, as applicable: (A) “361” for all mortgages, and (B) any other special feature code loan that would be required if the mortgage had been submitted to DU prior to delivery; and
 
	  
 	  
 	  
 
	  
 	  (2)
 	  pay all applicable loan level price adjustments required under Fannie Mae’s eligibility criteria.
 
	  
 	  
 	  
 
	  (xi)
 	  Lender shall continue to make all representations and warranties as if such underwriting documentation complied with the requirements described in the Fannie Mae
Selling Guide, as modified by the Master Agreement or this Variance.
 
	  
 	  
 
	 (xii)
 	  Fannie Mae will analyze the credit risks associated with such mortgages and will provide Lender with the results of this analysis. Upon request, Lender will provide
to Fannie Mae any data or information relating to the mortgages delivered to Fannie Mae that were processed through the other AUS, and Lender represents and warrants that Lender is not prohibited from providing such data or information to Fannie
Mae. If Fannie Mae’s analysis indicates that a significant number of such Mortgages contained a high risk of default, Lender and Fannie Mae will work together to identify and implement product or process changes to reduce the number of such
high risk mortgages expected to be delivered during the following quarter (or, in lieu of product or process changes, Lender and Fannie Mae may discuss prospective price adjustments to compensate Fannie Mae for the risks associated with such
mortgages). If Fannie Mae and Lender cannot agree on the appropriate actions to be taken during the following quarter to address high risk mortgages, then Fannie Mae reserves the right to discontinue accepting such mortgages.
 
	  
 	  
 
	  (xiii)
 	  With respect to all mortgages underwritten using the other AUS, the property value must be supported by a written appraisal, in spite of any specific finding by the
other AUS that the property appraisal may be waived or that a property inspection report may be obtained in lieu of an appraisal (i.e., Form 2075 or equivalent form in the other AUS are not acceptable). The appraisal must conform to one of the
following: (i) an interior and exterior appraisal using the Desktop Underwriter Quantitative Analysis Appraisal Report (Form 2055) or equivalent form in the other AUS; or (iii) a full appraisal performed in accordance with the Fannie Mae Selling
Guide.
 

  Master Agreement MA02373.2
 VAR 4 - 2
 Amendment 20






  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.
 
TABLE OF CONTENTS

	  Part A.
 	  
Radian Secondary Market Coverage Policy
 
	  Part B.
 	  
Cross Default Provision
 
	  Part C.
 	  
GEMICO Supplemental Primary Secondary Market Policy
 

  Master Agreement MA02373.2
 SREQ/TOC -1






   Part A.          
Radian Secondary Market Coverage Policy.
  Lender may deliver conventional Mortgages to Fannie Mae that are covered by a Radian Guaranty Insurance Corporation
(“Radian”) Secondary Market Coverage Policy (“Secondary Market Policy”). Mortgages delivered for coverage under this Policy are referred to as Secondary Market Coverage Mortgages (“SMC Mortgages”) and may be delivered
in accordance with the following:

	  1.
 	  Eligible Products:  Eligible SMC Mortgages must be originated pursuant to standard Fannie Mae guidelines, as may be amended by this Master Agreement, and
are described as follows:
 
	  
 	  
 
	  
 	 (a)
 	  Eligible SMC Mortgages are limited to the following:
 
	  
 	  
 	  
 
	  
 	  
 	  (i)
 	  fixed-rate, level-payment, fully amortizing mortgages;
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (ii)
 	  all adjustable rate mortgages originated under Fannie Mae’s standard ARM plans;
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (iii)
 	  7- year balloon mortgages;
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 (iv)
 	  Mortgages with LTVs of 95.01-100% that are Fannie Mae products that Lender is approved to deliver under this Master Agreement and are approved for SMC;
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (v)
 	  Flexible Mortgages that receive an “Eligible” recommendation in Desktop Underwriter and are otherwise eligible for SMC; and
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (vi)
 	  Relocation mortgages, credit union mortgages and such other mortgage products that may be specifically approved in writing by Radian and are eligible pursuant to standard Fannie
Mae guidelines, as may be amended by this Master Agreement.
 
	  
 	  
 	  
 	  
 
	  
 	  (b)
 	  The following Mortgages are ineligible for SMC:
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 (i)
 	  Mortgages originated under Fannie Mae’s Desktop Underwriter “Expanded Approval with Timely Payment Rewards” Initiative.
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (ii)
 	  Any mortgage that receives an “A Minus” mortgage insurance premium rate from the mortgage insurer.
 
	  
 	  
 	  
 	  
 
	  2.
 	  Eligible LTV and Primary Mortgage Insurance Coverages:  All SMC Mortgages must have obtained a mortgage insurance premium rate from the mortgage
insurer’s traditional (“A” paper) rate card, and meet the following requirements:
 
	  
 	  
 	  
 	  
 
	  
 	  (a)     SMC Mortgages must have mortgage insurance coverage based on the loan-to-value ratio (“LTV”) of such Mortgage equal to the
greater of:
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 (i)
 	  the minimum level applicable to the Mortgage as required by Fannie Mae, taking into account any higher the mortgage insurance requirements applicable to any specific mortgage
products (e.g., Flexible Mortgages, etc.), which may be higher than for standard mortgage products, or
 

  Master Agreement MA02373.2 
 SREQ - Radian Secondary
Market Coverage Policy - 1
 Amendment 20







	  
 	  
 	  (ii)
 	  the minimum applicable SMC eligibility level set forth in Paragraph 2(b) below.
 
	  
 	  
 	  
 	  
 
	  
 	  (b)
 	  Notwithstanding any Fannie Mae minimum mortgage insurance requirements to the contrary, Mortgages must have the following minimum mortgage insurance coverage
in order to be eligible for SMC:
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 (i)
 	  12% for 80.01 -85% LTVs;
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (ii)
 	  17% for 85.01-90% LTVs;
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (iii)
 	  25% for 90.01 -95% LTVs; and
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (iv)
 	  30% for 95.01-100% LTVs (must be eligible Mortgages, per Paragraph 1(a) above -- refer to the specific product guidelines or terms and conditions for higher required MI coverage
that may be applicable.)
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 (v)
 	  Note:  Any Mortgage originated with mortgage insurance coverage lower than the minimum coverage listed above in accordance with a Desktop Underwriter recommendation, either
with or without a loan level price adjustment, is ineligible for SMC.
 
	  
 	  
 	  
 	  
 
	  
 	  (c)
 	  Certain mortgages with terms of 20 years or less and LTVs of 80.01-90.00% that are originated with mortgage insurance coverages, per the Selling Guide, that are
lower than the required coverage levels described in Paragraphs 2(a) and (b) above are ineligible for delivery as SMC Mortgages.
 
	  
 	  
 	  
 	  
 
	  3.
 	  Loan Level Price Adjustments:  For all SMC Mortgages, Lender must remit any appropriate loan-level price adjustments or, if applicable, under an
alternative all-in yield option (product-specific guaranty fee). Under the all-in yield option, the SMC execution improvement will be deducted from the product-specific guaranty fee.
 
	  
 	  
 	  
 	  
 
	  4.
 	 Seasoning Requirements:  No SMC Mortgage may have been originated more than 12 months prior to delivery to Fannie Mae.
	  
 	  
 	  
 	  
 
	 5.
 	  Additional Requirements:
 
	  
 	  
 	  
 	  
 
	  
 	  (a)
 	  All SMC Mortgages delivered to Fannie Mae must be covered by standard Radian primary mortgage insurance, which premiums must be paid in installments by the borrower
(i.e. it may not be a single premium payment or lender-paid).
 
	  
 	  
 	  
 
	  
 	  (b)
 	  If Fannie Mae is unable to obtain coverage under a satisfactory Radian Secondary Market Policy, then Fannie Mae may discontinue purchasing SMC Mortgages under this
Master Agreement ten days after giving Lender notice.
 
	  
 	  
 	  
 
	  
 	  (c)
 	  Lender represents and warrants that no SMC Mortgage it delivers pursuant to this Master Agreement at the time of acquisition by Fannie Mae is: (i) insured at rates
other than standard borrower-paid rates; (ii) included in a captive reinsurance arrangement with
 

 Master Agreement MA02373.2
 SREQ - Radian Secondary Market
Coverage Policy - 2
 Amendment 20







	  
 	  
 	  Radian, or covered by a GSE pool insurance policy issued by, Radian or some other Radian risk-sharing plan; (iii) insured under a Radian “Life of Loan”
policy; (iv) insured under any “A Minus” premium rate plan, or (v) a UCC financed (i.e., non-real-property) Manufactured Housing Loan.
 
	  
 	  
 	  
 
	  
 	  (d)
 	  Each SMC Mortgage delivered to Fannie Mae under this Master Agreement must be originated using the applicable Fannie Mae/Freddie Mac Uniform Security Instrument
(with effective date on or after 01/01).
 
	  
 	  
 	  
 
	  
 	  (e)
 	  Lender will be permitted to deliver SMC Mortgages to Fannie Mae under this Master Agreement that are eligible for coverage under the Radian Secondary Market Policy
for the period commencing with Lender’s first delivery of SMC Mortgages and ending on the expiration date of the Master Agreement. Notwithstanding the foregoing, Fannie Mae may cease purchasing such SMC Mortgages under this Master Agreement 60
days after giving Lender written notice of cessation.
 
	  
 	  
 	  
 
	  
 	 (f)
 	  Lender represents and warrants that: (i) it has a currently existing standard primary mortgage insurance master policy with Radian and that it shall maintain such
policy with Radian as long as it continues to sell or service SMC Mortgages covered by the Radian Secondary Market Policy, or (ii) concurrent with the sale of SMC Mortgages to Fannie Mae, it will transfer servicing to a servicer that has a standard
primary mortgage insurance master policy with Radian and that has agreed with Fannie Mae to maintain such policy with Radian as long as it services SMC Mortgages covered by the Radian Secondary Market Policy.
 
	  
 	  
 	  
 
	  
 	  (g)
 	  With respect to each SMC Mortgage, Lender must maintain in effect (subject to Fannie Mae’s policies) the original certificate or electronic record evidencing
coverage under its Radian standard primary mortgage insurance master policy.    Lender represents and warrants that any transfers of servicing of SMC Mortgages covered by this provision shall only be to a servicer that has an existing
standard primary mortgage insurance master policy with Radian and Lender shall notify the transferee that transferee will be obligated to Fannie Mae to maintain the original certificate number. Furthermore, Lender must comply with all of the
remittance and claim filing requirements related to the Radian standard primary mortgage insurance master policy.
 
	  
 	  
 	  
 
	 6.
 	  Cash Delivery Procedures:  SMC Mortgages eligible for coverage under the Radian Secondary Market Policy must be delivered under branch number 23227-003-9
or 24837-002-5 which will identify the Mortgages as SMC Mortgages. The SMC Mortgages are being delivered to Fannie Mae on a negotiated basis and therefore should not be committed through Desktop Trader®. Lender should use eCommitting to commit
SMC Mortgages for cash delivery, if available. If not, then Lender must call the Cash Commitment Window at 1-800-752-1080 to deliver such SMC Mortgages and press selection #5, Negotiated Pricing. Please notify the Commitment Analyst that Lender is
delivering SMC Mortgages covered by the Radian Secondary Market Coverage Policy.
 
	  
 	  
 	  
 	  
 
	  7.
 	  SMC Mortgages described in this Part of the Special Requirements section that are delivered for MBS must be delivered under Pool Purchase Contract No(s). A06743,
A06303, A06304, A06305, A06809, A06811, and A06901.
 

  Master Agreement MA02373.2
 SREQ - Radian Secondary Market Coverage Policy - 3 
 Amendment
20







	  8.
 	  Mortgages Ineligible for Secondary Market Policy Coverage:  In the event a mortgage delivered as an SMC Mortgage is determined by Radian to be ineligible for Radian
Secondary Market Policy coverage, then Fannie Mae may require either that Lender immediately (i) repurchase such mortgage, or (ii) remit to Fannie Mae an amount equal to the present value of the difference between the base guaranty fee under the
applicable Pool Purchase Contract referenced above and the base guaranty fee which would have been applicable to the mortgage if delivered without coverage under the Radian Secondary Market Policy, multiplied by the issue date principal balance of
the mortgage.
 

 Master Agreement MA02373.2 
 SREQ - Radian Secondary Market Coverage Policy - 4 
 Amendment 20






   Part B.          
Cross Default Provision
  This Special Requirements provision sets out in more detail the specific requirements for Crescent Bank and Trust Company and Crescent Mortgage
Services (defined individually and jointly as “Lender or Lenders”). Fannie Mae and Crescent Bank and Trust Company and Crescent Mortgage Services acknowledge and agree that Crescent Bank and Trust Company and Crescent Mortgage Services may
deliver eligible Mortgages under this Master Agreement subject to the following additional provisions:

	  •
 	  For all provisions in this Master Agreement, all references to “Lender” shall be defined to include and refer to both Crescent Bank and Trust Company and Crescent
Mortgage Services, jointly and severally.
 
	  
 	  
 
	  •
 	  All eligible Mortgages which are sold and delivered to Fannie Mae by Crescent Bank and Trust Company and Crescent Mortgage Services shall be delivered under the respective
Seller/Servicer Numbers. For example, Crescent Bank and Trust Company shall deliver eligible Mortgages under its Seller/Servicer Number 23227-000-4 and Crescent Mortgage Services shall deliver eligible Mortgages under its Seller/Servicer Number
24837-000-9.
 
	  
 	  
 
	  •
 	  Lenders acknowledge and agree that all of the eligible Mortgages delivered by either Lender shall not be co-mingled or pooled with each other. All pools delivered pursuant to
this Agreement must be Single Lender pools, as defined in the Selling Guide. The delivery of Mortgages from either Lender are subject to the same terms and conditions specified in this Agreement, including the same variances, if any, contained
herein.
 
	  
 	  
 
	 •
 	  Each Lender shall be jointly and severally liable to Fannie Mae for all representations and warranties under this Agreement, their individual Fannie Mae Seller and Servicer
Contracts and the Fannie Mae Selling and Servicing Guides. The obligations of each Lender set forth herein and in the Selling and Servicing Guides shall apply with regard to those pool documentation packages and eligible Mortgages delivered by such
Lender, and either Lender shall be jointly and severally liable for the failure of the other Lender to meet is obligations as set forth herein and in the Guides, including, but not limited to the obligation of each Lender to deliver the mandatory
commitment amount.
 

  Master Agreement MA02373.2
 SREQ - Cross Default Provision - 1
 Amendment 20






   Part C.          
GEMICO Supplemental Primary Secondary Market Policy.
  Lender may deliver conventional Mortgages to Fannie Mae that are covered by a GE Mortgage Insurance Corporation
(“GEMICO”) Supplemental Primary Secondary Market Policy (“Secondary Market Policy”). Mortgages delivered for coverage under this Policy are referred to as Secondary Market Coverage Mortgages (“SMC Mortgages”) and may be
delivered in accordance with the following:

	  1.
 	  Eligible Products:  Eligible SMC Mortgages must be originated pursuant to standard Fannie Mae guidelines, as may be amended by this Master Agreement, and
are described as follows:
 
	  
 	  
 	  
 	  
 
	  
 	 (a)
 	  Eligible SMC Mortgages are limited to the following:
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (i)
 	  fixed-rate level-payment, fully amortizing Mortgages;
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (ii)
 	  7-year balloon Mortgages;
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (iii)
 	  5/1 ARMs, 7/1 ARMs, and 10/1 ARMs (Fannie Mae’s standard ARM plans); or
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (iv)
 	  Mortgages with LTVs of 95.01-100% that are Fannie Mae products that Lender is approved to deliver under this Master Agreement and are approved for SMC;
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 (v)
 	  Flexible Mortgages that receive an “Eligible” recommendation in Desktop Underwriter and are otherwise eligible for SMC; and
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (vi)
 	  such other mortgage products that may be specifically approved in writing by GEMICO and are eligible pursuant to standard Fannie Mae guidelines, as may be amended by this Master
Agreement.
 
	  
 	  
 	  
 	  
 
	  
 	  (b)
 	  The following Mortgages are ineligible for SMC:
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (i)
 	  Mortgages originated under Fannie Mae’s Desktop Underwriter “Expanded Approval with Timely Payment Rewards” Initiative.
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 (ii)
 	  Any mortgage that receives an “A Minus” mortgage insurance premium rate from the mortgage insurer.
 
	  
 	  
 	  
 	  
 
	  2.
 	  Eligible LTV and Primary Mortgage Insurance Coverages:  All SMC Mortgages must have obtained a mortgage insurance premium rate from the mortgage
insurer’s traditional (“A” paper) rate card, and meet the following requirements:
 
	  
 	  
 	  
 	  
 
	  
 	  (a)     SMC Mortgages must have mortgage insurance coverage based on the loan-to-value ratio (“LTV”) of such Mortgage equal to the
greater of: 
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (i)
 	  the minimum level applicable to the Mortgage as required by Fannie Mae, taking into account any higher mortgage insurance requirements applicable to any specific mortgage
products (e.g., Flexible Mortgages, etc.), which may be higher than for standard mortgage products; or
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 (ii)
 	  the minimum applicable SMC eligibility level set forth in Paragraph 2(b) below.
 

  Master
Agreement MA02373.2
 SREQ - GEMICO Supplemental Primary Secondary Market Policy   07/02 - 1
 Amendment 20







	  
 	  (b)
 	  Notwithstanding any Fannie Mae minimum mortgage insurance requirements to the contrary, Mortgages must have the following minimum mortgage insurance coverage
in order to be eligible for SMC:
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (i)
 	  12% for 80.01-85% LTVs;
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (ii)
 	  17% for 85.01-90% LTVs;
 
	  
 	  
 	  
 	  
 
	  
 	  
 	 (iii)
 	  25% for 90.01-95% LTVs; and
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (iv)
 	  30% for 95.01-100% LTVs (must be eligible Mortgages, per Paragraph 1(a) above — refer to the specific product guidelines or terms and conditions for any higher required MI
coverage that may be applicable.)
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  (v)
 	  Note: Any Mortgage originated with mortgage insurance coverage lower than the minimum coverage listed above in accordance with a Desktop Underwriter recommendation, either with
or without a loan level price adjustment, is ineligible for SMC.
 
	  
 	  
 	  
 	  
 
	  
 	  (c)
 	  Certain mortgages with terms of 20 years or less and LTVs of 80.01-90.00% that are originated with mortgage insurance coverages, per the Selling Guide, that are
lower than  the required coverage levels described in Paragraphs 2(a) and (b) above are ineligible for delivery as SMC Mortgages.
 
	  
 	  
 	  
 	  
 
	 3.
 	  Loan Level Price Adjustments:  For all SMC Mortgages, Lender must remit any appropriate loan-level price adjustments or, if applicable, under an
alternative all-in yield option (product-specific guaranty fee). Under the all-in yield option, the SMC execution improvement will be deducted from the product-specific guaranty fee.
 
	  
 	  
 
	  4.
 	  Seasoning Requirements:  No SMC Mortgage may have been originated more than 12 months prior to delivery to Fannie Mae nor have been originated prior to
September 1, 2001.
 
	  
 	  
 
	  5.
 	  Additional Requirements:
 
	  
 	  
 	  
 	  
 
	  
 	  (a)
 	  All SMC Mortgages delivered to Fannie Mae must be covered by standard GEMICO primary mortgage insurance, which premiums must be paid in installments by the borrower
under a single-premium, annual premium, monthly premium or “zero monthly” payment plan. Premiums may not be lender-paid.
 
	  
 	  
 	  
 
	  
 	 (b)
 	  If Fannie Mae is unable to obtain coverage under a satisfactory GEMICO Secondary Market Policy, then Fannie Mae may discontinue purchasing SMC Mortgages under this
Master Agreement ten days after giving Lender notice.
 
	  
 	  
 	  
 
	  
 	  (c)
 	  Lender represents and warrants that no SMC Mortgage it delivers pursuant to this Master Agreement at the time of acquisition by Fannie Mae is:  (i) included in
a captive reinsurance arrangement between Lender and GEMICO, or covered by a GSE pool insurance policy issued by GEMICO or some other GEMICO risk-sharing or profit sharing arrangement; (iii) insured under any GEMICO “A Minus” or “Alt
A” premium 
 

  Master Agreement MA02373.2
 SREQ - GEMICO Supplemental Primary Secondary Market Policy   07/02 - 2
 Amendment
20







	  
 	  
 	  rate plan, (iv) insured under any GEMICO policy with primary mortgage insurance premiums pursuant to affinity rates, credit union rates or relocation rates, or (v) insured with
GEMICO discounted mortgage insurance rates.
 
	  
 	  
 	  
 
	  
 	 (d)
 	  Each SMC Mortgage delivered to Fannie Mae under this Master Agreement must be originated using the applicable Fannie Mae/Freddie Mac Uniform Security Instrument (with effective
date on or after 01/01).
 
	  
 	  
 	  
 
	  
 	  (e)
 	  Lender will be permitted to deliver SMC Mortgages to Fannie Mae under this Master Agreement that are eligible for coverage under the GEMICO Secondary Market Policy for the
period commencing with Lender’s first delivery of SMC Mortgages and ending on the expiration date of the Master Agreement. Notwithstanding the foregoing, Fannie Mae may cease purchasing such SMC Mortgages under this Master Agreement 60 days
after giving Lender written notice of cessation.
 
	  
 	  
 	  
 
	  
 	  (f)
 	  Lender represents and warrants that: (i) it has a currently existing standard primary mortgage insurance master policy with GEMICO and that it shall maintain such policy with
GEMICO as long as it continues to sell or service SMC Mortgages covered by the GEMICO Secondary Market Policy, or (ii) concurrent with the sale of SMC Mortgages to Fannie Mae, it will transfer servicing to a servicer that has a standard primary
mortgage insurance master policy with GEMICO and that has agreed with Fannie Mae to maintain such policy with GEMICO as long as it services SMC Mortgages covered by the GEMICO Secondary Market Policy.
 
	  
 	  
 	  
 
	  
 	 (g)
 	  With respect to each SMC Mortgage, Lender must maintain in effect (subject to Fannie Mae’s policies) the original certificate or electronic record evidencing coverage under
its GEMICO standard primary mortgage insurance master policy.  Lender represents and warrants that any transfers of servicing of SMC Mortgages covered by this provision shall only be to a servicer that has an existing standard primary mortgage
insurance master policy with GEMICO and Lender shall notify the transferee that transferee will be obligated to Fannie Mae to maintain the original certificate number. Furthermore, Lender must comply with all of the remittance and claim filing
requirements related to the GEMICO standard primary mortgage insurance master policy.
 
	  
 	  
 	  
 
	  6.
 	  Cash Delivery Procedures:  SMC Mortgages eligible for coverage under the GEMICO Secondary Market Policy must be delivered under branch number 23227-003-9
or 24837-002-5 which will identify the Mortgages as SMC Mortgages. The SMC Mortgages are being delivered to Fannie Mae on a negotiated basis and therefore should not be committed through Desktop Trader®.  Lender should use eCommitting to
commit SMC Mortgages for cash delivery, if available.  If not, then Lender must call the Cash Commitment Window at 1-800-752-1080 to deliver such SMC Mortgages and press selection #5, Negotiated Pricing. Please notify the Commitment Analyst
that Lender is delivering SMC Mortgages covered by the GEMICO Choice Coverage Secondary Market Policy.
 
	  
 	  
 
	 7.
 	  SMC Mortgages described in this Part of the Special Requirements section that are delivered for MBS must be delivered under Pool Purchase Contract No(s). A06305,
A06809, and A06811.
 

  Master Agreement MA02373.2 
 SREQ - GEMICO Supplemental Primary Secondary Market Policy    07/02 - 3
 Amendment
20







	  8.
 	  Mortgages Ineligible for Secondary Market Policy Coverage: In the event a mortgage delivered as an SMC Mortgage is determined by GEMICO to be ineligible for GEMICO
Secondary Market Policy coverage, then Fannie Mae may require either that Lender immediately (i) repurchase such mortgage, or (ii) remit to Fannie Mae an amount equal to the present value of the difference between the base guaranty fee under the
applicable Pool Purchase Contract referenced above and the base guaranty fee which would have been applicable to the mortgage if delivered without coverage under the GEMICO Secondary Market Policy, multiplied by the issue date principal balance of
the mortgage.
 

  Master Agreement MA02373.2
 SREQ - GEMICO Supplemental Primary Secondary Market Policy    07/02 - 4
 Amendment 20






   FIXED-RATE PRODUCT ATTACHMENT
  This Fixed-Rate Product Attachment for FHA/VA or conventional fixed-rate,
level-payment 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, the “Special Requirements” tab, the “Housing and Community
Development” tab, and the “HomeStyle” 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 MA02373.2 
 FRM - 1






   Contract No. A06303.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT 
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company 
 Crescent Mortgage Services
 	  Lender Number: 23227-000-4
 23227-003-9
 24837-002-5
 
	  
 	  
 
	 Eligible Products:
 	  10- 15- 20- 25- and 30-year fixed-rate level-payment mortgages
 
	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  $2,500,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  January 1, 2003 – March 1, 2003
 
	  
 	  
 
	  Servicing Option:
 	  Special
 
	  
 	  
 
	  Mortgage Type:
 	  Conventional
 
	  
 	  
 
	  Remittance Cycle:
 	  Standard
 
	  
 	  
 
	 Seasoning Requirements:
 	  Current
 
	  
 	  
 
	  Special Feature Codes:
 	  460 - MyCommunityMortgage, 481 - MCM Teacher Suite Product, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable attachments.



  Additional Terms:
See MBS Pricing Confirmation(s) attached hereto and incorporated herein. 
 Pool contract price adjustment is waived. 
 Radian Secondary Market Coverage
required. 
 MyCommunityMortgage: Community 97.
  Pool Purchase Contract No. A06303.2
 FRM - 1 
 Amendment 20






   Contract No. A06303.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  10-, 15-, 20-, 25- and 30-year fixed rate level-payment mortgages
 
	  
 	  
 
	 Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  N/A *
 
	  
 	  
 
	  Guaranty Fee:
 	  20.00 Basis Points
 
	  
 	  
 
	  Buyup/Buydown Grid:
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  * If no Earliest and Latest Issue Dates are specified in this MBS Pricing Confirmation, the above Guaranty Fee only applies to the Conversion Period according to the current Master Conversion. The Guaranty Fee is subject to
change either after the Latest Issue Date, if one is specified above, or on the expiration of the current Conversion Period, to an amount agreed upon by Fannie Mae and Lender. If no Latest Issue Date is specified in this MBS Pricing Confirmation,
then (a) if there is a change to the Guaranty Fee applicable to the next Conversion Period, a revised MBS Pricing Confirmation for this Contract will be sent to Lender; or (b) if there is no change to the Guaranty Fee, this MBS Pricing Confirmation
will remain in effect until the expiration of the next Conversion Period, when the Guaranty Fee will again be subject to change upon agreement of the parties.
  Pool Purchase Contract
No. A06303.2
 FRM - 2 
 Amendment 20






   Contract No. A06304.2
 FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT 
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company 
 Crescent Mortgage Services
 	  Lender Number: 23227-000-4
 23227-003-9
 24837-002-5
 
	  
 	  
 
	  Eligible Products:
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  $2,500,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  January 1, 2003 – March 1, 2003
 
	  
 	  
 
	  Servicing Option:
 	  Special
 
	  
 	  
 
	 Mortgage Type:
 	  Conventional
 
	  
 	  
 
	  Remittance Cycle:
 	  Standard
 
	  
 	  
 
	  Seasoning Requirements:
 	  Current
 
	  
 	  
 
	  Special Feature Codes:
 	  480 - MCM Community100 Plus, 481 - MCM Teacher Suite Product, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable attachments.



  Additional Terms:
See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 Pool contract price adjustment is waived.
 30-year Fixed-Rate Mortgages for
MyCommunityMortgage:  Community 100 Plus and Community
 Solutions 100 with Radian Secondary Market Coverage.
  Pool Purchase Contract No. A06304.2
 FRM - 1 
 Amendment
20






   Contract No. A06304.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
 As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  N/A *
 
	  
 	  
 
	  Guaranty Fee:
 	  25.00 Basis Points
 
	  
 	  
 
	  Buyup/Buydown Grid:
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  * If no Earliest and Latest Issue Dates are specified in this MBS Pricing Confirmation, the above Guaranty Fee only applies to the Conversion Period according to the current Master Conversion.  The Guaranty Fee is subject
to change either after the Latest Issue Date, if one is specified above, or on the expiration of the current Conversion Period, to an amount agreed upon by Fannie Mae and Lender. If no Latest Issue Date is specified in this MBS Pricing Confirmation,
then (a) if there is a change to the Guaranty Fee applicable to the next Conversion Period, a revised MBS Pricing Confirmation for this Contract will be sent to Lender; or (b) if there is no change to the Guaranty Fee, this MBS Pricing Confirmation
will remain in effect until the expiration of the next Conversion Period, when the Guaranty Fee will again be subject to change upon agreement of the parties.
 Pool Purchase Contract
No. A06304.2
 FRM - 2 
 Amendment 20
   






   Contract No. A06305.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 Crescent Mortgage Services
 	  Lender Number: 23227-000-4
 23227-003-9
24837-002-5


 
	  
 	  
 
	  Eligible Products:
 	  20-year fixed-rate level-payment mortgages
 
	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  $2,000,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  January 1, 2003 – March 1, 2003
 
	  
 	  
 
	 Servicing Option:
 	  Special
 
	  
 	  
 
	  Mortgage Type:
 	  Conventional
 
	  
 	  
 
	  Remittance Cycle:
 	  Standard
 
	  
 	  
 
	  Seasoning Requirements:
 	  Current
 
	  
 	  
 
	  Special Feature Codes:
 	  361 - 3rd Autom U-Writng SYS, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable attachments.
 

  Additional Terms:
See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 Pool contract price adjustment is waived.
 20-year Fixed-Rate Mortgages >80% LTV with Radian and GEMICO
Secondary Market Coverage.
  Pool Purchase Contract No. A06305.2
 FRM - 1
 Amendment 20






  Contract No. A06305.2
  MBS Pricing Confirmation for Crescent Bank and Trust Company

MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master Conversion
governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  20-year fixed-rate level-payment mortgages
 
	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  N/A *
 
	  
 	  
 
	  Guaranty Fee:
 	  14.00 Basis Points
 
	  
 	  
 
	  Buyup/Buydown Grid:
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  *   If no Earliest and Latest Issue Dates are specified in this MBS Pricing Confirmation, the above Guaranty Fee only applies to the Conversion Period according to the current Master Conversion. The Guaranty Fee
is subject to change either after the Latest Issue Date, if one is specified above, or on the expiration of the current Conversion Period, to an amount agreed upon by Fannie Mae and Lender. If no Latest Issue Date is specified in this MBS Pricing
Confirmation, then (a) if there is a change to the Guaranty Fee applicable to the next Conversion Period, a revised MBS Pricing Confirmation for this Contract will be sent to Lender; or (b) if there is no change to the Guaranty Fee, this MBS Pricing
Confirmation will remain in effect until the expiration of the next Conversion Period, when the Guaranty Fee will again be subject to change upon agreement of the parties.
 Pool
Purchase Contract No. A06305.2
 FRM - 2
 Amendment 20






   Contract No. A06808.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 Crescent Mortgage Services
 	  Lender Number: 23227-000-4
 23227-003-9
 24837-002-5
 
	  
 	  
 
	  Eligible Products:
 	  20-, 25-, and 30-year fixed-rate level-payment mortgages
 
	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  $25,000,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  January 1, 2003 – March 1, 2003
 
	  
 	  
 
	 Servicing Option:
 	  Special
 
	  
 	  
 
	  Mortgage Type:
 	  Conventional
 
	  
 	  
 
	  Remittance Cycle:
 	  Standard
 
	  
 	  
 
	  Seasoning Requirements:
 	  Current
 
	  
 	  
 
	  Special Feature Codes:
 	  340 - Level I Expanded Approval, 341 - Level II Expanded Approva, 342 - Level III Expanded Approv, 361 - 3rd Autom U-Writng SYS 376 - Level III TPR, 459 - Level II Timely
Payment R, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable attachments.
 

  Additional Terms:
See MBS Pricing Confirmation(s)
attached hereto and incorporated herein.
 Pool contract price adjustment is waived.
20-, 25-, and 30-year Fixed Rate Mortgages with LTVs <= 80%.
 Pool Purchase Contract No.
A06808.2
 FRM - 1
 Amendment 20






   Contract No. A06808.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  20-, 25- and 30-year fixed-rate level-payment mortgages
 
	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  N/A *
 
	  
 	  
 
	  Guaranty Fee:
 	  15.00 Basis Points
 
	  
 	  
 
	  Buyup/Buydown Grid:
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

 *   If no Earliest and Latest Issue Dates are specified in this MBS Pricing Confirmation, the above Guaranty Fee only applies to the Conversion Period according to the current Master Conversion. The Guaranty Fee
is subject to change either after the Latest Issue Date, if one is specified above, or on the expiration of the current Conversion Period, to an amount agreed upon by Fannie Mae and Lender. If no Latest Issue Date is specified in this MBS Pricing
Confirmation, then (a) if there is a change to the Guaranty Fee applicable to the next Conversion Period, a revised MBS Pricing Confirmation for this Contract will be sent to Lender; or (b) if there is no change to the Guaranty Fee, this MBS Pricing
Confirmation will remain in effect until the expiration of the next Conversion Period, when the Guaranty Fee will again be subject to change upon agreement of the parties.
  Pool
Purchase Contract No. A06808.2
 FRM - 2
 Amendment 20






   Contract No. A06809.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 Crescent Mortgage Services
 	  Lender Number: 23227-000-4
 23227-003-9
 24837-002-5
 
	  
 	  
 
	  Eligible Products:
 	  20-, 25- and 30-year fixed-rate level-payment mortgages
 
	  
 	  
 
	 Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  $10,000,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  January 1, 2003 – March 1, 2003
 
	  
 	  
 
	  Servicing Option:
 	  Special
 
	  
 	  
 
	  Mortgage Type:
 	  Conventional
 
	  
 	  
 
	  Remittance Cycle:
 	  Standard 
 
	  
 	  
 
	  Seasoning Requirements:
 	  Current
 
	  
 	  
 
	 Special Feature Codes:
 	  361 - 3rd Autom U-Writng SYS, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable attachments.
 

  Additional Terms:
See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 Pool contract price adjustment is waived.
 20-, 25-, and 30-year Fixed Rate Mortgages with LTVs > 80% with
Radian and GEMICO Secondary Marketing Coverage.
  Pool Purchase Contract No. A06809.2
 FRM - 1
 Amendment 20






   Contract No. A06809.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  20-, 25- and 30-year fixed-rate level-payment mortgages
 
	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  N/A *
 
	  
 	  
 
	 Guaranty Fee:
 	  10.50 Basis Points
 
	  
 	  
 
	  Buyup/Buydown Grid:
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  *   If no Earliest and Latest Issue Dates are specified in this MBS Pricing Confirmation, the above Guaranty Fee only applies to the Conversion Period according to the current Master Conversion. The Guaranty Fee
is subject to change either after the Latest Issue Date, if one is specified above, or on the expiration of the current Conversion Period, to an amount agreed upon by Fannie Mae and Lender. If no Latest Issue Date is specified in this MBS Pricing
Confirmation, then (a) if there is a change to the Guaranty Fee applicable to the next Conversion Period, a revised MBS Pricing Confirmation for this Contract will be sent to Lender; or (b) if there is no change to the Guaranty Fee, this MBS Pricing
Confirmation will remain in effect until the expiration of the next Conversion Period, when the Guaranty Fee will again be subject to change upon agreement of the parties.
  Pool
Purchase Contract No. A06809.2
 FRM - 2
 Amendment 20






   Contract No. A06810.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 Crescent Mortgage Services
 	  Lender Number: 23227-000-4
 23227-003-9
 24837-002-5
 
	  
 	  
 
	 Eligible Products:
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  $25,000,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  January 1, 2003 – March 1, 2003
 
	  
 	  
 
	  Servicing Option:
 	  Special
 
	  
 	  
 
	  Mortgage Type:
 	  Conventional
 
	  
 	  
 
	  Remittance Cycle:
 	  Standard
 
	  
 	  
 
	 Seasoning Requirements:
 	  Current
 
	  
 	  
 
	  Special Feature Codes:
 	  340 - Level I Expanded Approval, 341 - Level II Expanded Approva, 342 - Level III Expanded Approv, 361 - 3rd Autom U-Writng SYS, 376 - Level III TPR, 459 - Level II Timely
Payment R, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable attachments.
 

  Additional Terms:
See MBS Pricing Confirmation(s)
attached hereto and incorporated herein.
 Pool contract price adjustment is waived.
 10- and 15-Year Fixed Rate Mortgages with LTVs <= 80%.
  Pool Purchase Contract No.
A06810.2
 FRM - 1
 Amendment 20






   Contract No. A06810.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current
Master Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 
	 Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  N/A *
 
	  
 	  
 
	  Guaranty Fee:
 	  13.00 Basis Points
 
	  
 	  
 
	  Buyup/Buydown Grid:
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  *   If no Earliest and Latest Issue Dates are specified in this MBS Pricing Confirmation, the above Guaranty Fee only applies to the Conversion Period according to the current Master Conversion. The Guaranty Fee
is subject to change either after the Latest Issue Date, if one is specified above, or on the expiration of the current Conversion Period, to an amount agreed upon by Fannie Mae and Lender. If no Latest Issue Date is specified in this MBS Pricing
Confirmation, then (a) if there is a change to the Guaranty Fee applicable to the next Conversion Period, a revised MBS Pricing Confirmation for this Contract will be sent to Lender; or (b) if there is no change to the Guaranty Fee, this MBS Pricing
Confirmation will remain in effect until the expiration of the next Conversion Period, when the Guaranty Fee will again be subject to change upon agreement of the parties.
  Pool
Purchase Contract No. A06810.2
 FRM - 2
 Amendment 20






   Contract No. A06811.2
 FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 Crescent Mortgage Services
 	  Lender Number: 23227-000-4
 23227-003-9
 24837-002-5
 
	  
 	  
 
	  Eligible Products:
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  $10,000,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  January 1, 2003 – March 1, 2003
 
	  
 	  
 
	  Servicing Option:
 	  Special
 
	  
 	  
 
	 Mortgage Type:
 	  Conventional
 
	  
 	  
 
	  Remittance Cycle:
 	  Standard
 
	  
 	  
 
	  Seasoning Requirements:
 	  Current
 
	  
 	  
 
	  Special Feature Codes:
 	  361 - 3rd Autom U-Writng SYS, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable attachments.
 

  Additional Terms:
See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
Pool contract price adjustment is waived.
 10- and 15-Year Fixed Rate Mortgages with LTVs > 80% with Radian
and GEMICO Secondary Marketing Coverage.
  Pool Purchase Contract No. A06811.2
 FRM - 1
 Amendment 20






   Contract No. A06811.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
 As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  N/A *
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  13.00 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  *   If no Earliest and Latest Issue Dates are specified in this MBS Pricing Confirmation, the above Guaranty Fee only applies to the Conversion Period according to the current Master Conversion. The Guaranty Fee
is subject to change either after the Latest Issue Date, if one is specified above, or on the expiration of the current Conversion Period, to an amount agreed upon by Fannie Mae and Lender. If no Latest Issue Date is specified in this MBS Pricing
Confirmation, then (a) if there is a change to the Guaranty Fee applicable to the next Conversion Period, a revised MBS Pricing Confirmation for this Contract will be sent to Lender; or (b) if there is no change to the Guaranty Fee, this MBS Pricing
Confirmation will remain in effect until the expiration of the next Conversion Period, when the Guaranty Fee will again be subject to change upon agreement of the parties.
 Pool
Purchase Contract No. A06811.2
 FRM - 2
Amendment 20






   August 2002
  Housing and Community Development
 Index
  These Housing and Community Development Terms and Conditions(s) are attached to and made a part of the Master Agreement (the “Agreement”). The Lender and Fannie Mae agree that, except as provided below, all
other requirements of the Fannie Mae Selling and Servicing Guides shall be followed. Any provision specified below may be amended by Fannie Mae’s issuance to Lender of an “Announcement of Approval.” Capitalized terms used but not
defined herein shall have the meanings set forth in the Agreement.
  The appropriate Special Feature Code (“SFC”) as indicated below must be entered on the Schedule of Mortgages (Form
2005) or Loan Schedule (Form 1068), as applicable.
   Under this Master Agreement, Lender may deliver the following: 
  Special
Initiatives
  MyCommunityMortgageSM; Community 97SM Mortgages (SFC “460”) as described in the attached terms and conditions.
  MyCommunityMortgageSM; Community 100 PlusSM Mortgages (SFC “480”) as described in the attached terms and conditions.
  MyCommunityMortgageSM; Community SolutionsSM 100 Mortgages (SFC “481”) as described in the attached terms and conditions.
  Master Agreement MA02373.2
 HCD - 1






   August 2002
  Fannie Mae
  MyCommunityMortgageSM; Community 97
  Terms and Conditions
 The following terms and
conditions apply to certain Mortgages (described below), which are eligible for purchase for cash or MBS under Fannie Mae’s MyCommunityMortgageSM pilot (“MyCommunityMortgage”) for the Community 97SM option. The
term “Lender” refers to the Fannie Mae seller/servicer to which these terms and conditions are being issued. Except as provided herein, all other requirements of the Selling Guide (as updated) must be followed.

	  1.
 	  Loan-to-Value Ratio
 
	  
 	  The maximum loan-to-value ratio (“LTV”) is 97%, or 90% if the property is a cooperative, which percentage is calculated from the lower of the sales price or the
appraised value of the property.
 
	  
 	  
 
	  2.
 	  Eligible Properties
 
	  
 	  Eligible properties are owner-occupied, principal residences that consist of one unit, including manufactured housing and units in condominiums and planned unit developments
(“PUDs”) and cooperatives that conform with any related Fannie Mae requirements. With respect to units in cooperatives, Lender must have received specific authority to deliver mortgages on cooperatives to Fannie Mae. Both existing
structures and new construction are eligible.
 
	  
 	  
 
	  3.
 	  Borrower Income
 
	  
 	 The borrower’s income may not exceed 100% of the median income that HUD publishes for the property’s location, except for (i) higher income limits allowed for certain
high-cost areas as specified in the Selling Guide, and (ii) an income limit of 115% of the HUD-published median in nonmetropolitan counties and (iii) borrower incomes imposed by other organizations (such as when a housing finance agency or an
employer provides down payment or closing cost assistance), as specified in the Selling Guide.
 
	  
 	  
 
	  
 	  Borrower income limitations are not applicable, however, in neighborhoods that qualify as FannieNeighbors® locations; FannieNeighbors locations are specified in the Selling
Guide. (A geocoding service is currently available on Fannie Mae’s web site, www.efanniemae.com, to assist lenders in determining whether a particular property is in an eligible FannieNeighbors area.)
 
	  
 	  
 
	  4.
 	  Eligible Mortgages
 
	  
 	  The Mortgage must be a conventional fixed-rate, fully amortizing mortgage with a term of 30 years or less, or a 7/1 adjustable-rate mortgage (Fannie Mae Plans 750 or 751). In
addition, 10/1 adjustable-rate mortgages (Fannie Mae Plans 1423 and 1437) are permitted, but usage is subject to the limitation noted in the Section below entitled, ”Pricing for Cash Deliveries.”
 
	  
 	  
 
	  5.
 	  Underwriting
 
	  
 	 Lender may underwrite the Mortgage through Desktop Underwriter (“DU”) using the Community Lending product screens, by entering the Mortgage as a Fannie 97 Mortgage. If
the DU finding is “ Approve/Eligible,” the waiver of representations and warranties as granted under DU is applicable for the Mortgage, except that the requirement for mortgage insurance in Section 12 below (“Mortgage Insurance”)
is not modified irrespective of any DU message. If the DU finding
 

  Master Agreement MA02373.2
HCD - MyCommunityMortgage - Community 97-1
 Amendment
20







	  
 	  is “Approve/Ineligible,” the waiver of representations and warranties as granted under DU is applicable, except that Lender is responsible for determining
that the Mortgage meets all the eligibility criteria for Community 97 as specified in the eligibility matrix in Attachment A attached hereto. If the DU finding is other than “Approve/Eligible” or “Approve/Ineligible,” or
if there is an “Expanded Approval” finding of any kind, manual (non-DU) underwriting is required. Furthermore, nontraditional credit histories will also require manual underwriting. There will be no DU fee charged if the original DU
submission of the Mortgage is made through the Community Lending product screens.
 
	  
 	  
 
	  
 	  For non-DU manual underwriting or manual underwriting that results from a DU finding other than “Approve/Eligible” or “Approve/Ineligible,” in
addition to the limitations or flexibilities specified herein, MyCommunityMortgage allows the underwriting flexibilities of Fannie Mae’s community lending guidelines, including Fannie Mae’s Community Home Buyer’s ProgramSM
model, except that the maximum underwriting ratio shall be 41 percent for the total-expenses-to-income ratio (“single qualifying” ratio, rather than separate housing-expense-to-income and total-expenses-to-income ratios).
 
	  
 	  
 
	 6.
 	  Minimum Down Payment
 
	  
 	  The minimum down payment, the source of which must be from the borrower’s own funds and which is calculated as a percentage of the sales price of the property,
shall be the lesser of 1.00% or $500.00, except for cooperatives for which the minimum down payment is 3.00%.
 
	  
 	  
 
	  7.
 	  Flexible Sources for Borrower Contribution and/or Closing Costs/Prepaids
 
	  
 	  Funds for the borrower’s down payment (except for funds required to be made from the borrower’s own funds) and/or funds for closing costs and/or prepaid
items may be obtained from the “sources of borrower’s funds” as permitted under the Selling Guide, as well as any combination of the following sources (and any amount of the borrower’s contribution in excess of the amount needed
to pay closing costs and/or prepaid items must be applied towards down payment):
 
	  
 	  1.
 	  Gift from a relative (for purposes of MyCommunityMortgage, a relative is defined as the borrower’s spouse, child, dependent, domestic partner, fiance, fiancee,
or any other individual related to the borrower by blood, marriage, adoption or legal guardianship).
 
	  
 	 2.
 	  Unsecured loan or grant from a governmental entity, the borrower’s employer or a nonprofit organization (including churches, but a credit union is not
considered to be a nonprofit organization for the purpose of this paragraph).
 
	  
 	  3.
 	  Secured loan that complies with the terms for Community Seconds mortgages.
 
	  
 	  4.
 	  The following sources may only be used for closing costs and/or prepaid items and may not be used as funds for the borrower’s down payment:
 
	  
 	  
 	  •
 	  Unsecured loan from Lender in accordance with the requirements below:
 
	  
 	  
 	  
 	  •
 	  Lender may finance closing costs with personal (unsecured) loans, provided that the applicable Fannie Mae regional office reviews and approves Lender’s unsecured loan
program in the context of Lender’s Community Reinvestment Act (“CRA”) and Home Mortgage Disclosure Act (“HMDA”) efforts.
 
	  
 	  
 	  
 	  •
 	  The interest rate to the borrower must not be greater than the note rate of the first Mortgage, but the regional office may approve rates of up to two percentage points above
the first Mortgage rate.  In all instances, credit card financing and loans from overdraft protection on checking accounts are not permissible.  In addition, Lender may not charge a borrower in this scenario any origination fees, discount
points, interest rate, or other
 

 Master Agreement MA02373.2
 HCD - MyCommunityMortgage - Community 97-2
 Amendment 20







	  
 	  
 	  
 	  
 	  fees greater than those charged to other high loan-to-value ratio customers.
 
	  
 	  
 	  
 	  •
 	  Monthly payments for the personal loan must be taken into account in both the total obligations-to-income ratio and the housing expense-to-income ratio. The unsecured loan must
be a fully amortizing term loan, with a fixed-rate and fixed-payments.  (No variable-rate, variable-payment, or balloon loans are permitted.)
 
	  
 	  
 	  
 	  •
 	  Lender’s participation under this section must be specifically approved in advance by the applicable regional office.
 
	  
 	  
 	  
 	  •
 	  A copy of the unsecured loan documents must be placed in the loan file.
 
	  
 	  
 	  •
 	  “Interested party” contribution, as permitted in accordance with the Selling Guide; provided, however, such interested party contribution may not in any
event exceed 3.00% of the lesser of the sales price or appraised value of the property.
 
	  
 	  
 	 •
 	  “Premium pricing” in accordance with the requirements below:
 
	  
 	  
 	  
 	  •
 	  Lender may use the proceeds (referred to herein as the “Premium Pricing Proceeds”) that result from the sale of the Mortgage at a premium, with an interest rate that
is in excess of the then-current market interest rate for like product.
 
	  
 	  
 	  
 	  •
 	  The limitations contained in the Selling Guide relating to contributions by interested parties shall not apply to the Premium Pricing Proceeds.
 
	  
 	  
 	  
 	  
 	  
 
	  8.
 	  Reserves
 
	  
 	 Where the Mortgage is underwritten through DU, and the DU finding is either “Approve/Eligible” or “Approve/Ineligible,” Lender must verify the
availability of liquid assets only as directed by DU. For non-DU manual underwriting or manual underwriting that results from a DU finding other than “Approve/Eligible” or “Approve/Ineligible,” Lender need not verify that the
borrower has any minimum level of liquid assets in reserve at closing.
	  
 	  
 
	 9.
 	 Eligible Loan Purpose
	  
 	 All Mortgages must be originated simultaneously under (i) a purchase money transaction or (ii) a “no cash-out” refinance transaction where the refinance
mortgage is equal to the outstanding principal balance of the existing first mortgage (except that the amount may be rounded up to the next $100 increment).
	  
 	  
 
	  10.
 	  Subordinate Financing
 
	  
 	 Subordinate financing must comply with the terms for Community Seconds® mortgages, except that the requirement contained therein for a down payment from the
borrower’s own funds shall be governed by Section 6 above (“Minimum Down Payment”) for the particular option.
	  
 	  
 
	  11.
 	  Credit History
 
	  
 	  If the Mortgage is underwritten through DU, and the DU finding is either “Approve/Eligible” or “Approve/Ineligible,” Lender does not need
to evaluate the borrower’s credit history as set forth below.
 
	  
 	  
 
	  
 	 For non-DU manual underwriting, or manual underwriting that results from a DU finding of other than “Approve/Eligible” or “Approve/Ineligible,”
Lender must evaluate the borrower’s credit history using any one of the four options set forth below:
 
	  
 	  (a)
 	  Lender supplements its manual underwriting by obtaining a “representative” credit score (per the Selling Guide) on the borrower that is not less than
600.
 

  Master Agreement MA02373.2
 HCD - MyCommunityMortgage - Community 97-3
 Amendment 20







	  
 	  (b)
 	  Lender does not request a “representative” credit score on the borrower, but instead underwrites the Mortgage using the underwriting guidelines set
forth in the Selling Guide for Community Lending mortgages coupled with the development of an acceptable traditional credit profile (under Part X, Section 304.01 of the Selling Guide), or if applicable, an acceptable
nontraditional credit profile (under Part X, Section 304.02 of the Selling Guide).  Provided, however, a borrower who has a prior bankruptcy or foreclosure in his or her credit history must have reestablished credit that satisfies
the requirements of Part X, Section 803.02 of the Selling Guide.
 
	  
 	  (c)
 	  Where Lender requests a “representative” credit score on the borrower, but the borrower has no score due to no credit record with the repository,
Lender underwrites the Mortgage using the underwriting guidelines set forth in the Selling Guide for Community Lending mortgages coupled with the development of an acceptable nontraditional credit profile (under Part X, Section 304.02
of the Selling Guide). Provided, however, a borrower who has a prior bankruptcy or foreclosure in his or her credit history must have reestablished credit that satisfies the requirements of Part X, Section 803.02 of the Selling Guide.


	  
 	 (d)
 	  Where Lender obtains a “representative” credit score on the borrower, but the score is less than 600, Lender underwrites the Mortgage using any
one of the three options set forth below; provided, however, the borrower will not be eligible where eligibility could only be achieved by combining the following options (for example, “extenuating circumstances” may not be used to
compensate for deficiencies upon application of the criteria for nontraditional credit history):
 
	  
 	  
 	  (1)
 	  The borrower has an insufficient traditional credit history (as documented by reason codes showing lack of credit accounts, accounts not opened long enough, or lack of usage as
the reasons for the low “representative” credit score), and Lender underwrites the Mortgage using the underwriting guidelines set forth in the Selling Guide for Community Lending mortgages coupled with the development of an acceptable
nontraditional credit profile (under Part X, Section 304.02 of the Selling Guide). Provided, however, a borrower who has a prior bankruptcy or foreclosure in his or her credit history must have reestablished credit that satisfies the
requirements of Part X, Section 803.02 of the Selling Guide.
 
	  
 	  
 	  (2)
 	  Lender underwrites the Mortgage using the underwriting guidelines set forth in the Selling Guide for Community Lending mortgages coupled with the development of an acceptable
traditional credit profile (under Part X, Section 304.01 of the Selling Guide). Provided, however, a borrower who has a prior bankruptcy or foreclosure in his or her credit history must have reestablished credit that satisfies the
requirements of Part X, Section 803.02 of the Selling Guide.
 
	  
 	  
 	 (3)
 	  The borrower’s credit history was heavily influenced by credit deficiencies that were the result of a documented “extenuating circumstance,” and the
borrower’s credit history has been reestablished and meets the conditions specified in the Selling Guide for the reestablishment of an acceptable credit history following an “extenuating circumstance” (under Part X, Section
803.02 of the Selling Guide).
 
	  
 	  
 	  
 	  
 
	  
 	  In no circumstance may a nontraditional credit evaluation be used to offset derogatory credit.
 

  Master Agreement MA02373.2
 HCD - MyCommunityMortgage - Community 97 - 4
 Amendment 20







	  12.
 	  Mortgage Insurance
 
	  
 	  MyCommunityMortgage Mortgages delivered hereunder for which Fannie Mae will obtain “secondary market coverage” (“SMC”) must also comply with the
“secondary market policy” terms of the “Special Requirements” section of this Master Agreement (“SMC Eligible Mortgages”). Lender must comply with the eligibility requirements as determined by the applicable mortgage
insurer. In addition, SMC Eligible Mortgages, (i) if delivered under MBS Delivery, must be delivered under Pool Purchase Contract no. A06303, and (ii) if delivered under Cash Delivery, must be delivered under seller/servicer branch no. 23227-003-9
or 24837-002-5. For SMC Eligible Mortgages, individual loan mortgage insurance providing 35% coverage is required on all Mortgages where the LTV is above 80%. SMC Eligible MyCommunityMortgage Mortgages may be covered under “A Paper” or
“A-Minus” mortgage insurance premium rates as determined by the eligibility requirements of the applicable mortgage insurer.
 
	  
 	  
 
	  
 	 Fannie Mae anticipates that all SMC Eligible Mortgages will be delivered for coverage under SMC. Nevertheless, with respect to Mortgages that do not comply with the
eligibility requirements of the applicable mortgage insurer for such “secondary market policy” terms or that are not otherwise delivered for coverage under SMC (collectively, “Non-SMC Mortgages”), individual loan mortgage
insurance coverage is required as follows: 
 
	  
 	  •
 	  LTV is 90.01% - 97.00%:          35%
 
	  
 	  •
 	  LTV is 85.01% - 90.00%:          30%
 
	  
 	  •
 	  LTV is 80.01% - 85.00%:          25%
 
	  
 	  Non-SMC Mortgages, (i) if delivered under MBS Delivery, must be delivered under Pool Purchase Contract no. to be determined, and (ii) if delivered under Cash
Delivery, must be delivered under seller/servicer branch no. 23227-000-4 or 24837-000-9.
 
	  
 	  
 	  
 
	  
 	 Note: SMC Eligible Mortgages and Non-SMC Mortgages may NOT be delivered under the same Pool Purchase Contract (if delivered under MBS Delivery), or under the same
seller/servicer branch no. (if delivered under Cash Delivery). Nevertheless, SMC Eligible Mortgages may be delivered under the same Pool Purchase Contract or the same seller/servicer branch no. used with non-MyCommunityMortgage loans that comply
with, and are delivered in connection with, the “secondary market policy” terms of the “Special Requirements” section of this Master Agreement.
 
	  
 	  
 	  
 
	  13.
 	  Homebuyer Education
 
	  
 	  All first-time borrowers must complete homebuyer education according to the provisions of the Selling Guide for prepurchase homebuyer education.
 
	  
 	  
 
	  14.
 	  Delinquency Counseling
 
	  
 	  For all borrowers, Lender must follow the requirements of the Selling Guide and the Servicing Guide for postpurchase early delinquency counseling.
 
	  
 	  
 
	  15.
 	  Allocation
 
	  
 	 These terms and conditions do not contain a specific limitation on the aggregate principal amount of Mortgages that Lender may deliver or a date (other than the
applicable Expiration Date) by which Lender must deliver the Mortgages. However, in order to be able to efficiently allocate the resources that Fannie Mae has made available for this pilot, Fannie Mae may from time to time and at any time set a
limit on the aggregate principal amount of Mortgages that Lender may deliver or terminate Lender’s ability to deliver Mortgages under this pilot. If, after giving consideration to the aggregate principal amount of Mortgages that Lender has
delivered and to the
 

  Master Agreement MA02373.2
 HCD - MyCommunityMortgage - Community 97 - 5
 Amendment 20







	  
 	  aggregate principal amount of commitments for such Mortgages that Lender has made, Fannie Mae elects to set a limit or terminate Lender’s participation, Fannie Mae will
give Lender at least 90 days prior written notice of its intent to do so.
 
	  
 	  
 
	  16.
 	  Pricing for Cash Deliveries
 
	  
 	  Cash pricing is available through the MORNET Bulletin section of MORNET Manager. The MORNET Bulletin for Cash Pricing is contained in the Secondary Marketing section (Fannie Mae
Pricing; Cash Pricing) of MORNET Manager. The selection is “MyCommunityMortgage Products.” The option for pricing using “Secondary Market Coverage” must be selected for Mortgages delivered for coverage under SMC, and the option
for pricing using “standard” mortgage insurance must be selected for Non-SMC Mortgages. Cash Pricing screens are available for 30-year fixed-rate mortgages and for 7/1 ARMs (Fannie Mae Plans 750 and 751). For fixed-rate mortgages with
terms of less than 30 years, Lender must contact Fannie Mae’s Cash Commitment window at 1-800-752-1080, option #5 Negotiated Pricing, and obtain a negotiated Cash Delivery commitment. For 10/1 ARMs (Fannie Mae Plans 1423 and 1437), screens are
not available, and Lender must contact Fannie Mae’s Cash Commitment window to obtain a negotiated commitment.
 
	  
 	  
 
	 18.
 	  Special Feature Code
 
	  
 	  For all Mortgages originated under these terms and conditions, Lender is required to enter Special Feature Code “460” on the Loan Schedule (Form 1068) or
Schedule of Mortgages (Form 2005).
 

  Master Agreement MA02373.2
 HCD - MyCommunityMortgage - Community 97 - 6
 Amendment 20






   ATTACHMENT A
  MyCommunityMortgage Pilot Eligibility Matrix

	 Product Option
 	   
 	 Loan Type
 	   
 	 Purpose
 	   
 	 Occupancy
 	   
 	 Other Property Owned
 	   
 	 Non-Occupant Co-borrower
 	   
 	 Units/Type
 	   
 	 Maximum LTV
 	   
 	 Maximum CLTV
 	   
 	 Borrower Income
 	   
 	 Subordinate Financing
 	   
 	 MI Coverage
 	   
 
	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	  
 
	 Community 97
 	  
 	 Fixed-Rate Mortgage, 7/1 or 10/1 ARMS (no ARMS where EEM guidelines used)
 	  
 	 PMM or No Cash-Out Refinance (Existing UPB of first mortgage 
 rounded to the nearest $100)
 	  
 	 Owner-Occupied
 	  
 	 None
 	  
 	 Not Allowed
 	  
 	 One Unit*
 	  
 	 97
 	 %**
 	 105
 	 %
 	 If borrower income exceeds area median income limitations, verify
 property is in a FannieNeighbors location through Fannie Mae’s geocoding service through
efanniemae.com
 	  
 	 Must meet Community Seconds guidelines
 	  
 	 For SMC-Eligible = 35%
 For SMC-lneligible = 35% for
 LTVs of over 90-100%
 30% for LTVs of over 85-90%
 25% for LTVs of over 80-85%
 	  
 
	 Community 100
 	  
 	  
 	  
 	  
 	  
 	  
 	  
 	 100
 	 %
 	  
 	  
 	  
 
	 Community 100 Plus
 	  
 	  
 	  
 	  
 	  
 	  
 	  
 	  
 	  
 	  
 
	 Community 2-Family
 	  
 	  
 	  
 	  
 	  
 	  
 	 2 Units
 	  
 	 95
 	 %
 	  
 	  
 	  
 

 

	  *
 	  Includes condos, PUDs, manufactured housing. Coops allowed for Community 97 only. Provided, however, where EEM guidelines used, no manufactured housing and no coops
allowed.
 
	  **
 	  90% for coops.
 

  Master Agreement MA02373.2
 HCD - MyCommunityMortgage - Community 97 -
7
 Amendment 20






   August 2002
  Fannie Mae
  MyCommunityMortgageSM; Community 100 Plus
  Terms and Conditions
  The following
terms and conditions apply to certain Mortgages (described below), which are eligible for purchase for cash or MBS under Fannie Mae’s MyCommunityMortgageSM pilot (“MyCommunityMortgage”) for the Community 100
PlusSM option. The term “Lender” refers to the Fannie Mae seller/servicer to which these terms and conditions are being issued. Except as provided herein, all other requirements of the Selling Guide (as updated) must be
followed.

	  1.
 	  Loan-to-Value Ratio
 
	  
 	  The maximum loan-to-value ratio (“LTV”) is 100%, which percentage is calculated from the lower of the sales price or the appraised value of the property.


	  
 	  
 
	 2.
 	  Eligible Properties
 
	  
 	  Eligible properties are owner-occupied, principal residences that consist of one unit, including manufactured housing and units in condominiums and planned unit developments
(“PUDs”) that conform with any related Fannie Mae requirements. Both existing structures and new construction are eligible, but coops are ineligible.
 
	  
 	  
 
	  3.
 	  Borrower Income
 
	  
 	  The borrower’s income may not exceed 100% of the median income that HUD publishes for the property’s location, except for (i) higher income limits allowed for certain
high-cost areas as specified in the Selling Guide, and (ii) an income limit of 115% of the HUD-published median in nonmetropolitan counties and (iii) borrower incomes imposed by other organizations (such as when a housing finance agency or an
employer provides down payment or closing cost assistance), as specified in the Selling Guide.
 
	  
 	  
 
	  
 	  Borrower income limitations are not applicable, however, in neighborhoods that qualify as FannieNeighbors” locations; FannieNeighbors locations are specified in the Selling
Guide. (A geocoding service is currently available on Fannie Mae’s web site, www.efanniemae.com, to assist lenders in determining whether a particular property is in an eligible FannieNeighbors area.)
 
	  
 	  
 
	 4.
 	  Eligible Mortgages
 
	  
 	  The Mortgage must be a conventional fixed-rate, fully amortizing mortgage with a term of 30 years or less, or a 7/1 adjustable-rate mortgage (Fannie Mae Plans 750 or 751). In
addition, 10/1 adjustable-rate mortgages (Fannie Mae Plans 1423 and 1437) are permitted, but usage is subject to the limitation noted in the Section below entitled, “Pricing for Cash Deliveries.”
 
	  
 	  
 
	  5.
 	  Underwriting
 
	  
 	  Lender may underwrite the Mortgage through Desktop Underwriter (“DU”) using the Community Lending product screens, by entering the Mortgage as a Fannie 97 mortgage. If
the DU finding is “Approve/Eligible,” the waiver of representations and warranties as granted under DU is applicable for the Mortgage, except that the requirement for mortgage insurance in Section 12 (“Mortgage Insurance”) below
is not modified irrespective of any DU message. If the DU finding is “Approve/Ineligible,” the waiver of representations and warranties as granted under DU is
 

  Master Agreement MA02373.2
 HCD - MyCommunityMortgage - Community 100 Plus - 1
 Amendment 20







	  
 	  applicable, except that Lender is responsible for determining that the Mortgage meets all the eligibility criteria for Community 100 Plus as specified in the
eligibility matrix in Attachment A attached hereto. If the DU finding is other than “Approve/Eligible” or “Approve/Ineligible,” or if there is an “Expanded Approval” finding of any kind, manual (non-DU)
underwriting is required. Furthermore, nontraditional credit histories will also require manual underwriting. There will be no DU fee charged if the original DU submission of the Mortgage is made through the Community Lending product
screens.
 
	  
 	  
 
	  
 	 For non-DU manual underwriting or manual underwriting that results from a DU finding other than “Approve/Eligible” or “Approve/Ineligible,” in
addition to the limitations or flexibilities specified herein, MyCommunityMortgage allows the underwriting flexibilities of Fannie Mae’s community lending guidelines, including Fannie Mae’s Community Home Buyer’s ProgramSM model,
except that the maximum underwriting ratio shall be 41 percent for the total-expenses-to-income ratio (“single qualifying” ratio, rather than separate housing-expense-to-income and total-expenses-to-income ratios).
 
	  
 	  
 
	  6.
 	  Minimum Borrower Contribution
 
	  
 	  The minimum required contribution by the borrower to the transaction, the source of which must be from the borrower’s own funds and which is calculated as a
percentage of the sales price of the property, shall be the lesser of 1.00% or $500.00. These funds may be used for closing costs, prepaid items, and/or down payment, if desired.
 
	  
 	  
 
	  7.
 	  Sources for Closing Costs/Prepaids
 
	  
 	  Funding in addition to the minimum borrower contribution may be obtained from the “sources of borrower’s funds” as permitted under the Selling Guide,
as well as any combination of the following sources:
 
	  
 	 1.
 	  Gift from a relative (for purposes of MyCommunityMortgage, a relative is defined as the borrower’s spouse, child, dependent, domestic partner, fiance, fiancee,
or any other individual related to the borrower by blood, marriage, adoption or legal guardianship).
 
	  
 	  2.
 	  Unsecured loan or grant from a governmental entity, the borrower’s employer or a nonprofit organization (including churches, but a credit union is not
considered to be a nonprofit organization for the purpose of this paragraph).
 
	  
 	  3.
 	  Secured loan that complies with the terms for Community Seconds mortgages.
 
	  
 	  4.
 	  The following sources may only be used for closing costs and/or prepaid items and may not be used as funds for the borrower’s down payment:
 
	  
 	  
 	  •
 	  Unsecured loan from Lender in accordance with the requirements below:
 
	  
 	  
 	  
 	  •
 	  Lender may finance closing costs with personal (unsecured) loans, provided that the applicable Fannie Mae regional office reviews and approves Lender’s unsecured loan
program in the context of Lender’s Community Reinvestment Act (“CRA”) and Home Mortgage Disclosure Act (“HMDA”) efforts.
 
	  
 	  
 	  
 	 •
 	  The interest rate to the borrower must not be greater than the note rate of the first Mortgage, but the regional office may approve rates of up to two percentage points above
the first Mortgage rate. In all instances, credit card financing and loans from overdraft protection on checking accounts are not permissible.  In addition, Lender may not charge a borrower in this scenario any origination fees, discount
points, interest rate, or other fees greater than those charged to other high loan-to-value ratio customers.
 

  Master Agreement MA02373.2
 HCD -
MyCommunityMortgage - Community 100 Plus - 2
 Amendment 20







	  
 	  
 	  
 	  •
 	  Monthly payments for the personal loan must be taken into account in both the total obligations-to-income ratio and the housing expense-to-income ratio. The unsecured loan must
be a fully amortizing term loan, with a fixed-rate and fixed-payments. (No variable-rate, variable-payment, or balloon loans are permitted.)
 
	  
 	  
 	  
 	  •
 	  Lender’s participation under this section must be specifically approved in advance by the applicable regional office.
 
	  
 	  
 	  
 	  •
 	  A copy of the unsecured loan documents must be placed in the loan file.
 
	  
 	  
 	 •
 	  “Interested party” contribution, as permitted in accordance with the Selling Guide; provided, however, such interested party contribution may not in any
event exceed 3.00% of the lesser of the sales price or appraised value of the property. If an interested party contribution in any amount is provided, the Mortgage is ineligible for delivery to Fannie Mae for MBS where the LTV is 100%; in such
cases, Mortgages would only be eligible for cash delivery. Where the LTV is 100%, Lender represents and warrants that no Mortgage will be delivered for MBS to Fannie Mae if there is any interested party contribution. If the LTV is less than 100%,
and an interested party contribution is utilized, Lender shall add the LTV to the interested party contribution, as a percentage, to determine MBS delivery eligibility. For example:
 
	  
 	  
 	  
 	  •
 	  An LTV of 98% plus an interested party contribution of 3% would equal 101%, making the loan ineligible for MBS delivery.
 
	  
 	  
 	  
 	  •
 	  An LTV of 98% plus an interested party contribution of 2% would equal 100%, making the loan eligible for MBS delivery.
 
	  
 	  
 	  •
 	  “Premium pricing” in accordance with the requirements below:
 
	  
 	  
 	  
 	 •
 	  Lender may use the proceeds (referred to herein as the “Premium Pricing Proceeds”) that result from the sale of the Mortgage at a premium, with an interest rate that
is in excess of the then-current market interest rate for like product.
 
	  
 	  
 	  
 	  •
 	  The limitations contained in the Selling Guide relating to contributions by interested parties shall not apply to the Premium Pricing Proceeds.
 
	  
 	  
 	  
 	  
 	  
 
	 8.	 Reserves
	 	 Where the Mortgage is underwritten through DU, and the DU finding is either “Approve/Eligible” or “Approve/Ineligible,” Lender must verify the
availability of liquid assets as directed by DU. For non-DU manual underwriting or manual underwriting that results from a DU finding other than “Approve/Eligible” or “Approve/Ineligible,” Lender need not verify that the borrower
has any minimum level of liquid assets in reserve at closing.
 
	  	  
	 9.	 Eligible Loan Purpose
	  	  All Mortgages must be originated simultaneously under (i) a purchase money transaction or (ii) a “no cash-out” refinance transaction where the refinance
mortgage is equal to the outstanding principal balance of the existing first mortgage (except that the amount may be rounded up to the next $100 increment).
 
	  
 	  
 
	  10.
 	  Subordinate Financing
 
	  
 	  Subordinate financing must comply with the terms for Community Seconds® mortgages, except that the requirement contained therein for a down payment from the
borrower’s own funds shall be governed by Section 6 above (entitled “Minimum Borrower Contribution”) for the particular option.
 

  Master Agreement
MA02373.2
 HCD - MyCommunityMortgage - Community 100 Plus - 3
 Amendment 20







	  11.
 	  Credit History
 
	  
 	  If the Mortgage is underwritten through DU, and the DU finding is either “Approve/Eligible” or “Approve/Ineligible,” Lender does not need
to evaluate the borrower’s credit history as set forth below.
 
	  
 	  
 	  
 	  
 	  
 
	  
 	 For non-DU manual underwriting, or manual underwriting that results from a DU finding of other than “Approve/Eligible” or “Approve/Ineligible,”
Lender must evaluate the borrower’s credit history using any one of the four options set forth below:
 
	  
 	  (a)
 	  Lender supplements its manual underwriting by obtaining a “representative” credit score (per the Selling Guide) on the borrower that is not less than
620.
 
	  
 	  (b)
 	  Lender does not request a “representative” credit score on the borrower, but instead underwrites the Mortgage using the underwriting guidelines set
forth in the Selling Guide for Community Lending mortgages coupled with the development of an acceptable traditional credit profile (under Part X, Section 304.01 of the Selling Guide), or if applicable, an acceptable
nontraditional credit profile (under Part X, Section 304.02 of the Selling Guide).  Provided, however, a borrower who has a prior bankruptcy or foreclosure in his or her credit history must have reestablished credit that satisfies
the requirements of Part X, Section 803.02 of the Selling Guide.
 
	  
 	  (c)
 	  Where Lender requests a “representative” credit score on the borrower, but the borrower has no score due to no credit record with the repository,
Lender underwrites the Mortgage using the underwriting guidelines set forth in the Selling Guide for Community Lending mortgages coupled with the development of an acceptable nontraditional credit profile (under Part X, Section 304.02
of the Selling Guide). Provided, however, a borrower who has a prior bankruptcy or foreclosure in his or her credit history must have reestablished credit that satisfies the requirements of Part X, Section 803.02 of the Selling Guide.


	  
 	 (d)
 	  Where Lender obtains a “representative” credit score on the borrower, but the score is less than 620, Lender underwrites the Mortgage using any
one of the three options set forth below; provided, however, the borrower will not be eligible where eligibility could only be achieved by combining the following options (for example, “extenuating circumstances” may not be used to
compensate for deficiencies upon application of the criteria for nontraditional credit history):
 
	  
 	  
 	  (1)
 	  The borrower has an insufficient traditional credit history (as documented by reason codes showing lack of credit accounts, accounts not opened long enough, or lack
of usage as the reasons for the low “representative” credit score), and Lender underwrites the Mortgage using the underwriting guidelines set forth in the Selling Guide for Community Lending mortgages coupled with the development of an
acceptable nontraditional credit profile (under Part X, Section 304.02 of the Selling Guide). Provided, however, a borrower who has a prior bankruptcy or foreclosure in his or her credit history must have reestablished credit that
satisfies the requirements of Part X, Section 803.02 of the Selling Guide.
 
	  
 	  
 	  (2)
 	  Lender underwrites the Mortgage using the underwriting guidelines set forth in the Selling Guide for Community Lending mortgages coupled with the development of an
acceptable traditional credit profile (under Part X, Section 304.01 of the Selling Guide). Provided, however, a borrower who has a prior bankruptcy or foreclosure in his or her credit history must have reestablished credit that
satisfies the requirements of Part X, Section 803.02 of the Selling Guide.
 

 Master Agreement MA02373.2
 HCD - MyCommunityMortgage - Community 100 Plus - 4

Amendment 20







	  
 	  
 	  (3)
 	  The borrower’s credit history was heavily influenced by credit deficiencies that were the result of a documented “extenuating circumstance,” and the
borrower’s credit history has been reestablished and meets the conditions specified in the Selling Guide for the reestablishment of an acceptable credit history following an “extenuating circumstance” (under Part X, Section
803.02 of the Selling Guide).
 
	  
 	  
 	  
 	  
 
	  
 	  In no circumstance may a nontraditional credit evaluation be used to offset derogatory credit.
 
	  
 	  
 
	  12.
 	  Mortgage Insurance
 
	  
 	 MyCommunityMortgage Mortgages delivered hereunder for which Fannie Mae will obtain “secondary market coverage” (“SMC”) must also comply with the
“secondary market policy” terms of the “Special Requirements” section of this Master Agreement (“SMC Eligible Mortgages”). Lender must comply with the eligibility requirements as determined by the applicable mortgage
insurer. In addition, SMC Eligible Mortgages, (i) if delivered under MBS Delivery, must be delivered under Pool Purchase Contract no. A06304, and (ii) if delivered under Cash Delivery, must be delivered under seller/servicer branch no. 23227-003-9
or 24837-002-5. For SMC Eligible Mortgages, individual loan mortgage insurance providing 35% coverage is required on all Mortgages where the LTV is above 80%. SMC Eligible MyCommunityMortgage Mortgages may be covered under “A Paper” or
“A-Minus” mortgage insurance premium rates as determined by the eligibility requirements of the applicable mortgage insurer. 
	  
 	  
 
	  
 	 Fannie Mae anticipates that all SMC Eligible Mortgages will be delivered for coverage under SMC. Nevertheless, with respect to Mortgages that do not comply with the
eligibility requirements of the applicable mortgage insurer for such “secondary market policy” terms or that it not otherwise delivered for coverage under SMC (collectively, “Non-SMC Mortgages”), individual loan mortgage
insurance coverage is required as follows:
 
	  
 	  •
 	  LTV is 90.01% - 100.00%:            35%
 
	  
 	  •
 	  LTV is 85.01% - 90.00%:              30%
 
	  
 	  •
 	  LTV is 80.01% - 85.00%:              25%
 
	  
 	  Non-SMC Mortgages, (i) if delivered under MBS Delivery, must be delivered under Pool Purchase Contract no. to be determined, and (ii) if delivered under Cash
Delivery, must be delivered under seller/servicer branch no. 23227-000-4 or 24837-000-9.
 
	  
 	  
 
	  
 	 Note: SMC Eligible Mortgages and Non-SMC Mortgages may NOT be delivered under the same Pool Purchase Contract (if delivered under MBS Delivery), or under the same
seller/servicer branch no. (if delivered under Cash Delivery). Nevertheless, SMC Eligible Mortgages may be delivered under the same Pool Purchase Contract or the same seller/servicer branch no. used with non-MyCommunityMortgage loans that comply
with, and are delivered in connection with, the “secondary market policy” terms of the “Special Requirements” section of this Master Agreement.
 
	  
 	  
 
	  
 	  The Lender is responsible for determining applicable state requirements relating to mortgage insurance availability for Mortgages having LTVs over 97%. If the
specified mortgage insurance coverage is not available with respect to any mortgage, then such mortgage is ineligible for delivery to Fannie Mae.
 
	  
 	  
 
	  13.
 	  Homebuyer Education
 
	  
 	  All first-time borrowers must complete homebuyer education according to the provisions of the Selling Guide for prepurchase homebuyer education.
 
					

  Master Agreement MA02373.2
 HCD - MyCommunityMortgage - Community 100 Plus - 5
 Amendment 20







	 14.
 	  Delinquency Counseling
 
	  
 	  For all borrowers, Lender must follow the requirements of the Selling Guide and the Servicing Guide for postpurchase early delinquency counseling.
 
	  
 	  
 
	  15.
 	  Allocation
 
	  
 	  These terms and conditions do not contain a specific limitation on the aggregate principal amount of Mortgages that Lender may deliver or a date (other than the applicable
Expiration Date) by which Lender must deliver the Mortgages. However, in order to be able to efficiently allocate the resources that Fannie Mae has made available for this pilot, Fannie Mae may from time to time and at any time set a limit on the
aggregate principal amount of Mortgages that Lender may deliver or terminate Lender’s ability to deliver Mortgages under this pilot. If, after giving consideration to the aggregate principal amount of Mortgages that Lender has delivered and to
the aggregate principal amount of commitments for such Mortgages that Lender has made, Fannie Mae elects to set a limit or terminate Lender’s participation, Fannie Mae will give Lender at least 90 days prior written notice of its intent to do
so.
 
	  
 	  
 
	  16.
 	  Pricing for Cash Deliveries
 
	  
 	 Cash pricing is available through the MORNET Bulletin section of MORNET Manager. The MORNET Bulletin for Cash Pricing is contained in the Secondary Marketing section (Fannie Mae
Pricing; Cash Pricing) of MORNET Manager. The selection is “MyCommunityMortgage Products.” The option for pricing using “Secondary Market Coverage” must be selected for Mortgages delivered for coverage under SMC, and the option
for pricing using “standard” mortgage insurance must be selected for Non-SMC Mortgages. Cash Pricing screens are available for 30-year fixed-rate mortgages and for 7/1 ARMs (Fannie Mae Plans 750 and 751). For fixed-rate mortgages with
terms of less than 30 years, Lender must contact Fannie Mae’s Cash Commitment window at 1-800-752-1080, option #5 Negotiated Pricing, and obtain a negotiated Cash Delivery commitment. For 10/1 ARMs (Fannie Mae Plans 1423 and 1437), screens are
not available, and Lender must contact Fannie Mae’s Cash Commitment window to obtain a negotiated commitment.
 
	  
 	  
 
	  17.
 	  Special Feature Code
 
	  
 	  For all Mortgages originated under these terms and conditions, Lender is required to enter Special Feature Code “480” on the Loan Schedule (Form 1068) or
Schedule of Mortgages (Form 2005).
 

  Master Agreement MA02373.2
HCD - MyCommunityMortgage - Community 100 Plus - 6
 Amendment 20






   ATTACHMENT A
  MyCommunityMortgage Pilot Eligibility Matrix

	 Product Option
 	   
 	 Loan Type
 	   
 	 Purpose
 	   
 	 Occupancy
 	   
 	 Other Property Owned
 	   
 	 Non-Occupant Co-borrower
 	   
 	 Units/Type
 	   
 	 Maximum LTV
 	   
 	 Maximum CLTV
 	   
 	 Borrower Income
 	   
 	 Subordinate Financing
 	   
 	 MI Coverage
 	   
 
	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	  
 
	 Community 97
 	  
 	 Fixed-Rate Mortgage, 7/1 or 10/1 ARMS (no ARMS where EEM guidelines used)
 	  
 	 PMM or No Cash-Out Refinance (Existing UPB of first mortgage 
 rounded to the nearest $100)
 	  
 	 Owner-Occupied
 	  
 	 None
 	  
 	 Not Allowed
 	  
 	  
 	  
 	 97
 	 %**
 	 105
 	 %
 	 If borrower income exceeds area median income limitations, verify
 property is in a FannieNeighbors location through Fannie Mae’s geocoding service through
efanniemae.com
 	  
 	 Must meet Community Seconds guidelines
 	  
 	 For SMC-Eligible = 35%
 For SMC-lneligible = 35% for
 LTVs of over 90-100%
 30% for LTVs of over 85-90%
 25% for LTVs of over 80-85%
 	  
 
	 Community 100
 	  
 	  
 	  
 	  
 	  
 	  
 	 One Unit*
 	  
 	 100
 	 %
 	  
 	  
 	  
 
	 Community 100 Plus
 	  
 	  
 	  
 	  
 	  
 	  
 	  
 	  
 	  
 	  
 
	 Community 2-Family
 	  
 	  
 	  
 	  
 	  
 	  
 	 2 Units
 	  
 	 95
 	 %
 	  
 	  
 	  
 

 

	  *
 	  Includes condos, PUDs, manufactured housing. Coops allowed for Community 97 only. Provided, however, where EEM guidelines used, no manufactured housing and no coops
allowed.
 
	  **
 	  90% for coops
 

  Master Agreement MA02373.2
 HCD - MyCommunityMortgage - Community 100
Plus - 7
 Amendment 20






   August 2002
  Fannie Mae
  MyCommunityMortgageSM; Community Solutions 100SM
  Terms and Conditions
  The following terms and conditions apply to certain Mortgages (described below), which are eligible for purchase for cash or MBS under Fannie Mae’s MyCommunityMortgageSM pilot (“MyCommunityMortgage”)
for the Community SolutionsSM 100 product. The term “Lender” refers to the Fannie Mae seller/servicer to which these terms and conditions are being issued. Except as provided herein, all other requirements of the Selling Guide
(as updated) must be followed.

	  1.
 	  Borrower Eligibility
 
	  
 	  Community Solutions 100 offers “Teacher A+,” “Safety 1st” and “HealthCare Worker+” borrower options, as described below. In the case of
co-borrowers, Community Solutions is available if at least one of the co-borrowers qualifies under one of the Teacher A+, Safety 1st or HealthCare Worker+ borrower options described below.
 
	  
 	  
 
	  
 	 To be eligible for Teacher A+, the borrower must be:
 
	  
 	  a)
 	  a full time employee at the elementary or secondary education level in a public or private school (in any capacity, including but not limited to teacher, administrator,
librarian, counselor, administrative support and custodial staff) who is either (i) state certified, (ii) in the process of becoming state certified, or (iii) employed by a school that is recognized by a state or accredited by a state or regional
accrediting association; or
 
	  
 	  b)
 	  a full time teacher or administrator at the elementary or secondary education levels working at a federal, state, county, or municipal education agency and who is either state
certified or in the process of becoming state certified.
 
	  
 	  
 	  
 
	  
 	  To be eligible for Safety 1st, the borrower must be:
 
	  
 	  a)
 	  a full-time sworn employee of a police department, sheriff’s office, corrections department, or other law enforcement agency which is a part of or administered by the
federal government, a state, a county, a city, or other political subdivision of a state, a commission created by an interstate compact, a university, a hospital, a utility or an airport or port authority who is responsible for the prevention and
detection of crime, the enforcement of the penal, traffic or highway laws or the incarceration or detention of offenders; or
 
	  
 	 b)
 	  a full-time sworn member of a local, state, or federal fire department or agency and be responsible for at least one of the following: fire suppression, emergency medical
response and patient care, fire and injury prevention, arson investigation, hazardous materials incident response and management, and/or response to acts of terrorism.
 
	  
 	  
 	  
 
	  
 	  To be eligible for HealthCare Worker+, the borrower must:
 
	  
 	  (a)
 	  be a full-time employee of an employer that offers its employees an employer-assisted housing benefit (“EAH”--an employee benefit designed to assist in the
employee’s housing needs, and may involve a grant, a loan, shared appreciation, monthly payment assistance, counseling or otherwise); provided, however, the borrower need not be a participant in the employer’s EAH, and



  Master Agreement MA02373.2
 HCD - MyCommunityMortgage; Community Solutions 100 - 1
 Amendment 20







	  
 	  (b)
 	  be employed by that employer in one of the following positions:
 
	  
 	  
 	  1.
 	  registered nurse (RN), licensed practical nurse (LPN) or licensed vocational nurse (LVN); or
 
	  
 	  
 	 2.
 	  nursing assistant who is (i) certified, licensed or accredited by the applicable state agency or has successfully completed training mandated by the applicable state agency, and
(ii) designated as a certified nursing assistant (CNA), advanced unlicensed assistant (AUA) or unlicensed assistive personnel (UAP); or
 
	  
 	  
 	  3.
 	  physician’s assistant or medical technician, technologist or therapist who is certified, licensed or accredited by the applicable state agency or has successfully completed
training mandated by the applicable state agency; or
 
	  
 	  
 	  4.
 	  licensed pharmacist or pharmacy technician who is certified, licensed or accredited by the applicable state agency.
 
	  
 	  
 	  
 	  
 
	  
 	  (For purposes of Community Solutions 100, “state” includes any state of the United States, the District of Columbia, or the Commonwealth of Puerto
Rico.)
 
	  
 	  
 
	  2.
 	  Loan-to-Value Ratio
 
	  
 	 The maximum loan-to-value ratio (“LTV”) is 100%, which percentage is calculated from the lower of the sales price or the appraised value of the
property.
 
	  
 	  
 
	  3.
 	  Eligible Properties
 
	  
 	  Eligible properties are owner-occupied, principal residences that consist of one unit, including manufactured housing and units in condominiums and planned unit
developments (“PUDs”) that conform with any related Fannie Mae requirements. Both existing structures and new construction are eligible, but cooperatives are ineligible.
 
	  
 	  
 
	  4.
 	  Borrower Income
 
	  
 	  The borrower’s income may not exceed 100% of the median income that HUD publishes for the property’s location, except for (i) higher income limits allowed
for certain high-cost areas as specified in the Selling Guide, and (ii) an income limit of 115% of the HUD-published median in nonmetropolitan counties and (iii) borrower incomes imposed by other organizations (such as when a housing finance agency
or an employer provides down payment or closing cost assistance), as specified in the Selling Guide.
 
	  
 	  
 
	  
 	 Borrower income limitations are not applicable, however, in neighborhoods that qualify as FannieNeighbors® locations; FannieNeighbors locations are specified in
the Selling Guide. (A geocoding service is currently available on Fannie Mae’s web site, www.efanniemae.com, to assist lenders in determining whether a particular property is in an eligible FannieNeighbors area.)
 
	  
 	  
 
	  5.
 	  Eligible Mortgages
 
	  
 	  The Mortgage must be a conventional fixed-rate, fully amortizing mortgage with a term of 30 years or less, or 7/1 or 10/1 adjustable-rate mortgage (Fannie Mae Plans
750, 751, 1423 or 1437) -“Eligible ARMs”.
 
	  
 	  
 
	  6.
 	  Underwriting
 
	  
 	  Lender may underwrite the Mortgage through Desktop Underwriter (“DU”) using the Community Lending product screens, by entering the Mortgage as a Fannie 97
mortgage. If the DU finding is “Approve/Eligible,” the waiver of representations and warranties as granted under DU is
 

  Master Agreement MA02373.2

HCD - MyCommunityMortgage; Community Solutions 100 - 2
 Amendment 20







	  
 	 applicable for the Mortgage, except that the requirement for individual-loan mortgage insurance as provided herein below is not modified irrespective of any DU
message. If the DU finding is “Approve/Ineligible,” the waiver of representations and warranties as granted under DU is applicable, except that Lender is responsible for determining that the Mortgage meets all the eligibility criteria for
Community Solutions 100 as specified in the eligibility matrix in Attachment A hereto. If the DU finding is other than “Approve/Eligible” or “Approve/Ineligible,” or if there is an “Expanded Approval” finding of any
kind, manual (non-DU) underwriting is required. Furthermore, nontraditional credit histories will also require manual underwriting. There will be no DU fee charged if the original DU submission of the Mortgage is made through the Community Lending
product screens.
 
	  
 	  
 
	  
 	  For non-DU manual underwriting or manual underwriting that results from a DU finding other than “Approve/Eligible” or “Approve/Ineligible,” in
addition to the limitations or flexibilities specified herein, MyCommunityMortgage allows the underwriting flexibilities of Fannie Mae’s community lending guidelines, including Fannie Mae’s Community Home Buyer’s ProgramSM model,
except that the maximum underwriting ratio shall be 45 percent for the total-expenses-to-income ratio (“single qualifying” ratio, rather than separate housing-expense-to-income and total-expenses-to-income ratios), except where there is a
temporary interest rate buydown (the temporary interest rate buydown must comply with the guidelines contained in the section below entitled “Buydowns”), and in that situation, the maximum single qualifying ratio shall be 43
percent.
 
	  
 	  
 
	 7.
 	  Part-Time and Overtime Income
 
	  
 	  Overtime and part-time income can be used to qualify the borrower if the employer verifies that the borrower has received such income for the last 12 months and
indicates that the overtime and/or part-time income will in all probability continue. Lender must develop an average of overtime and/or part-time income over the last 12 months to determine the amount of income that can be considered in evaluating
the borrower’s qualifications.
 
	  
 	  
 
	  8.
 	  Minimum Borrower Contribution from the Borrower’s Own Funds
 
	  
 	  The minimum required contribution by the borrower to the transaction, the source of which must be from the borrower’s own funds and which is calculated as a
percentage of the sales price of the property, shall be the lesser of 1.00% or $500.00. These funds may be used for closing costs, prepaid items, and/or down payment, if desired.
 
	  
 	  
 
	  9.
 	  Sources for Closing Costs/Prepaids
 
	  
 	  Funding in addition to the minimum borrower contribution may be obtained from the “sources of borrower’s funds” as permitted under the Selling Guide,
as well as any combination of the following sources:
 
	  
 	  
 	  
 	  
 
	  
 	 a)
 	  Gift from a relative (for purposes of these terms and conditions, a relative is defined as the borrower’s spouse, child, dependent, domestic partner,
fiancé, fiancée, or any other individual related to the borrower by blood, marriage, adoption or legal guardianship).
 
	  
 	  b)
 	  Unsecured loan or grant from a governmental entity, the borrower’s employer or a nonprofit organization (including churches, but a credit union is not
considered to be a nonprofit organization for the purpose of this paragraph).
 
	  
 	  c)
 	  Secured loan that complies with the terms for Community Seconds mortgages.
 
	  
 	  d)
 	  The following sources may only be used for closing costs and/or prepaid items and may not be used as funds for the borrower’s down payment:
 

  Master Agreement MA02373.2
 HCD - MyCommunityMortgage; Community Solutions 100 - 3
 Amendment 20







	  
 	  
 	  •
 	  Unsecured loan from Lender in accordance with the requirements below:
 
	  
 	  
 	  
 	 •
 	  Lender may finance closing costs with personal (unsecured) loans, provided that the applicable Fannie Mae regional office reviews and approves Lender’s unsecured loan
program in the context of Lender’s Community Reinvestment Act (“CRA”) and Home Mortgage Disclosure Act (“HMDA”) efforts.
 
	  
 	  
 	  
 	  •
 	  The interest rate to the borrower must not be greater than the note rate of the first Mortgage, but the regional office may approve rates of up to two percentage points above
the first Mortgage rate.  In all instances, credit card financing and loans from overdraft protection on checking accounts are not permissible.   In addition, Lender may not charge a borrower in this scenario any origination
fees, discount points, interest rate, or other fees greater than those charged to other high loan-to-value ratio customers.
 
	  
 	  
 	  
 	  •
 	  Monthly payments for the personal loan must be taken into account in both the total obligations-to-income ratio and the housing expense-to-income ratio. The unsecured loan must
be a fully amortizing term loan, with a fixed-rate and fixed-payments.  (No variable-rate, variable-payment, or balloon loans are permitted.)
 
	  
 	  
 	  
 	  •
 	  Lender’s participation under this section must be specifically approved in advance by the applicable regional office.
 
	  
 	  
 	  
 	 •
 	  A copy of the unsecured loan documents must be placed in the loan file.
 
	  
 	  
 	  •
 	  “Interested party” contribution, as permitted in accordance with the Selling Guide; provided, however, such interested party contribution may not in any
event exceed 3.00% of the lesser of the sales price or appraised value of the property. If an interested party contribution in any amount is provided, the Mortgage is ineligible for delivery to Fannie Mae for MBS where the LTV is 100%; in such
cases, Mortgages would only be eligible for cash delivery. Where the LTV is 100%, Lender represents and warrants that no Mortgage will be delivered for MBS to Fannie Mae if there is any interested party contribution. If the LTV is less than 100%,
and an interested party contribution is utilized, Lender shall add the LTV to the interested party contribution, as a percentage, to determine MBS delivery eligibility. For example:
 
	  
 	  
 	  
 	  •
 	  An LTV of 98% plus an interested party contribution of 3% would equal 101%, making the loan ineligible for MBS delivery.
 
	  
 	  
 	  
 	  •
 	  An LTV of 98% plus an interested party contribution of 2% would equal 100%, making the loan eligible for MBS delivery.
 
	  
 	  
 	 •
 	  “Premium pricing” in accordance with the requirements below:
 
	  
 	  
 	  
 	  •
 	  Lender may use the proceeds (referred to herein as the “Premium Pricing Proceeds”) that result from the sale of the Mortgage at a premium, with an interest rate that
is in excess of the then-current market interest rate for like product.
 
	  
 	  
 	  
 	  •
 	  The limitations contained in the Selling Guide relating to contributions by interested parties shall not apply to the Premium Pricing Proceeds.
 
	  
 	  
 	  
 	  
 	  
 
	  10.
 	  Reserves
 
	  
 	  Where the Mortgage is underwritten through DU, and the DU finding is either “Approve/Eligible” or “Approve/Ineligible,” Lender must verify the
availability of liquid assets as directed by DU. For non-DU manual underwriting or manual underwriting that results from a DU finding other than “Approve/Eligible” or “Approve/Ineligible,” Lender must verify that the



 Master Agreement MA02373.2
 HCD - MyCommunityMortgage; Community Solutions 100 - 4
 Amendment 20







	  
 	  borrower has sufficient liquid assets in reserve at closing equal to at least one mortgage payment, and such reserve may include funds received by the borrower as a
gift (gifts for purposes of such reserve include funds received from a relative or from a church, municipality, employer, or nonprofit organization).
 
	  
 	  
 
	  11.
 	  Buydowns
 
	  
 	  A temporary interest rate buydown not to exceed one-half of one percent for the first three years of the Mortgage is permitted. Borrower will be underwritten at the
bought-down interest rate. The buydown must otherwise meet the requirements of the Guides, including the allowance for buydown funds to come from any source or combination of sources (including Lender, foundations, places of worship, labor unions,
employers or their designees, public agencies and nonprofits).
 
	  
 	  
 
	  12.
 	  Eligible Loan Purpose
 
	  
 	  All Mortgages must be originated simultaneously under (i) a purchase money transaction or (ii) a “no cash-out” refinance transaction where the refinance
mortgage is equal to the outstanding principal balance of the existing first mortgage (except that the amount may be rounded up to the next $100 increment).
 
	  
 	  
 
	 13.
 	  Subordinate Financing
 
	  
 	  Subordinate financing must comply with the terms for Community Seconds mortgages, except that the requirement contained therein for a down payment from the
borrower’s own funds shall be governed by Section 8 above (entitled “Minimum Borrower Contribution”) for the particular option.
 
	  
 	  
 
	  14.
 	  Credit History
 
	  
 	  If the Mortgage is underwritten through DU, and the DU finding is either “Approve/Eligible” or “Approve/Ineligible,” Lender does not need
to evaluate the borrower’s credit history as set forth below.
 
	  
 	  
 
	  
 	  For non-DU manual underwriting, or manual underwriting that results from a DU finding of other than “Approve/Eligible” or “Approve/Ineligible,”
Lender must evaluate the borrower’s credit history using any one of the four options set forth below:
 
	  
 	  (a)
 	  Lender supplements its manual underwriting by obtaining a “representative” credit score on the borrower that is not less than 620.
 
	  
 	 (b)
 	  Lender does not request a “representative” credit score on the borrower, but instead underwrites the Mortgage using the underwriting guidelines set
forth in the Selling Guide for Community Lending mortgages coupled with the development of:
 
	  
 	  
 	  (1)
 	  an acceptable traditional credit profile (under Part X, Section 304.01 of the Selling Guide), or
 
	  
 	  
 	  (2)
 	  when the borrower does not have the type of credit that is traditionally reported to a credit repository, an acceptable nontraditional credit profile (under Part
X, Section 304.02 of the Selling Guide), or
 
	  
 	  
 	  (3)
 	  when the borrower has not yet established a credit history or does not have sufficient credit documentation to meet the requirements for nontraditional credit, an acceptable
“enhanced credit evaluation” for a nontraditional limited credit profile (“enhanced credit evaluation” for nontraditional limited credit requires both of the following: (i) 12 months rental history with no
delinquencies, and (ii) no delinquencies in the past 12 months for other trade lines, if any).
 

  Master Agreement MA02373.2
 HCD - MyCommunityMortgage;
Community Solutions 100 - 5
 Amendment 20







	  
 	  
 	 Provided, however, in all of these cases, a borrower who has a prior bankruptcy or foreclosure in his or her credit history must have reestablished credit that
satisfies the requirements of Part X, Section 803.02 of the Selling Guide.
 
	  
 	  (c)
 	  Where Lender requests a “representative” credit score on the borrower, but the borrower has no score due to no credit record with the repository,
Lender underwrites the Mortgage using the underwriting guidelines set forth in the Selling Guide for Community Lending mortgages coupled with the development of:
 
	  
 	  
 	  (1)
 	  an acceptable nontraditional credit profile (under Part X, Section 304.02 of the Selling Guide), or
 
	  
 	  
 	  (2)
 	  when the borrower has not yet established a credit history or does not have sufficient credit documentation to meet the requirements for nontraditional credit, an
acceptable “enhanced credit evaluation” for a nontraditional limited credit profile (“enhanced credit evaluation” for nontraditional limited credit requires both of the following: (i) 12 months rental history with
no delinquencies, and (ii) no delinquencies in the past 12 months for other trade lines, if any).
 
	  
 	  
 	 Provided, however, in both of these cases, a borrower who has a prior bankruptcy or foreclosure in his or her credit history must have reestablished credit that
satisfies the requirements of Part X, Section 803.02 of the Selling Guide.
 
	  
 	  (d)
 	  Where Lender obtains a “representative” credit score on the borrower, but the score is less than 620, Lender underwrites the Mortgage using any
one of the three options set forth below; provided, however, the borrower will not be eligible where eligibility could only be achieved by combining the following options (for example, “extenuating circumstances” may not be used to
compensate for deficiencies upon application of the criteria for nontraditional credit history):
 
	  
 	  
 	  (1)
 	  The borrower has an insufficient traditional credit history (as documented by reason codes showing lack of credit accounts, accounts not opened long enough, or lack
of usage as the reasons for the low “representative” credit score), and Lender underwrites the Mortgage using the underwriting guidelines set forth in the  Selling Guide for Community Lending mortgages coupled with the development
of
 
	  
 	  
 	  
 	  (aa)
 	  an acceptable nontraditional credit profile (under Part X, Section 304.02 of the Selling Guide), or
 
	  
 	  
 	  
 	 (bb)
 	  when the borrower has not yet established a credit history or does not have sufficient credit documentation to meet the requirements for nontraditional credit, an acceptable
“enhanced credit evaluation” for a nontraditional limited credit profile (“enhanced credit evaluation” for nontraditional limited credit requires both of the following: (i) 12 months rental history with no
delinquencies, and (ii) no delinquencies in the past 12 months for other trade lines, if any). Provided, however, in both of these cases, a borrower who has a prior bankruptcy or foreclosure in his or her credit history must have reestablished
credit that satisfies the requirements of Part X, Section 803.02 of the Selling Guide.
 
	  
 	  
 	  (2)
 	  Lender underwrites the Mortgage using the underwriting guidelines set forth in the Selling Guide for Community Lending mortgages coupled with the development of an
acceptable traditional credit profile (under Part X, Section 304.01 of the Selling Guide). Provided, however, a borrower who has a prior bankruptcy or foreclosure in his or her credit history must have reestablished credit that
satisfies the requirements of Part X, Section 803.02 of the Selling Guide.
 

  Master Agreement MA02373.2
 HCD - MyCommunityMortgage; Community Solutions 100 - 6

 Amendment 20







	  
 	  
 	  (3)
 	  The borrower’s credit history was heavily influenced by credit deficiencies that were the result of a documented “extenuating circumstance,” and the
borrower’s credit history has been reestablished and meets the conditions specified in the Selling Guide for the reestablishment of an acceptable credit history following an “extenuating circumstance” (under Part X, Section
803.02 of the Selling Guide).
 
	  
 	  
 
	  
 	 In no circumstance may a nontraditional credit evaluation be used to offset derogatory credit.
 
	  
 	  
 	  
 	  
 
	  15.
 	  Mortgage Insurance
 
	  
 	  MyCommunityMortgage Mortgages delivered hereunder for which Fannie Mae will obtain “secondary market coverage” (“SMC”) must also comply with the
“secondary market policy” terms of the “Special Requirements” section of this Master Agreement (“SMC Eligible Mortgages”). Lender must comply with the eligibility requirements as determined by the applicable mortgage
insurer. In addition, SMC Eligible Mortgages, (i) if delivered under MBS Delivery, must be delivered under Pool Purchase Contract no. A06304, and (ii) if delivered under Cash Delivery, must be delivered under seller/servicer branch no. 23227-003-9
or 24837-002-5. For SMC Eligible Mortgages, individual loan mortgage insurance providing 35% coverage is required on all Mortgages where the LTV is above 80%. SMC Eligible MyCommunityMortgage Mortgages may be covered under “A Paper” or
“A-Minus” mortgage insurance premium rates as determined by the eligibility requirements of the applicable mortgage insurer.
 
	  
 	  
 
	  
 	  Fannie Mae anticipates that all SMC Eligible Mortgages will be delivered for coverage under SMC. Nevertheless, with respect to Mortgages that do not comply with the
eligibility requirements of the applicable mortgage insurer for such “secondary market policy” terms or that are not otherwise delivered for coverage under SMC (collectively, “Non-SMC Mortgages”), individual loan mortgage
insurance coverage is required as follows:
 
	  
 	 •
 	  LTV is 90.01% - 100.00%:        35%
 
	  
 	  •
 	  LTV is 85.01% -   90.00%:        30%
 
	  
 	  •
 	  LTV is 80.01% -   85.00%:        25%
 
	  
 	  Non-SMC Mortgages, (i) if delivered under MBS Delivery, must be delivered under Pool Purchase Contract no. to be determined, and (ii) if delivered under Cash
Delivery, must be delivered under seller/servicer branch no. 23227-000-4 or 24837-000-9.
 
	  
 	  
 
	  
 	  Note: SMC Eligible Mortgages and Non-SMC Mortgages may NOT be delivered under the same Pool Purchase Contract (if delivered under MBS Delivery), or under the same
seller/servicer branch no. (if delivered under Cash Delivery). Nevertheless, SMC Eligible Mortgages may be delivered under the same Pool Purchase Contract or the same seller/servicer branch no. used with non-MyCommunityMortgage loans that comply
with, and are delivered in connection with, the “secondary market policy” terms of the “Special Requirements” section of this Master Agreement.
 
	  
 	  
 
	  
 	 The Lender is responsible for determining applicable state requirements relating to mortgage insurance availability for Mortgages having LTVs over 97%. If the
specified mortgage insurance coverage is not available with respect to any mortgage, then such mortgage is ineligible for delivery to Fannie Mae.
 
	  
 	  
 
	  16.
 	  Homebuyer Education
 
	  
 	  All first-time borrowers must complete homebuyer education according to the provisions of the Selling Guide for prepurchase homebuyer education.
 
					

  Master Agreement MA02373.2
 HCD - MyCommunityMortgage; Community Solutions 100 - 7
 Amendment 20







	  17.
 	  Delinquency Counseling
 
	  
 	  For all borrowers, Lender must follow the requirements of the Selling Guide and the Servicing Guide for postpurchase early delinquency counseling.
 
	  
 	  
 
	 18.
 	  Allocation
 
	  
 	  These terms and conditions do not contain a specific limitation on the aggregate principal amount of Mortgages that Lender may deliver or a date (other than the applicable
Expiration Date) by which Lender must deliver the Mortgages. However, in order to be able to efficiently allocate the resources that Fannie Mae has made available for this pilot, Fannie Mae may from time to time and at any time set a limit on the
aggregate principal amount of Mortgages that Lender may deliver or terminate Lender’s ability to deliver Mortgages under this pilot. If, after giving consideration to the aggregate principal amount of Mortgages that Lender has delivered and to
the aggregate principal amount of commitments for such Mortgages that Lender has made, Fannie Mae elects to set a limit or terminate Lender’s participation, Fannie Mae will give Lender at least 90 days prior written notice of its intent to do
so.
 
	  
 	  
 
	  19.
 	  Pricing for Cash Deliveries
 
	  
 	  Cash pricing is available through the MORNET Bulletin section of MORNET Manager. The MORNET Bulletin for Cash Pricing is contained in the Secondary Marketing section (Fannie Mae
Pricing; Cash Pricing) of MORNET Manager. The selection is “MyCommunityMortgage Products.” The option for pricing using “Secondary Market Coverage” must be selected for Mortgages delivered for coverage under SMC, and the option
for pricing using “standard” mortgage insurance must be selected for Non-SMC Mortgages. Cash Pricing screens are available for 30-year fixed-rate mortgages and for Eligible ARMs. For fixed-rate mortgages with terms of less than 30 years,
Lender must contact Fannie Mae’s Cash Commitment window at 1-800-752-1080, option #5 Negotiated Pricing, and obtain a negotiated Cash Delivery commitment.
 
	  
 	  
 
	 20.
 	  Special Feature Code
 
	  
 	  For all Mortgages originated under these terms and conditions, Lender is required to enter Special Feature Code “481” on the Loan Schedule (Form 1068) or
Schedule of Mortgages (Form 2005). ForCash deliveries, the Loan Schedule must be transmitted electronically through the MORNET Cash Delivery System”. For MBS deliveries, the Schedule of Mortgages must be submitted
through the MORNET MBS Pool Submission System®.
 

  Master Agreement MA02373.2
 HCD - MyCommunityMortgage; Community Solutions 100 - 8
 Amendment
20






   ATTACHMENT A
  MyCommunityMortgage Pilot Community Solutions 97, Community Solutions
100, and Community Solutions 2-Family Products Eligibility Matrix

	 Product Option
 	   
 	 Loan Type
 	   
 	 Purpose
 	   
 	 Occupancy
 	   
 	 Other Property Owned
 	   
 	 Non-Occupant Co-borrower
 	   
 	 Units
 	   
 	 Maximum LTV
 	   
 	 Maximum CLTV
 	   
 	 Borrower Income
 	   
 	 Subordinate Financing
 	   
 	 MI Coverage
 	   
 	 Temporary
 Interest Rate
 Buydown
 	   
 
	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	   
 	 
 	  
 	 
 	  
 
	 Community Solutions 97
 	   
 	 Fixed-Rate Mortgage, 7/1 or 10/1 ARMS
 	   
 	 PMM or No Cash
 Out Refinance (Existing UPB of first mortgage rounded to the nearest $100)
 	   
 	 Owner-Occupied
 	   
 	 None
 	   
 	 Not Allowed
 	   
 	 One Unit
 	   
 	 97% (90% for cooperatives)
 	   
 	 105
 	 %
 	 If borrower income exceeds area median income limitations, verify property is in a FannieNeighbors
 location through Fannie Mae’s geocoding service through
efanniemae.com
 	   
 	 Must meet Community Seconds
 guidelines
 	   
 	 For SMC-Eligible = 35%
for all LTVs
 For non-SMC=35% for LTVs of over 90-100%
 30% for LTVs of over 85-90%
 25% for LTVs of over 80-85%
 	   
 	 1/2% over three years
 	  
 
	 Community Solutions 100
 	  
 	  
 	  
 	  
 	  
 	  
 	  
 	 100
 	 %
 	  
 	  
 	  
 	  
 
	 Community Solutions 2-Family
 	  
 	  
 	  
 	  
 	  
 	  
 	 2 Units
 	  
 	 95
 	 %
 	  
 	  
 	  
 	  
 

 Master Agreement MA02373.2
HCD - MyCommunityMortgage; Community
Solutions 100  - 9
Amendment 20






  [LETTERHEAD OF FANNIEMAE]
  December 5, 2002
  Mr. Michael P. Leddy

Executive Vice President (Crescent Mortgage)
 Crescent Bank and Trust Company
 South Terraces, Suite 285 115 Perimeter Center Place
 Atlanta, GA 30346

	  Subject
 	  Master Agreement No:
 	  MA02373.2
 
	  
 	  Master Agreement Amendment No.:
 	  Amendment 21
 
	  
 	  Lender No.:
 	  23227-000-4
 

  Dear Mr. Leddy:
  By execution of this
Letter Agreement, Fannie Mae (“Fannie Mae”) and Crescent Bank and Trust Company (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 binder as described below. Capitalized terms used but
not defined in this Letter Agreement shall have the meanings set forth in the Master Agreement.
  For your convenience, we have summarized the amended terms and conditions below. However, the
summary set forth below is for reference purposes only. The Lender and Fannie Mae shall rely solely on the attached amended pages for a complete description of the amended terms and conditions.
 The
amended terms and conditions:

	  •
 	  Modified Variance – Replace page VAR 1 – 1 through VAR 1 – 4 Amendment 20 (dated 12/5/2002) with VAR 1 – 1 through VAR 1 – 8 Amendment 21
(dated 12/5/2002) behind the Variances tab.
 
	  
 	  
 
	  •
 	  New Variance – (a) Replace page VAR/TOC – 1 Amendment 20 (dated 12/5/2002) with VAR/TOC – 1 Amendment 21 (dated 12/5/2002) behind the Variances
tab. (b) Insert pages VAR 5 – 1 through VAR 5 – 5 (dated 12/5/2002) behind the Variances tab.
 
	  
 	  
 
	  •
 	  Modified Pool Purchase Contracts
 
	  
 	  (a)
 	  A06302 – Replace pages FRM – 1 and FRM – 2 (dated 11/14/2002) with pages FRM – 1 and FRM – 2 (dated 12/5/2002) behind the Fixed-Rate
tab.
 
	  
 	  (b)
 	  A06743 – Replace pages FRM – 1 and FRM – 2 (dated 11/14/2002) with pages FRM – 1 and FRM – 2 (dated 12/5/2002) behind the Fixed-Rate
tab.
 

 Master Agreement MA02373.2
 LE - 1
 Amendment 21






   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 execution of this Letter Agreement by the Lender. The Lender shall return a duly-executed duplicate original of this Letter Agreement to Diane Stokes at 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 of this Letter Agreement from the Lender within ten business days, Fannie Mae may, at its option, declare this Letter
Agreement null and void.
  Sincerely,

	  FANNIE MAE
 	  
 
	  
 	  
 
	  By:
 	  /s/ DAVID A. BOWLES
 	  
 
	  
 	 
 	  
 
	  
 	  David A. Bowles
 Customer Account Manager
 	  
 
	  
 	   
 	  
 
	 Agreed, acknowledged and accepted.
 	  
 

 

	  CRESCENT BANK AND TRUST COMPANY
 	  
 
	  
 	  
 
	  By:
 	  /s/ PARTHIV J. DAVE
 	  
 
	  
 	 
 	  
 
	  Name: 
 	  PARTHIV J. DAVE
 	  
 
	  Title:
 	  V.P.
 	  
 
	  Date:
 	  12-11-02
 	  
 
	  
 	   
 	  
 
	 Agreed, acknowledged and accepted.
 	  
 

 

	  CRESCENT MORTGAGE SERVICES
 	  
 
	  
 	  
 
	  By:
 	  /s/ PARTHIV J. DAVE
 	  
 
	  
 	 
 	  
 
	  Name: 
 	  PARTHIV J. DAVE
 	  
 
	  Title:
 	  V.P.
 	  
 
	  Date:
 	  12-11-02
 	  
 

 Master Agreement MA02373.2
 LE - 2
 Amendment 21






   VARIANCES
 TABLE OF CONTENTS

	  VAR 1
 	  Bulk Alt A Product FRM
 
	  VAR 2
 	  Desktop Underwriter ‘Expanded Approval with Timely Payment RewardsSM’ Initiative
 
	  VAR 3
 	  Relocation Mortgages Guidelines/Trailing Secondary Wage Earner Income
 
	  VAR 4
 	  Other Automated Underwriting Systems
 
	  VAR 5
 	  Use of Other Automated Underwriting System (‘AUS’) For Certain Mortgages To Be Delivered No Later Than December 31, 2002
 

  Master Agreement MA02373.2
 VAR TOC - 1
 Amendment 21







	 
VAR 1
 	  
 	  Bulk ALT A Product
 
	  
 	  
 
	 1.
 	  Lender may sell to Fannie Mae a loan package containing mortgages (“Mortgages”) that may have been originated with certain variances to Fannie Mae’s
underwriting and documentation requirements described as one of the following Alt A products:
 
	  
 	  
 	  
 
	  
 	  (a)
 	  “Stated Income,” (SFC “442”) which is defined as: the borrower reports income on the Uniform Residential Loan Application (Form 1003) and a verbal
Verification of Employment may be obtained. Lender is not required to verify the reported income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	  (b)
 	  “No Ratio,” (SFC “443”) which is defined as: the borrower does not report income on the Uniform Residential Loan Application (Form 1003), so therefore no
debt-to-income ratios are calculated. Lender is not required to verify the borrower’s income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	  (c)
 	  “No Income/No Asset” (‘NINA’) (SFC “444”) which is defined as: the borrower does not report either income or assets on the Uniform Residential Loan
Application (Form 1003). Lender is not required to verify the borrower’s income or assets.
 
	  
 	  
 	  
 
	  
 	 (d)
 	  “Full/Alternative Documentation (SFC “512”) which is defined as: the borrower reports income and assets on the Uniform Residential Loan Application (Form 1003)
and Lender must verify reported income and assets.
 
	  
 	  
 	  
 
	  
 	  Lender must document the Mortgage file with a statement describing the Mortgage either as a Stated Income, a No Ratio, a NINA, or a Full/Alternative Documentation
Alt A product.
 
	  
 	  
 	  
 
	  2.
 	  Lender must provide the borrower’s FICO credit score at delivery of each Mortgage under this Variance.
 
	  
 	  
 	  
 
	  3.
 	  Eligible products include fixed-rate, first-lien, fully amortizing mortgages.
 
	  
 	  
 	  
 
	  4.
 	  Lender’s underwriting guidelines for origination of Stated Income, No Ratio, or NINA Alt A products are described in Attachment 1 (“Lender’s
Underwriting Guidelines”). Notwithstanding any contrary provisions contained in Lender’s Underwriting Guidelines, the only Mortgages eligible for delivery to Fannie Mae are those Mortgages that are originated in accordance with
Lender’s guidelines for Stated Income, No Ratio, or NINA Alt A products described in Lender’s Underwriting Guidelines and meet Fannie Mae’s general eligibility criteria, as modified by the applicable provisions of Attachment 1.
Fannie Mae reserves the right to review all mortgages offered for sale by Lender, and although certain mortgages may meet Underwriting Guidelines, Fannie Mae is not obligated to buy all of such mortgages.
 
	  
 	  
 	  
 
	 5.
 	  Lender represents and warrants that all information concerning the Mortgages submitted by Lender to Fannie Mae in electronic format or otherwise is true, accurate,
and complete. Notwithstanding the accuracy of the information submitted by Lender, Lender represents and warrants that all Mortgages comply with Lender’s Underwriting Guidelines. Lender acknowledges that that Fannie Mae does not waive any of
such representations and warranties of Lender by offering to buy or accepting delivery of any Mortgages. A breach of any of Fannie Mae’s underwriting criteria or any modification thereof, as described herein, shall be deemed to be a breach of
warranty by Lender, as provided in the Selling Guide.
 

  Master Agreement MA02373.2
 VAR 1 - 1
 Amendment 21







	  6.
 	  All Stated Income, No Ratio, or NINA Mortgages must be delivered to Fannie Mae under Pool Purchase Contract A06302, A06743, and A06724 (fixed-rate Mortgages). FOR
CASH: under Fannie Mae’s Negotiated Transactions for cash purchase.
 
	  
 	  
 	  
 
	  7.
 	  With respect to all Mortgages sold and delivered to Fannie Mae pursuant to this Variance:
 
	  
 	  
 	  
 
	  
 	 (a)
 	  Lender represents and warrants that the Mortgages comply with all applicable representations and warranties as set forth in the Selling Guide, and Lender makes all selling
warranties with respect to the Mortgages, except as otherwise expressly provided in this Variance.
 
	  
 	  
 	  
 
	  
 	  (b)
 	  Lender acknowledges that the terms and conditions on which Fannie Mae has agreed to acquire the Mortgages assume that pool or primary mortgage insurance is obtainable for the
Mortgages after delivery of the Mortgages to Fannie Mae. Lender represents and warrants that none of the Mortgages has been originated or serviced with fraud, misrepresentation, or negligence, or with any act that is dishonest, criminal, or
knowingly wrongful, that would (1) cause a mortgage insurer to decline to insure a Mortgage, or (2) entitle a mortgage insurer to deny a claim pursuant to a mortgage insurance policy exclusion to coverage encompassing fraud, misrepresentation,
negligence, or dishonest, criminal, or knowingly wrongful acts in origination or servicing.
 
	  
 	  
 	  
 
	  
 	  (c)
 	  These representations and warranties survive purchase of and payment for the Mortgage, apply to each Mortgage, and inure to the benefit of Fannie Mae, its successors and
assigns.
 
	  
 	  
 	  
 
	 8.
 	  Fannie Mae and Lender agree that multiple bulk mortgage deliveries may be made under this Variance. With respect to each such delivery, a Bulk Mortgage Delivery
Addendum containing specific information with respect to the corresponding Mortgages being delivered will be completed and added to this Variance, and shall become a part of this Variance and this Master Agreement for all purposes.
 

  Master Agreement MA02373.2
 VAR 1 - 2
 Amendment 21






   Attachment 1
  Lender’s Underwriting Guidelines Approved by Fannie
Mae
  Mortgages may contain only the following variances to Fannie Mae’s underwriting and documentation guidelines:
  Crescent Mortgage’s Credit Plus Program
 No Income – No Ratios/No Asset Verifications

	   
 	   
 	  No Income
 No Ratios / No Asset Verification
 
	   
 	   
 	   
 
	  Program Type
 	  
 	  PMM, R/T Refi, COR
 
	  
 	  
 	  
 
	 Product Type
 	  
 	  FRM only
 
	  
 	  
 	  
 
	  Amortization Terms
 	  
 	  15- and 30- year
 
	  
 	  
 	  
 
	  Eligible Units
 	  
 	  1-2 unit properties
 
	  
 	  
 	  
 
	  Eligible Properties
 	  
 	  Fee Simple; 1-2 unit attached and detached properties. Condominiums are also eligible. NO mobile homes or manufactured housing units. Also, no excess acreage – value not to
exceed 33% of total.
 
	  
 	  
 	  
 
	  Geographic Limitations
 	  
 	  None
 
	  
 	  
 	  
 
	 Occupancy Status
 	  
 	  Owner Occupied and 2nd Homes
 
	  
 	  
 	  
 
	  Borrower Eligibility
 	  
 	  Designed for the borrower who has income and assets, but does not want to deal will all regular documentation requirements, and for borrowers who are changing jobs, between
jobs, relocating, retiring, or have recently become self-employed. All borrowers must meet credit score requirements. No loans to builders or developers.
 
	  
 	  
 	  
 
	  Appraisal
 	  
 	  New full Uniformed Residential Appraisal Report required for all loan types. Plus, a review appraisal if the transaction is a refinance and the LTV is greater than
75%.
 
	  
 	  
 	  
 
	  Mortgage Insurance
 	  
 	  Standard mortgage insurance required.
 
	  
 	  
 	  
 
	 Maximum LTVs and Credit Scores: 
 	  
 	  
 
	  
 	  •  Owner Occupied:
 	  
 	  1-unit: PMM & R/T Refi to 90% LTV with a credit score of 700; 75% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  1-unit: COR to 70% with a credit score of 700; 65% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  2-unit: PMM & R/T Refi to 85% LTV with a credit score of 700; 70% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  •  2nd Homes
 	  
 	  2-unit: COR to 65% with a credit score of 700; 60% with a credit score of 680.
 

 Master
Agreement MA02373.2
 VAR 1 - 3
 Amendment 21







	  
 	  
 	  1-unit only; PMM & R/T Refi to 80% with a credit score of 720; 75% with a credit score of 700; 70% with a credit score of 680; COR to 70% with a credit score of 700; 65%
with a credit score of 680.
 
	  
 	  
 	  
 
	  Secondary Financing
 	  
 	  No Subordinate financing allowed on new loan.
 
	  
 	  
 	  
 
	  Credit Report
 	  
 	  Three In-file merged credit report.
 
	  
 	  
 	  
 
	  Qualifying Debt Ratios:
 	  
 	  Ratios are not considered.
 
	  
 	  
 	  
 
	 Reserves:
 	  
 	  No assets are verified; reserves are not required.
 
	  
 	  
 	  
 
	  Credit Criteria:
 	  
 	  
 
	  
 	  Trade Lines
 	  
 	  Three (3) rated trades
 
	  
 	  Credit History
 	  
 	  24 Months
 
	  
 	  Credit Explanations
 	  
 	  Not stated
 
	  
 	  Mortgage/Revolving/
 	  
 	  No Foreclosures.
 
	  
 	  Installment
 	  
 	  No Bankruptcies.
 
	  
 	  
 	 No 30-day lates on any mortgages in the past 24 months.
 
	  
 	  
 	  
 
	  Credit Report Letter of Explanation
 	  
 	  Not required as this product is credit score driven.
 
	  
 	  
 	  
 
	  Sale Proceeds
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	  Down Payment:
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	  Liquid assets (checking, savings, CD’s, money market funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	 Non-depository assets (stocks, bonds, retirement funds, trust funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	  Seller contributions
 	  
 	  Per Fannie Guides.
 
	  
 	  
 	  
 
	  Gift Funds
 	  
 	  No gifts allowed.
 
	  
 	  
 	  
 
	  Verification of mortgage or rental history
 	  
 	  Required if mortgage history not on credit report. Rental history verification not required.
 
	  
 	  
 	  
 
	 Salaried/Wage Earner Employment Verification
 	  
 	  No verification. Stated income/employment only.
 
	  
 	  
 	  
 
	  Self-Employed Income/Employment Verification
 	  
 	  No verification. Stated income only. No 4506 required.
 
	  
 	  
 	  
 
	  Self-employed Profit & Loss/Balance Sheet
 	  
 	  Income verification is not required. No 4506 required.
 
	  
 	  
 	  
 
	  Other Income: Retirement, SS, alimony, child support, etc.
 	  
 	  No verification. Stated income only.
 
	  
 	  
 	  
 
	  
 	  
 	  No Income
 No Ratios / No Asset Verification
 
	  
 	  
 	   
 
	 Salary or hourly wage earnings and overtime and bonus income
 	  
 	  No verification. Stated income only.
 
	  
 	  
 	  
 
	  Commission income and independent contractor
 	  
 	  No verification. Stated income only.
 
					

  Master Agreement MA02373.2
 VAR 1 - 4
 Amendment 21






   December 2002 30 Year FRM
 Bulk Mortgage Delivery Addendum
  Maximum Volume:
$12,242,510.00
  Lender shall deliver the Mortgages described in the Profile Summary Schedule “A” unless the Mortgage doesn’t meet Lender’s Underwriting Guidelines or it pays
off, becomes delinquent, falls out for similar acceptable reasons prior to the delivery date. Lender represents and warrants that the Mortgages are as described in Profile Summary set forth in Schedule “A” and as identified on Schedule
“B”. The term “CLTV” used in Schedule “A” and this Contract is the “Current Loan-to-Value Ratio”. “Current Loan-to-Value Ratio” is the loan-to-value ratio based upon the issue date principal balance
of each Mortgage and the original appraised value of the property securing each such Mortgage.
 Master Agreement MA02373.2
 VAR 1 - 5
 Amendment 21






   December 2002 30 Year FRM
 Schedule A
 Profile Summary

	  Count
 	  :
 	   
 	  71
 	   
 
	  Volume
 	  :
 	  $
 	  12,242,510.00
 	  
 
	  WAC
 	  :
 	  
 	  6.5
 	  
 
	  WA OLTV
 	  :
 	  
 	  73.6
 	  
 
	  WA CLTV
 	  :
 	  
 	  73.6
 	  
 
	 WA State RTerm
 	  :
 	  
 	  359
 	  
 
	  WA Calc RTerm
 	  :
 	  
 	  0
 	  
 
	  WA Seas
 	  :
 	  
 	  3
 	  
 
	  Pct Full/Alt Doc
 	  :
 	  
 	  0.00
 	  %
 
	  Pct Low/No Doc
 	  :
 	  
 	  100.00
 	  %
 

 Master Agreement MA02373.2
 VAR 1 - 6
 Amendment 21






   December 2002 30 Year FRM
 Schedule B
 Lender Loan Numbers

	  Non-SMC
 
	  1000982817
 
	  1001014172
 
	  1000939353
 
	  1000956985
 
	  1000959526
 
	  1001063773
 
	  1001029675
 
	  1001035326
 
	  1001009446
 
	  1000950848
 
	  1000965747
 
	  1000889905
 
	  1000990638
 
	  1000999571
 
	  1001017936
 
	 1000989697
 
	  1000978328
 
	  1001036845
 
	  1001006418
 
	  1000986164
 
	  1000973287
 
	  1000997864
 
	  1000976850
 
	  1001036662
 
	  1001044013
 
	  1001058815
 
	  1001041530
 
	  1000905982
 
	  1001013539
 
	  1000935781
 
	  1000926996
 
	  1000999159
 
	  1000997898
 
	  1000997757
 
	 1001017555
 
	  1001012127
 
	  1000936417
 
	  1000904365
 
	  1000955698
 
	  1001016839
 

  Master Agreement MA02373.2
 VAR 1 - 7 
 Amendment
21







	  1000994416
 
	  1001046489
 
	  1000940229
 
	  1001014073
 
	  1000998466
 
	  1001007788
 
	  1000953297
 
	  1000988129
 
	  1000999258
 
	  1001036704
 
	  1000991099
 
	  
 
	 SMC
 
	  1000853166
 
	  1000988988
 
	  1001016862
 
	  1000979631
 
	  1001013596
 
	  1001008737
 
	  1001020120
 
	  1001030194
 
	  1000968683
 
	  1001049798
 
	  1001014594
 
	  1001029709
 
	  1000997179
 
	  1001051992
 
	  1001010030
 
	  1001038056
 
	  1001045366
 
	 1001016995
 
	  1000721074
 
	  1000947646
 

  Master Agreement MA02373.2
 VAR 1 - 8 
 Amendment
21







	 
VAR 5
 	  Use of Other Automated Underwriting System (‘AUS’) For Certain Mortgages To Be Delivered No Later Than December 31, 2002
 
	  
 
	  Lender may deliver the 74 (2-4 unit) mortgage loans identified in the attached Schedule “A” having an aggregate outstanding principal balance not to
exceed $12,548,152 that were originated pursuant to the following terms and conditions (the “Mortgages”).
 
	  
 
	  Fannie Mae recognizes that the Mortgages were submitted for evaluation to an automated underwriting system (“AUS”) other than DU. Lender may deliver the
Mortgages to Fannie Mae in accordance with the provisions of this Variance, provided that Lender acknowledges and agrees not to use these provisions in any manner that would adversely select or harm Fannie Mae and:
 
	  
 
	  1.
 	  The Mortgages meet Fannie Mae’s eligibility requirements described in the Fannie Mae Selling Guide, as modified by the Master Agreement or the DU Guide, as any
of the foregoing may be amended from time to time.
 
	  
 	  
 
	 2.
 	  Such Mortgages must receive a recommendation of “standard accept” (either full or streamlined documentation levels) or “accept plus” from the
other AUS.
 
	  
 	  
 
	  3.
 	  All data pertaining to the Mortgage is complete and accurate, and all data on which the underwriting decision recommended by the other AUS was based remain unchanged
as of the closing date for such Mortgage.
 
	  
 	  
 
	  4.
 	  Such Mortgages must be documented and closed in accordance with the requirements of the other AUS, except with respect to the appraisal requirements, as provided in
Paragraph 13 below. Verification of all such data is provided with the delivered Mortgage loan file and such verification complies with the requirements of the other AUS. Lender must take all appropriate action in response to the verification
messages/approval conditions that appear in the “findings” report that the other AUS produces with respect to the related Mortgage loan application prior to the closing of the Mortgage, with proper documentation in the loan file. Lender
represents and warrants that copies of all reports generated by the other system will be included in the loan file, and that Lender is not prohibited from providing such copies.
 
	  
 	  
 
	  5.
 	  With the exception of Mortgages that are otherwise eligible for delivery under the Master Agreement or DU, Mortgages receiving a recommendation of “standard
accept” (either full or streamlined documentation levels) or “accept plus” from the other AUS are not eligible for delivery under this Variance if the recommendation (a) includes a requirement for additional fees, credit enhancements,
or other special conditions, except as otherwise expressly provided in Paragraph 9 below, or (b) the mortgage insurance coverage level obtained is lower than required per Fannie Mae’s Selling Guide, even if a reduced level of coverage is
permitted by the other AUS recommendation.
 
	  
 	  
 
	 6.
 	  Lender and Fannie Mae must mutually agree upon any AUS employed by Lender prior to the delivery of such Mortgages to Fannie Mae.
 
	  
 	  
 
	  7.
 	  For all Mortgages, Lender must enter the borrower’s representative FICO credit score into the appropriate data field when submitting the Mortgage to Fannie Mae
in accordance with the Fannie Mae Selling Guide.
 
			

  Master Agreement MA02373.2
 VAR 5 - 1
 Amendment 21







	  8.
 	  Except as otherwise provided herein, Lender makes all applicable selling representations and warranties as required by the Fannie Mae Selling Guide and the Mortgage
Selling and Servicing Contract by and between Lender and Fannie Mae.
 
	  
 	  
 	  
 
	  9.
 	  The provisions of this Variance do not apply to any mortgage that is currently required by Fannie Mae to be submitted to DU for evaluation (“DU-Only
Products”) (e.g., Flexible Mortgages), and such mortgages must be processed through DU and receive an acceptable recommendation in order to be eligible for delivery to Fannie Mae, except as follows: if there is a Mortgage product available in
the other AUS that is equivalent to a DU-Only Product (as determined by Fannie Mae), then such Mortgage is eligible for delivery to Fannie Mae, subject at delivery to the (a) payment of all loan level price adjustments or special all-in yield
pricing applicable to the equivalent DU-Only Product, and (b) identification by any special feature code applicable to the equivalent DU-Only Product.
 
	  
 	  
 	  
 
	 10.
 	  At delivery, Lender must:
 
	  
 	  
 	  
 
	  
 	  (a)
 	  identify all Mortgages underwritten using an AUS other than DU in accordance with this Variance by inserting the following Special Feature Code(s) on the Loan Schedule or
Schedule of Mortgages, as applicable: (i) “361” for all Mortgages, and (ii) any other special feature code loan that would be required if the Mortgage had been submitted to DU prior to delivery; and
 
	  
 	  
 	  
 
	  
 	  (b)
 	  pay all applicable loan level price adjustments required under Fannie Mae’s eligibility criteria.
 
	  
 	  
 	  
 
	  11.
 	  For Mortgages meeting the requirements set forth in this Variance, Fannie Mae will not require Lender to warrant that the Mortgage complies with the Fannie Mae
Selling Guide’s requirements with regard to the application of underwriting judgment used by the AUS as it pertains to the borrower’s creditworthiness, provided the information that the other AUS used to reach its decision was not
inaccurate or fraudulent.
 
	  
 	  
 	  
 
	 12.
 	  Fannie Mae will analyze the credit risks associated with such Mortgages and will provide Lender with the results of this analysis. If this analysis contains any
credit score data or other consumer credit data under the FCRA, it is being provided to Lender as Fannie Mae’s agent for the limited purpose of reviewing such Mortgages to determine their conformance with Fannie Mae’s requirements. Upon
request, Lender will provide to Fannie Mae any data or information relating to the Mortgages delivered to Fannie Mae that were processed through the other AUS, and Lender represents and warrants that Lender is not prohibited from providing such data
or information to Fannie Mae. If Fannie Mae’s analysis indicates that a significant number of such Mortgages contained a high risk of default, Lender and Fannie Mae will work together to identify and implement product or process changes to
reduce the number of such high risk Mortgages expected to be delivered during the following quarter (or, in lieu of product or process changes, Lender and Fannie Mae may discuss prospective price adjustments to compensate Fannie Mae for the risks
associated with such Mortgages). If Fannie Mae and Lender cannot agree on the appropriate actions to be taken during the following quarter to address high risk Mortgages, then Fannie Mae reserves the right to discontinue accepting such
Mortgages.
 

  Master Agreement MA02373.2
 VAR 5 - 2
 Amendment 21







	  13.
 	  With respect to all Mortgages underwritten using the other AUS, the property value must be supported by an interior and exterior appraisal performed using the Desktop
Underwriter Quantitative Analysis Appraisal Report (Form 2055) in accordance with the requirements in the DU Guide, regardless of the finding by the other AUS. If a Mortgage is not eligible for Form 2055, per the DU Guide, then a full appraisal in
accordance with the Fannie Mae Selling Guide is required.
 
	  
 	  
 
	 14.
 	  If Fannie Mae determines that Lender is using these provisions in any manner that is adversely selecting or harming Fannie Mae, then Fannie Mae may terminate Lender’s
ability to deliver Mortgages underwritten by the other AUS upon 90-days notice.
 
	  
 	  
 
	  15.
 	  Mortgages underwritten using the other AUS may only be delivered to Fannie Mae through December 31, 2002.
 

  Master Agreement MA02373.2
 VAR 5 - 3
 Amendment 21






   Schedule “A”
 Schedule of Mortgage Loans

	  1000944569
 
	  1000951853
 
	  1000955946
 
	  1000961258
 
	  1000966992
 
	  1000969418
 
	  1000974228
 
	  1000978633
 
	 1000988020
 
	  1000994531
 
	  1000995280
 
	  1000999506
 
	  1000999605
 
	  1001002284
 
	  1001002573
 
	  1001003662
 
	  1001003688
 
	  1001003886
 
	  1001006103
 
	  1001006111
 
	  1001007945
 
	  1001011400
 
	  1001011418
 
	  1001012770
 
	  1001013570
 
	  1001016813
 
	  1001018652
 
	 1001022605
 
	  1001022654
 
	  1001024312
 
	  1001027091
 
	  1001027273
 
	  1001027521
 
	  1001027935
 
	  1001028032
 
	  1001029154
 
	  1001029683
 
	  1001030244
 
	  1001031713
 
	  1001032422
 
	  1001033503
 
	  1001033842
 

  Master Agreement MA02373.2
 VAR 5 - 4
 Amendment
21







	  1001034402
 
	  1001036530
 
	 1001036886
 
	  1001036902
 
	  1001036936
 
	  1001037058
 
	  1001037538
 
	  1001037918
 
	  1001037942
 
	  1001039187
 
	  1001040417
 
	  1001040524
 
	  1001040573
 
	  1001040771
 
	  1001040854
 
	  1001041951
 
	  1001044633
 
	  1001046083
 
	  1001046281
 
	  1001048238
 
	  1001051141
 
	 1001051414
 
	  1001053253
 
	  1001053410
 
	  1001064144
 
	  1001066180
 
	  1001066834
 
	  1001069507
 
	  1001069838
 
	  1001071784
 
	  1001081502
 
	  1001088275
 

  Master Agreement MA02373.2
 VAR 5 - 5
 Amendment
21






   Contract No. A06302.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4
 
	  
 	 Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	  24837-000-9
 
	  
 	  
 	  24837-002-5
 

 

	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $: 40,400,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  December 1, 2002 - December 1, 2002
 
	  
 	  
 	  
 
	 Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable
attachments.
 

 Additional Terms:
See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 Pool contract price adjustment is waived.
 Crescent
Credit Plus Fixed-Rate Mortgage Product.
 See Schedule “A” August 2002 for eligible loans, which is attached to the Bulk Alt A Product - FRM Variance. Lender represents and warrants that all such Mortgages meet standard Fannie Mae
guidelines or the Alt-A guidelines incorporated in this Master Agreement.
  Pool Purchase Contract No. A06302.2
 FRM - 1
 Amendment 21






   Contract No. A06302.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  December 1, 2002 - December 1, 2002
 
	  
 	  
 	  
 
	 Guaranty Fee:
 	  
 	  41.00 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  Pool Purchase Contract No. A06302.2
 FRM - 2
 Amendment 21






   Contract No. A06743.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4 
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	  24837-000-9
 
	  
 	  
 	 24837-002-5
 

 

	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $25,500,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  December 1, 2002 - December 1, 2002
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	 Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable
attachments.
 

  Additional Terms:
See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 Pool contract price adjustment is waived.
 Lender
is allowed a maximum buyup to 22.50 basis points with the expectation that Lender will manage deliveries to a weighted average buyup of 16.00 basis points.
 Radian Secondary Market Coverage required. Crescent Credit Plus Fixed-Rate Mortgage
Product > 80% LTV.
 See Schedule “A” August 2002 for eligible loans, which is attached to the Bulk Alt A Product - FRM Variance. Lender represents and warrants that all such Mortgages meet standard Fannie Mae guidelines or the Alt-A
guidelines incorporated in this Master Agreement.
 Pool Purchase Contract No. A06743.2
 FRM - 1 
 Amendment 21






   Contract No. A06743.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  December 1, 2002
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  35.00 Basis Points
 
	  
 	  
 	  
 
	 Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  Pool Purchase Contract No. A06743.2
 FRM - 2
 Amendment 21






   [LETTERHEAD OF FANNIEMAE]
  December 18, 2002
  Mr. Michael P. Leddy

Executive Vice President (Crescent Mortgage)
 Crescent Bank and Trust Company
 South Terraces, Suite 285 115 Perimeter Center Place
 Atlanta, GA 30346

	  Subject
 	  Master Agreement No:
 	  MA02373.2
 
	  
 	  Master Agreement Amendment No.:
 	  Amendment 22
 
	  
 	  Lender No.:
 	  23227-000-4
 

  Dear Mr. Leddy:
  By execution of this
Letter Agreement, Fannie Mae (“Fannie Mae”) and Crescent Bank and Trust Company (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 binder as described below. Capitalized terms used but
not defined in this Letter Agreement shall have the meanings set forth in the Master Agreement.
 For your convenience, we have summarized the amended terms and conditions below. However, the summary
set forth below is for reference purposes only. The Lender and Fannie Mae shall rely solely on the attached amended pages for a complete description of the amended terms and conditions.
  The
amended terms and conditions:

	  •
 	  Modified Variance – Replace pages VAR 1 – 1 through VAR 1 – 21 (dated 12/15/2002) with pages VAR 1 – 1 through VAR 1 – 11 (dated 12/18/2002)
behind the Variances tab.
 
	  
 	  
 
	  •
 	  Modified Pool Purchase Contract Numbers –
 
	  
 	  (a)
 	  A06302 – Replace page FRM – 1 (dated 12/5/2002) with page FRM – 1 (dated 12/18/2002) behind the Fixed-Rate tab.
 
	  
 	  (a)
 	  A06724 – Replace pages FRM – 1 and FRM – 2 (dated 11/22/2002) with pages FRM – 1 and FRM – 2 (dated 12/18/2002) behind the Fixed-Rate
tab.
 
	  
 	  (b)
 	  A06743 – Replace pages FRM – 1 (dated 12/5/2002) with page FRM – 1 (dated 12/18/2002) behind the Fixed-Rate tab.
 

 Master Agreement MA02373.2
 LE - 1
 Amendment 22






   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 execution of this Letter Agreement by the Lender. The Lender shall return a duly-executed duplicate original of this Letter Agreement to Diane Stokes at 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 of this Letter Agreement from the Lender within ten business days, Fannie Mae may, at its option, declare this Letter
Agreement null and void.
  Sincerely, 

	  FANNIE MAE
 	  
 
	  
 	  
 
	  By:
 	  /s/ DAVID A. BOWLES
 	  
 
	  
 	 
 	  
 
	  
 	  David A. Bowles
 Customer Account Manager
 	  
 
	  
 	  
 
	 Agreed, acknowledged and accepted.
 	  
 
	  
 	  
 
	  CRESCENT BANK AND TRUST COMPANY
 	  
 
	  
 	  
 
	  By:
 	  /s/ PARTHIV J. DAVE
 	  
 
	  
 	 
 	  
 
	  Name:
 	  PARTHIV J. DAVE
 	  
 
	  Title:
 	  V.P.
 	  
 
	  Date:
 	  12-20-02
 	  
 

 Master Agreement MA02373.2
 LE - 2
 Amendment 22







	  VAR 1
 	  Bulk ALT A Product
 
	  
 
	  1.
 	  Lender may sell to Fannie Mae a loan package containing mortgages (“Mortgages”) that may have been originated with certain variances to Fannie Mae’s
underwriting and documentation requirements described as one of the following Alt A products:
 
	  
 	  
 	  
 	  
 
	  
 	  (a)
 	  “Stated Income,” (SFC “442”) which is defined as: the borrower reports income on the Uniform Residential Loan Application (Form 1003) and a
verbal Verification of Employment may be obtained. Lender is not required to verify the reported income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 	  
 
	  
 	  (b)
 	  “No Ratio,” (SFC “443”) which is defined as: the borrower does not report income on the Uniform Residential Loan Application (Form 1003), so
therefore no debt-to-income ratios are calculated. Lender is not required to verify the borrower’s income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 	  
 
	  
 	 (c)
 	  “No Income/No Asset” (‘NINA’) (SFC “444”) which is defined as: the borrower does not report either income or assets on the Uniform
Residential Loan Application (Form 1003). Lender is not required to verify the borrower’s income or assets.
 
	  
 	  
 	  
 	  
 
	  
 	  (d)
 	  “Full/Alternative Documentation (SFC “512”) which is defined as: the borrower reports income and assets on the Uniform Residential Loan Application
(Form 1003) and Lender must verify reported income and assets.
 
	  
 	  
 	  
 	  
 
	  
 	  Lender must document the Mortgage file with a statement describing the Mortgage either as a Stated Income, a No Ratio, a NINA, or a Full/Alternative Documentation Alt
A product.
 
	  
 	  
 	  
 	  
 
	  2.
 	  Lender must provide the borrower’s FICO credit score at delivery of each Mortgage under this Variance.
 
	  
 	  
 	  
 	  
 
	 3.
 	  Eligible products include fixed-rate, first-lien, fully amortizing mortgages.
 
	  
 	  
 	  
 	  
 
	  4.
 	  Lender’s underwriting guidelines for origination of Stated Income, No Ratio, or NINA Alt A products are described in Attachment 1 (“Lender’s
Underwriting Guidelines”). Notwithstanding any contrary provisions contained in Lender’s Underwriting Guidelines, the only Mortgages eligible for delivery to Fannie Mae are those Mortgages that are originated in accordance with
Lender’s guidelines for Stated Income, No Ratio, or NINA Alt A products described in Lender’s Underwriting Guidelines and meet Fannie Mae’s general eligibility criteria, as modified by the applicable provisions of Attachment 1.
Fannie Mae reserves the right to review all mortgages offered for sale by Lender, and although certain mortgages may meet Underwriting Guidelines, Fannie Mae is not obligated to buy all of such mortgages.
 
	  
 	  
 	  
 	  
 
	  5.
 	  Lender represents and warrants that all information concerning the Mortgages submitted by Lender to Fannie Mae in electronic format or otherwise is true, accurate,
and complete. Notwithstanding the accuracy of the information submitted by Lender, Lender represents and warrants that all Mortgages comply with Lender’s Underwriting Guidelines. Lender acknowledges that that Fannie Mae does not waive any of
such representations and warranties of Lender by offering to buy or accepting delivery of any Mortgages. A breach of any of Fannie
 

 Master Agreement MA02373.2

VAR 1 - 1
 Amendment 22







	  
 	  Mae’s underwriting criteria or any modification thereof, as described herein, shall be deemed to be a breach of warranty by Lender, as provided in the Selling
Guide.
 
	  
 	  
 
	  6.
 	  All Stated Income, No Ratio, or NINA Mortgages must be delivered to Fannie Mae under Pool Purchase Contract A06302, A06743, and A06724 (fixed-rate Mortgages). FOR
CASH: under Fannie Mae’s Negotiated Transactions for cash purchase.
 
	  
 	  
 
	  7.
 	  With respect to all Mortgages sold and delivered to Fannie Mae pursuant to this Variance:
 
	  
 	  
 
	  
 	  (a)
 	  Lender represents and warrants that the Mortgages comply with all applicable representations and warranties as set forth in the Selling Guide, and Lender makes all selling
warranties with respect to the Mortgages, except as otherwise expressly provided in this Variance.
 
	  
 	  
 	  
 
	  
 	 (b)
 	  Lender acknowledges that the terms and conditions on which Fannie Mae has agreed to acquire the Mortgages assume that pool or primary mortgage insurance is obtainable for the
Mortgages after delivery of the Mortgages to Fannie Mae. Lender represents and warrants that none of the Mortgages has been originated or serviced with fraud, misrepresentation, or negligence, or with any act that is dishonest, criminal, or
knowingly wrongful, that would (1) cause a mortgage insurer to decline to insure a Mortgage, or (2) entitle a mortgage insurer to deny a claim pursuant to a mortgage insurance policy exclusion to coverage encompassing fraud, misrepresentation,
negligence, or dishonest, criminal, or knowingly wrongful acts in origination or servicing.
 
	  
 	  
 	  
 
	  
 	  (c)
 	  These representations and warranties survive purchase of and payment for the Mortgage, apply to each Mortgage, and inure to the benefit of Fannie Mae, its successors and
assigns.
 
	  
 	  
 	  
 
	  8.
 	  Fannie Mae and Lender agree that multiple bulk mortgage deliveries may be made under this Variance. With respect to each such delivery, a Bulk Mortgage Delivery
Addendum containing specific information with respect to the corresponding Mortgages being delivered will be completed and added to this Variance, and shall become a part of this Variance and this Master Agreement for all purposes.
 

 Master Agreement MA02373.2
 VAR 1 - 2
 Amendment 22






   Attachment 1
  Lender’s Underwriting Guidelines Approved by Fannie
Mae
  Mortgages may contain only the following variances to Fannie Mae’s underwriting and documentation guidelines:
  Crescent Mortgage’s Credit Plus Program
 No Income – No Ratios/No Asset Verifications

	   
 	   
 	  No Income
 No Ratios / No Asset Verification
 
	   
 	   
 	   
 
	  Program Type
 	  
 	  PMM, R/T Refi, COR
 
	  
 	  
 	  
 
	  Product Type
 	  
 	  FRM only
 
	  
 	  
 	  
 
	  Amortization Terms
 	  
 	  15- and 30- year
 
	  
 	  
 	  
 
	 Eligible Units
 	  
 	  1-2 unit properties
 
	  
 	  
 	  
 
	  Eligible Properties
 	  
 	  Fee Simple; 1-2 unit attached and detached properties. Condominiums are also eligible. NO mobile homes or manufactured housing units. Also, no excess acreage – value not to
exceed 33% of total.
 
	  
 	  
 	  
 
	  Geographic Limitations
 	  
 	  None
 
	  
 	  
 	  
 
	  Occupancy Status
 	  
 	  Owner Occupied and 2nd Homes
 
	  
 	  
 	  
 
	  Borrower Eligibility
 	  
 	  Designed for the borrower who has income and assets, but does not want to deal will all regular documentation requirements, and for borrowers who are changing jobs, between
jobs, relocating, retiring, or have recently become self-employed. All borrowers must meet credit score requirements. No loans to builders or developers.
 
	  
 	  
 	  
 
	 Appraisal
 	  
 	  New full Uniformed Residential Appraisal Report required for all loan types. Plus, a review appraisal if the transaction is a refinance and the LTV is greater than
75%.
 
	  
 	  
 	  
 
	  Mortgage Insurance
 	  
 	  Standard mortgage insurance required.
 
	  
 	  
 	  
 
	  Maximum LTVs and Credit Scores:
 	  
 	  
 
	  
 	  • Owner Occupied:
 	  
 	  1-unit: PMM & R/T Refi to 90% LTV with a credit score of 700; 75% with a credit score of 680.
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  1-unit: COR to 70% with a credit score of 700; 65% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	 2-unit: PMM & R/T Refi to 85% LTV with a credit score of 700; 70% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  2-unit: COR to 65% with a credit score of 700; 60% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  • 2nd Homes
 	  
 	  
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  1-unit only; PMM & R/T Refi to 80% with a credit score of 720; 75% with a credit score of 700; 70% with a credit score of 680; COR to 70% with a credit score of 700; 65%
with a credit score of 680.
 

  Master Agreement MA02373.2
 VAR 1 - 3
 Amendment 22







	 Secondary Financing
 	  
 	  No Subordinate financing allowed on new loan.
 
	  
 	  
 	  
 
	  Credit Report
 	  
 	  Three In-file merged credit report.
 
	  
 	  
 	  
 
	  Qualifying Debt Ratios:
 	  
 	  Ratios are not considered.
 
	  
 	  
 	  
 
	  Reserves:
 	  
 	  No assets are verified; reserves are not required.
 
	  
 	  
 	  
 
	  Credit Criteria: 
 	  
 	  
 
	  
 	 Trade Lines
 	  
 	  Three (3) rated trades
 
	  
 	  Credit History
 	  
 	  24 Months
 
	  
 	  Credit Explanations
 	  
 	  Not stated
 
	  
 	  Mortgage/Revolving/
 	  
 	  No Foreclosures.
 
	  
 	  Installment
 	  
 	  No Bankruptcies.
 
	  
 	  
 	  No 30-day lates on any mortgages in the past 24 months.
 
	  
 	  
 	  
 
	  Credit Report Letter of Explanation
 	  
 	  Not required as this product is credit score driven.
 
	  
 	  
 	  
 
	 Sale Proceeds
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the downpayment.
 
	  
 	  
 	  
 
	  Down Payment:
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the downpayment.
 
	  
 	  
 	  
 
	  Liquid assets (checking, savings, CD’s, money market funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the downpayment.
 
	  
 	  
 	  
 
	  Non-depository assets (stocks, bonds, retirement funds, trust funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the downpayment.
 
	  
 	  
 	  
 
	 Seller contributions
 	  
 	  Per Fannie Guides.
 
	  
 	  
 	  
 
	  Gift Funds
 	  
 	  No gifts allowed.
 
	  
 	  
 	  
 
	  Verification of mortgage or rental history
 	  
 	  Required if mortgage history not on credit report. Rental history verification not required.
 
	  
 	  
 	  
 
	  Salaried/Wage Earner Employment Verification
 	  
 	  No verification. Stated income/employment only.
 
	  
 	  
 	  
 
	  Self-Employed Income/Employment Verification
 	  
 	  No verification. Stated income only. No 4506 required.
 
	  
 	  
 	  
 
	 Self-employed Profit & Loss/Balance Sheet
 	  
 	  Income verification is not required. No 4506 required.
 
	  
 	  
 	  
 
	  Other Income: Retirement, SS, alimony, child support, etc.
 	  
 	  No verification. Stated income only.
 
					

 

	   
 	   
 	  No Income
 No Ratios / No Asset Verification
 
	   
 	   
 	   
 
	  Salary or hourly wage earnings and overtime and bonus income
 	  
 	  No verification. Stated income only.
 
	  
 	  
 	  
 
	 Commission income and independent contractor
 	  
 	  No verification. Stated income only.
 

  Master Agreement MA02373.2
 VAR 1 - 4

Amendment 22






   December 2002 30-Year FRM
 Bulk Mortgage Delivery Addendum
  Maximum Volume:
$6,151,875.00
  Lender shall deliver the Mortgages described in the Profile Summary Schedule “A” unless the Mortgage doesn’t meet Lender’s Underwriting Guidelines or it pays
off, becomes delinquent, falls out for similar acceptable reasons prior to the delivery date. Lender represents and warrants that the Mortgages are as described in Profile Summary set forth in Schedule “A” and as identified on Schedule
“B”. The term “CLTV” used in Schedule “A” and this Contract is the “Current Loan-to-Value Ratio”. “Current Loan-to-Value Ratio” is the loan-to-value ratio based upon the issue date principal balance
of each Mortgage and the original appraised value of the property securing each such Mortgage.
  Master Agreement MA02373.2
 VAR 1 - 5
 Amendment 22






   December 2002 30 Year FRM
 Schedule A
 Portfolio Summary
 30-year Fixed-Rate with SMC

	  Count
 	  :
 	   
 	  12
 	   
 
	 Volume
 	  :
 	  $
 	  1,801,735.00
 	  
 
	  WAC
 	  :
 	  
 	  6.6
 	  
 
	  WA OLTV
 	  :
 	  
 	  88.9
 	  
 
	  WA CLTV
 	  :
 	  
 	  88.9
 	  
 
	  WA MTMLTV
 	  :
 	  
 	  88.9
 	  
 
	 WA State RTerm
 	  :
 	  
 	  360
 	  
 
	  WA Calc RTerm
 	  :
 	  
 	  0
 	  
 
	  WA Seas
 	  :
 	  
 	  1
 	  
 
	  Pct Full/Alt Doc
 	  :
 	  
 	  0.00
 	  %
 
	  Pct Low/No Doc
 	  :
 	  
 	  100.00
 	  %
 

 30-year Fixed-Rate Non-SMC

	  Count
 	  :
 	   
 	  29
 	   
 
	  Volume
 	  :
 	  $
 	  4,350,140.00
 	  
 
	  WAC
 	  :
 	  
 	  6.4
 	  
 
	  WA OLTV
 	  :
 	  
 	  69.9
 	  
 
	  WA CLTV
 	  :
 	  
 	  69.9
 	  
 
	 WA MTMLTV
 	  :
 	  
 	  69.9
 	  
 
	  WA State RTerm
 	  :
 	  
 	  360
 	  
 
	  WA Calc RTerm
 	  :
 	  
 	  0
 	  
 
	  WA Seas
 	  :
 	  
 	  1
 	  
 
	  Pct Full/Alt Doc
 	  :
 	  
 	  0.00
 	  %
 
	 Pct Low/No Doc
 	  :
 	  
 	  100.00
 	  %
 
	  Pct Approved
 	  :
 	  
 	  96.56
 	  %
 
	  Pct Referred
 	  :
 	  
 	  0.00
 	  %
 
	  Pct RWC
 	  :
 	  
 	  3.44
 	  %
 

  Master Agreement MA02373.2
 VAR 1 - 6
 Amendment 22






   December 2002 30 Year FRM
 Schedule B
 Lender Loan Numbers

	 30-year with SMC
 
	  1001085768
 
	  1000853620
 
	  1001019130
 
	  1001020666
 
	  1001017894
 
	  1001050549
 
	  1001032836
 
	  1001060381
 
	  1001062312
 
	  1001097193
 
	  1000791333
 
	  1000992220
 
	   
 
	  30-year non-SMC
 
	  1001073269
 
	  1001041415
 
	  1001049020
 
	 1001036316
 
	  1001054822
 
	  1001008232
 
	  1001014545
 
	  1001004215
 
	  1001027802
 
	  1000990711
 
	  1000984623
 
	  1001035995
 
	  1001050655
 
	  1001053022
 
	  1001058633
 
	  1001013042
 
	  1001061173
 
	  1001057551
 
	  1001052107
 
	  1001038395
 
	  1000990836
 
	  1001016219
 
	 1001059227
 
	  1001026614
 
	  1001051786
 
	  1001040441
 
	  1001036266
 
	  1001045960
 
	  1001067832
 

  Master Agreement MA02373.2
 VAR 1 - 7
 Amendment
22






   December 2002 15-Year FRM
 Bulk Mortgage Delivery Addendum
  Maximum Volume:
$4,133,100.00
  Lender shall deliver the Mortgages described in the Profile Summary Schedule “A” unless the Mortgage doesn’t meet Lender’s Underwriting Guidelines or it pays
off, becomes delinquent, falls out for similar acceptable reasons prior to the delivery date. Lender represents and warrants that the Mortgages are as described in Profile Summary set forth in Schedule “A” and as identified on Schedule
“B”. The term “CLTV” used in Schedule “A” and this Contract is the “Current Loan-to-Value Ratio”. “Current Loan-to-Value Ratio” is the loan-to-value ratio based upon the issue date principal balance
of each Mortgage and the original appraised value of the property securing each such Mortgage.
  Master Agreement MA02373.2
 VAR 1 - 8
 Amendment 22






   December 2002 15-Year FRM
Schedule A
 Portfolio Summary

	 Count
 	  :
 	   
 	  32
 	   
 
	  Volume
 	  :
 	  $
 	  4,133,100.00
 	  
 
	  WAC
 	  :
 	  
 	  5.9
 	  
 
	  WA OLTV
 	  :
 	  
 	  61.2
 	  
 
	  WA CLTV
 	  :
 	  
 	  61.2
 	  
 
	 WA MTMLTV
 	  :
 	  
 	  61.2
 	  
 
	  WA State RTerm
 	  :
 	  
 	  180
 	  
 
	  WA Calc RTerm
 	  :
 	  
 	  0
 	  
 
	  WA Seas
 	  :
 	  
 	  1
 	  
 
	  Pct Full/Alt Doc
 	  :
 	  
 	  0.00
 	  %
 
	 Pct Low/No Doc
 	  :
 	  
 	  100.00
 	  %
 
	  Pct Approved
 	  :
 	  
 	  100.00
 	  %
 
	  Pct Referred
 	  :
 	  
 	  0.00
 	  %
 
	  Pct RWC
 	  :
 	  
 	  0.00
 	  %
 

  Master Agreement MA02373.2
 VAR 1 - 9
 Amendment 22






   December 2002 15-Year FRM
 Schedule B 
 Lender Loan Numbers

	 1001023843
 
	  1000982015
 
	  1000992808
 
	  1000863777
 
	  1001071479
 
	  1001071354
 
	  1001062452
 
	  1001038312
 
	  1001031754
 
	  1001032133
 
	  1001033040
 
	  1001051026
 
	  1001011160
 
	  1001031333
 
	  1001036498
 
	  1001016193
 
	  1001042470
 
	  1001046869
 
	 1001045630
 
	  1001050440
 
	  1001026309
 
	  1001090362
 
	  1001064334
 
	  1001057056
 
	  1001070372
 
	  1001041373
 
	  1000995967
 
	  1001009321
 
	  1000957686
 
	  1001042645
 
	  1001047784
 
	  1001047537
 

  Master Agreement MA02373.2
 VAR 1 - 10
 Amendment
22






   Contract No. A06302.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	 Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  Crescent Mortgage Services
 	  24837-002-5
 
	  
 	  
 	  
 
	  Eligible Products:
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  $144,900,550.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  December 1, 2002 – December 1, 2002
 
	  
 	  
 
	 Servicing Option:
 	  Special
 
	  
 	  
 
	  Mortgage Type:
 	  Conventional
 
	  
 	  
 
	  Remittance Cycle:
 	  Standard
 
	  
 	  
 
	  Seasoning Requirements:
 	  Current
 
	  
 	  
 
	  Special Feature Codes:
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable
attachments.
 

  Additional Terms:
See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 Pool contract price adjustment is waived.

Crescent Credit Plus Fixed-Rate Mortgage Product.
 See Schedule “A” August 2002 for eligible loans, which is attached to the Bulk Alt A Product - FRM Variance. Lender represents and warrants that all such Mortgages meet standard Fannie
Mae guidelines or the Alt-A guidelines incorporated in this Master Agreement.
 Pool Purchase Contract No. A06302.2
 FRM - 1
 Amendment 22






   Contract No. A06724.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  Crescent Mortgage Services
 	  24837-002-5
 
	  
 	  
 	  
 
	  Eligible Products:
 	  
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $14,400,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	 Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  December 1, 2002 - December 1, 2002
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	 Special Feature Codes:
 	  
 	  Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable attachments.
 
				

  Additional Terms:
See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 Pool contract price adjustment is waived.
 Lender is allowed a
maximum buyup to 22.50 basis points with the expectation that Lender will manage deliveries to a weighted average buyup of 16.00 basis points.
  Pool Purchase Contract No.
A06724.2
 FRM - 1
 Amendment 22






   Contract No. A06724.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	 Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  N/A *
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  25.00 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  * If no Earliest and Latest Issue Dates are specified in this MBS Pricing Confirmation, the above Guaranty Fee only applies to the Conversion Period according to the current Master Conversion. The Guaranty Fee is
subject to change either after the Latest Issue Date, if one is specified above, or on the expiration of the current Conversion Period, to an amount agreed upon by Fannie Mae and Lender. If no Latest Issue Date is specified in this MBS Pricing
Confirmation, then (a) if there is a change to the Guaranty Fee applicable to the next Conversion Period, a revised MBS Pricing Confirmation for this Contract will be sent to Lender; or (b) if there is no change to the Guaranty Fee, this MBS Pricing
Confirmation will remain in effect until the expiration of the next Conversion Period, when the Guaranty Fee will again be subject to change upon agreement of the parties.
  Pool
Purchase Contract No. A06724.2
 FRM - 2
 Amendment 22






  Contract No. A06743.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  Crescent Mortgage Services
 	  24837-002-5
 
	  
 	  
 	  
 
	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $29,500,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	 Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  December 1, 2002 - December 1, 2002
 
	  
 	  
 	  
 
	  Servicing Option: 
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	 Special Feature Codes:
 	  
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable
attachments.
 
				

  Additional Terms:
See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 Pool contract price adjustment is waived.
 Lender is allowed a
maximum buyup to 22.50 basis points with the expectation that Lender will manage deliveries to a weighted average buyup of 16.00 basis points.
Radian Secondary Market Coverage required. Crescent Credit Plus Fixed-Rate Mortgage Product > 80%
LTV.
 See Schedule “A” August 2002 for eligible loans, which is attached to the Bulk Alt A Product - FRM Variance. Lender represents and warrants that all such Mortgages meet standard Fannie Mae guidelines or the Alt-A guidelines
incorporated in this Master Agreement.
  Pool Purchase Contract No. A06743.2
 FRM - 1
 Amendment 22






   [LETTERHEAD OF FANNIEMAE]
  January 7, 2003
  Mr. Michael P. Leddy

Executive Vice President (Crescent Mortgage)
 Crescent Bank and Trust Company
 South Terraces, Suite 285 115 Perimeter Center Place
 Atlanta, GA 30346

	  Subject
 	  Master Agreement No:
 	  MA02373.2
 
	  
 	 Master Agreement Amendment No.:
 	  Amendment 23
 
	  
 	  Lender No.:
 	  23227-000-4
 

  Dear Mr. Leddy:
  By execution of this
Letter Agreement, Fannie Mae (“Fannie Mae”) and Crescent Bank and Trust Company (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 binder as described below. Capitalized terms used but
not defined in this Letter Agreement shall have the meanings set forth in the Master Agreement.
  For your convenience, we have summarized the amended terms and conditions below. However, the
summary set forth below is for reference purposes only. The Lender and Fannie Mae shall rely solely on the attached amended pages for a complete description of the amended terms and conditions.
  The amended terms and conditions:

	  •
 	  Modified Variance – Replace pages VAR 1 – 11 (dated 12/18/2002) with pages VAR 1 – 11 (dated 1/7/2003) behind the Variances tab.


	  
 	  
 
	  •
 	  Modified Pool Purchase Contracts –
 
	  
 	 (a)
 	  A06302 – Replace pages FRM – 1 and FRM – 2 (dated 12/18/2002) with pages FRM – 1 and FRM – 2 (dated 1/7/2003) behind the Fixed-Rate
tab.
 
	  
 	  (b)
 	  A06724 – Replace pages FRM – 1 and FRM – 2 (dated 12/18/2002) with pages FRM – 1 and FRM – 2 (dated 1/7/2003) behind the Fixed-Rate
tab.
 
	  
 	  (c)
 	  A06743 – Replace pages FRM – 1 and FRM – 2 (dated 12/18/2002) with pages FRM – 1 and FRM – 2 (dated 1/7/2003) behind the Fixed-Rate
tab.
 
	  
 	  (d)
 	  A06808 – Replace pages FRM – 1 and FRM – 2 (dated 12/5/2002) with pages FRM – 1 and FRM – 2 (dated 1/7/2003) behind the Fixed-Rate
tab.
 

  Master Agreement MA02373.2
 LE - 1
 Amendment 23







	  
 	  (e)
 	  A06810 – Replace pages FRM – 1 and FRM – 2 (dated 12/5/2002) with pages FRM – 1 and FRM – 2 (dated 1/7/2003) behind the Fixed-Rate
tab.
 
	  
 	  (f)
 	  A06901 – Replace pages FRM – 1 and FRM – 2 (dated 11/22/2002) with pages FRM – 1 and FRM – 2 (dated 1/7/2003) behind the Fixed-Rate
tab.
 

 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 execution of this Letter Agreement by the Lender. The Lender shall return a duly-executed duplicate original of this Letter Agreement to Diane Stokes at 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 of this Letter Agreement from the Lender within ten business days, Fannie Mae may, at its option, declare this
Letter Agreement null and void.

	  Sincerely,
 	  
 
	  
 	  
 
	  FANNIE MAE
 	  
 
	  
 	  
 
	  By:
 	  /s/ DAVID A. BOWLES
 	  
 
	  
 	 
 	  
 
	  
 	  David A. Bowles
 	  
 
	  
 	 Customer Account Manager
 	  
 
	  
 	   
 	  
 
	  Agreed, acknowledged and accepted.
 	  
 
	  
 	  
 
	  CRESCENT BANK AND TRUST
COMPANY
 	  
 
	  
 	  
 
	  By:
 	  /s/ PARTHIV J. DAVE
 	  
 
	  
 	 
 	  
 
	  Name:
 	  PARTHIV J. DAVE
 	  
 
	  Title:
 	  V.P.
 	  
 
	 Date:
 	  1-8-03
 	  
 

  Master Agreement MA02373.2
 LE - 2
 Amendment 23







	  VAR 1
 	  Bulk ALT A Product
 
	  
 
	  1.
 	  Lender may sell to Fannie Mae a loan package containing mortgages (“Mortgages”) that may have been originated with certain variances to Fannie Mae’s
underwriting and documentation requirements described as one of the following Alt A products:
 
	  
 	  
 
	  
 	  (a)
 	  “Stated Income,” (SFC “442”) which is defined as: the borrower reports income on the Uniform Residential Loan Application (Form 1003) and a verbal
Verification of Employment may be obtained. Lender is not required to verify the reported income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	  (b)
 	  “No Ratio,” (SFC “443”) which is defined as: the borrower does not report income on the Uniform Residential Loan Application (Form 1003), so therefore no
debt-to-income ratios are calculated. Lender is not required to verify the borrower’s income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	 (c)
 	  “No Income/No Asset” (‘NINA’) (SFC “444”) which is defined as: the borrower does not report either income or assets on the Uniform Residential Loan
Application (Form 1003). Lender is not required to verify the borrower’s income or assets.
 
	  
 	  
 	  
 
	  
 	  (d)
 	  “Full/Alternative Documentation (SFC “512”) which is defined as: the borrower reports income and assets on the Uniform Residential Loan Application (Form 1003)
and Lender must verify reported income and assets.
 
	  
 	  
 	  
 
	  
 	  Lender must document the Mortgage file with a statement describing the Mortgage either as a Stated Income, a No Ratio, a NINA, or a Full/Alternative Documentation
Alt A product.
 
	  
 	  
 
	  2.
 	  Lender must provide the borrower’s FICO credit score at delivery of each Mortgage under this Variance.
 
	  
 	  
 
	 3.
 	  Eligible products include fixed-rate, first-lien, fully amortizing mortgages.
 
	  
 	  
 
	  4.
 	  Lender’s underwriting guidelines for origination of Stated Income, No Ratio, or NINA Alt A products are described in Attachment 1
(‘‘Lender’s Underwriting Guidelines”). Notwithstanding any contrary provisions contained in Lender’s Underwriting Guidelines, the only Mortgages eligible for delivery to Fannie Mae are those Mortgages that are originated in
accordance with Lender’s guidelines for Stated Income, No Ratio, or NINA Alt A products described in Lender’s Underwriting Guidelines and meet Fannie Mae’s general eligibility criteria, as modified by the applicable provisions of
Attachment 1. Fannie Mae reserves the right to review all mortgages offered for sale by Lender, and although certain mortgages may meet Underwriting Guidelines, Fannie Mae is not obligated to buy all of such mortgages.
 
	  
 	  
 
	  5.
 	  Lender represents and warrants that all information concerning the Mortgages submitted by Lender to Fannie Mae in electronic format or otherwise is true, accurate,
and complete. Notwithstanding the accuracy of the information submitted by Lender, Lender represents and warrants that all Mortgages comply with Lender’s Underwriting Guidelines. Lender acknowledges that that Fannie Mae does not waive any of
such representations and warranties of
 
				

 Master Agreement MA02373.2
 VAR 1 - 1
 Amendment 23







	  
 	  Lender by offering to buy or accepting delivery of any Mortgages. A breach of any of Fannie Mae’s underwriting criteria or any modification thereof, as
described herein, shall be deemed to be a breach of warranty by Lender, as provided in the Selling Guide.
 
	  
 	  
 
	  6.
 	  All Stated Income, No Ratio, or NINA Mortgages must be delivered to Fannie Mae under Pool Purchase Contract A06302, A06743, and A06724 (fixed-rate Mortgages). FOR
CASH: under Fannie Mae’s Negotiated Transactions for cash purchase.
 
	  
 	  
 
	  7.
 	  With respect to all Mortgages sold and delivered to Fannie Mae pursuant to this Variance:
 
	  
 	  
 
	  
 	  (a)
 	  Lender represents and warrants that the Mortgages comply with all applicable representations and warranties as set forth in the Selling Guide, and Lender makes all selling
warranties with respect to the Mortgages, except as otherwise expressly provided in this Variance.
 
	  
 	  
 	  
 
	  
 	 (b)
 	  Lender acknowledges that the terms and conditions on which Fannie Mae has agreed to acquire the Mortgages assume that pool or primary mortgage insurance is obtainable for the
Mortgages after delivery of the Mortgages to Fannie Mae. Lender represents and warrants that none of the Mortgages has been originated or serviced with fraud, misrepresentation, or negligence, or with any act that is dishonest, criminal, or
knowingly wrongful, that would (1) cause a mortgage insurer to decline to insure a Mortgage, or (2) entitle a mortgage insurer to deny a claim pursuant to a mortgage insurance policy exclusion to coverage encompassing fraud, misrepresentation,
negligence, or dishonest, criminal, or knowingly wrongful acts in origination or servicing.
 
	  
 	  
 	  
 
	  
 	  (c)
 	  These representations and warranties survive purchase of and payment for the Mortgage, apply to each Mortgage, and inure to the benefit of Fannie Mae, its successors and
assigns.
 
	  
 	  
 	  
 
	  8.
 	  Fannie Mae and Lender agree that multiple bulk mortgage deliveries may be made under this Variance. With respect to each such delivery, a Bulk Mortgage Delivery
Addendum containing specific information with respect to the corresponding Mortgages being delivered will be completed and added to this Variance, and shall become a part of this Variance and this Master Agreement for all purposes.
 

 Master Agreement MA02373.2
 VAR 1 - 2
 Amendment 23






   Attachment 1
  Lender’s Underwriting Guidelines Approved by Fannie
Mae
  Mortgages may contain only the following variances to Fannie Mae’s underwriting and documentation guidelines:
  Crescent Mortgage’s Credit Plus Program
No Income – No Ratios/No Asset Verifications

	   
 	   
 	  No Income
 No Ratios / No Asset Verification
 
	   
 	   
 	   
 
	  Program Type
 	  
 	  PMM, R/T Refi, COR
 
	  
 	  
 	  
 
	  Product Type
 	  
 	  FRM only
 
	  
 	  
 	  
 
	  Amortization Terms
 	  
 	  15- and 30- year
 
	  
 	  
 	  
 
	 Eligible Units
 	  
 	  1-2 unit properties
 
	  
 	  
 	  
 
	  Eligible Properties
 	  
 	  Fee Simple; 1-2 unit attached and detached properties. Condominiums are also eligible. NO mobile homes or manufactured housing units. Also, no excess acreage – value not to
exceed 33% of total.
 
	  
 	  
 	  
 
	  Geographic Limitations
 	  
 	  None
 
	  
 	  
 	  
 
	  Occupancy Status
 	  
 	  Owner Occupied and 2nd Homes
 
	  
 	  
 	  
 
	  Borrower Eligibility
 	  
 	  Designed for the borrower who has income and assets, but does not want to deal will all regular documentation requirements, and for borrowers who are changing jobs, between
jobs, relocating, retiring, or have recently become self-employed. All borrowers must meet credit score requirements. No loans to builders or developers.
 
	  
 	  
 	  
 
	 Appraisal
 	  
 	  New full Uniformed Residential Appraisal Report required for all loan types. Plus, a review appraisal if the transaction is a refinance and the LTV is greater than
75%.
 
	  
 	  
 	  
 
	  Mortgage Insurance
 	  
 	  Standard mortgage insurance required.
 
	  
 	  
 	  
 
	  Maximum LTVs and Credit Scores:
 	  
 	  
 
	  
 	  • Owner Occupied:
 	  
 	  1-unit: PMM & R/T Refi to 90% LTV with a credit score of 700; 75% with a credit score of 680.
 
	  
 	  
 	  
 	  
 
	  
 	  
 	  1-unit: COR to 70% with a credit score of 700; 65% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	 2-unit: PMM & R/T Refi to 85% LTV with a credit score of 700; 70% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  2-unit: COR to 65% with a credit score of 700; 60% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  • 2nd Homes
 	  
 	  
 
	  
 	  
 	  
 
	  
 	  
 	  1-unit only; PMM & R/T Refi to 80% with a credit score of 720; 75% with a credit score of 700; 70% with a credit score of 680; COR to 70% with a credit score of 700; 65%
with a credit score of 680.
 

  Master Agreement MA02373.2
 VAR 1 - 3
 Amendment 23







	 Secondary Financing
 	  
 	  No Subordinate financing allowed on new loan.
 
	  
 	  
 	  
 
	  Credit Report
 	  
 	  Three In-file merged credit report.
 
	  
 	  
 	  
 
	  Qualifying Debt Ratios:
 	  
 	  Ratios are not considered.
 
	  
 	  
 	  
 
	  Reserves:
 	  
 	  No assets are verified; reserves are not required.
 
	  
 	  
 	  
 
	  Credit Criteria:
 	  
 	  
 
	  
 	  Trade Lines
 	  
 	  Three (3) rated trades
 
	  
 	 Credit History
 	  
 	  24 Months
 
	  
 	  Credit Explanations
 	  
 	  Not stated
 
	  
 	  Mortgage/Revolving/
 	  
 	  No Foreclosures.
 
	  
 	  Installment
 	  
 	  No Bankruptcies
 
	  
 	  
 	  No 30-day lates on any mortgages in the past 24 months.
 
	  
 	  
 	  
 
	  Credit Report Letter of Explanation
 	  
 	  Not required as this product is credit score driven.
 
	  
 	  
 	  
 
	 Sale Proceeds
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	  Down Payment:
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	  Liquid assets (checking, savings, CD’s, money market funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	  Non-depository assets (stocks, bonds, retirement funds, trust funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	 Seller contributions
 	  
 	  Per Fannie Guides.
 
	  
 	  
 	  
 
	  Gift Funds
 	  
 	  No gifts allowed.
 
	  
 	  
 	  
 
	  Verification of mortgage or rental history
 	  
 	  Required if mortgage history not on credit report. Rental history verification not required.
 
	  
 	  
 	  
 
	  Salaried/Wage Earner Employment Verification
 	  
 	  No verification. Stated income/employment only.
 
	  
 	  
 	  
 
	  Self-Employed Income/Employment Verification
 	  
 	  No verification. Stated income only. No 4506 required.
 
	  
 	  
 	  
 
	 Self-employed Profit & Loss/Balance Sheet
 	  
 	  Income verification is not required. No 4506 required.
 
	  
 	  
 	  
 
	  Other Income: Retirement, SS, alimony, child support, etc.
 	  
 	  No verification. Stated income only.
 
					

 

	   
 	   
 	  No Income
 No Ratios / No Asset Verification
 
	   
 	   
 	   
 
	  Salary or hourly wage earnings and overtime and bonus income
 	  
 	  No verification. Stated income only.
 
	  
 	  
 	  
 
	 Commission income and independent contractor
 	  
 	  No verification. Stated income only.
 

  Master Agreement MA02373.2
 VAR 1 - 4

Amendment 23






   January 2003 30-Year FRM
Bulk Mortgage Delivery Addendum
  Maximum Volume:
$11,370,730
  Lender shall deliver the Mortgages described in the Profile Summary Schedule “A” unless the Mortgage doesn’t meet Lender’s Underwriting Guidelines or it pays
off, becomes delinquent, falls out for similar acceptable reasons prior to the delivery date. Lender represents and warrants that the Mortgages are as described in Profile Summary set forth in Schedule “A” and as identified on Schedule
“B”. The term “CLTV” used in Schedule “A” and this Contract is the “Current Loan-to-Value Ratio”. “Current Loan-to-Value Ratio” is the loan-to-value ratio based upon the issue date principal balance
of each Mortgage and the original appraised value of the property securing each such Mortgage.
  Master Agreement MA02373.2
 VAR 1 - 5
 Amendment 23






   January 2003 30 Year FRM
 Schedule A
 Portfolio Summary
 30-year Fixed-Rate

	  Count
 	  :
 	   
 	  68
 	   
 
	 Volume
 	  :
 	  $
 	  11,370,730.00
 	  
 
	  WAC
 	  :
 	  
 	  6.4
 	  
 
	  WA OLTV
 	  :
 	  
 	  76.0
 	  
 
	  WA CLTV
 	  :
 	  
 	  76.0
 	  
 
	  WA State RTerm
 	  :
 	  
 	  360
 	  
 
	 WA Calc RTerm
 	  :
 	  
 	  0
 	  
 
	  WA Seas
 	  :
 	  
 	  0
 	  
 
	  Pct Full/Alt Doc
 	  :
 	  
 	  0.00
 	  %
 
	  Pct Low/No Doc
 	  :
 	  
 	  100.00
 	  %
 

  Master Agreement MA02373.2
VAR 1 - 6
 Amendment 23






   January 2003 30 Year FRM
Schedule B
 Lender Loan Numbers

	 1001001039
 
	  1001003415
 
	  1000952455
 
	  1000979383
 
	  1000962306
 
	  1001043692
 
	  1001051406
 
	  1001042835
 
	  1001040052
 
	  1001063641
 
	  1001055902
 
	  1001028461
 
	  1001019825
 
	  1000903516
 
	  1000696730
 
	  1001092285
 
	  1001076692
 
	  1001079969
 
	 1001068616
 
	  1001072279
 
	  1001071370
 
	  1001085008
 
	  1001105582
 
	  1001066990
 
	  1001067295
 
	  1001079456
 
	  1001001161
 
	  1001065828
 
	  1001064821
 
	  1001075264
 
	  1001114592
 
	  1001074622
 
	  1001065794
 
	  1001087533
 
	  1001098704
 
	  1001031762
 
	  1001027067
 
	 1001106945
 
	  1001071990
 
	  1001080405
 

  Master Agreement MA02373.2
 VAR 1 - 7
 Amendment
23







	  1001020880
 
	  1001113248
 
	  1001000676
 
	  1001056785
 
	  1001107414
 
	  1001075249
 
	  1000999126
 
	  1001130267
 
	  1001082179
 
	  1001053063
 
	  1001072014
 
	  1001070455
 
	  1001069499
 
	  1001104163
 
	 1001100922
 
	  1001038437
 
	  1000972727
 
	  1001084027
 
	  1001064458
 
	  1001068814
 
	  1001079316
 
	  1001074887
 
	  1001064474
 
	  1001067709
 
	  1001032273
 
	  1001044807
 
	  1000974798
 
	  1001070034
 

  Master Agreement MA02373.2
 VAR 1 - 8
 Amendment
23






   January 2003 15-Year FRM
 Bulk Mortgage Delivery Addendum
  Maximum Volume:
$3,967,800
  Lender shall deliver the Mortgages described in the Profile Summary Schedule “A” unless the Mortgage doesn’t meet Lender’s Underwriting Guidelines or it pays
off, becomes delinquent, falls out for similar acceptable reasons prior to the delivery date. Lender represents and warrants that the Mortgages are as described in Profile Summary set forth in Schedule “A” and as identified on Schedule
“B”. The term “CLTV” used in Schedule “A” and this Contract is the “Current Loan-to-Value Ratio”. “Current Loan-to-Value Ratio” is the loan-to-value ratio based upon the issue date principal balance
of each Mortgage and the original appraised value of the property securing each such Mortgage.
 Master Agreement MA02373.2
 VAR 1 - 9
 Amendment 23






   January 2003 15-Year FRM
 Schedule A
 Portfolio Summary

	  Count
 	  :
 	   
 	  26
 	   
 
	  Volume
 	  :
 	  $
 	  3,967,800.00
 	  
 
	  WAC
 	  :
 	  
 	  5.7
 	  
 
	  WA OLTV
 	  :
 	  
 	  63.2
 	  
 
	  WA CLTV
 	  :
 	  
 	  63.2
 	  
 
	 WA State RTerm
 	  :
 	  
 	  180
 	  
 
	  WA Calc RTerm
 	  :
 	  
 	  0
 	  
 
	  WA Seas
 	  :
 	  
 	  1
 	  
 
	  Pct Full/Alt Doc
 	  :
 	  
 	  0.00
 	  %
 
	  Pct Low/No Doc
 	  :
 	  
 	  100.00
 	  %
 

 Master Agreement MA02373.2
 VAR 1 - 10
 Amendment 23






   January 2003 15-Year FRM
 Schedule B
 Lender Loan Numbers

	  1000997294
 
	  1001064045
 
	  1001064052
 
	  1001062361
 
	  1001062429
 
	  1001079530
 
	  1001069242
 
	  1001088945
 
	  1001101128
 
	  1001077096
 
	  1001027307
 
	  1001037165
 
	  1001061264
 
	  1001084126
 
	  1001061835
 
	  1000926137
 
	 1001061843
 
	  1000998482
 
	  1001047123
 
	  1001053089
 
	  1001065950
 
	  1001063625
 
	  1001093382
 
	  1001077393
 
	  1001068319
 
	  1000998698
 

  Master Agreement MA02373.2
VAR 1 - 11
 Amendment
23






   Contract No. A06302.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4 
 
	  
 	  Crescent Mortgage Services
 	  24837-000-9
 
	  
 	  
 	  
 
	 Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $155,000,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  January 1, 2003 - January 1, 2003
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	 Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and
applicable attachments.
 
	  
 	  
 	  
 
	 Additional Terms:
 
	  See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 
	  Pool contract price adjustment is waived.
 
	  Crescent Credit Plus Fixed-Rate Mortgage Product.
 
	  See Schedule “A” August 2002 for eligible loans, which is attached to the Bulk Alt A Product - FRM Variance. Lender represents and warrants that all such
Mortgages meet standard Fannie Mae guidelines or the Alt-A guidelines incorporated in this Master Agreement.
 
						

  Pool Purchase Contract No. A06302.2
 FRM - 1
 Amendment 23






   Contract No. A06302.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	 Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  January 1, 2003 - January 1, 2003
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  41.00 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  Pool Purchase Contract No. A06302.2
 FRM - 2
 Amendment 23






   Contract No. A06724.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4 
 
	  
 	 Crescent Mortgage Services
 	  24837-000-9
 
	  
 	  
 	  
 
	  Eligible Products:
 	  
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $19,000,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  January 1, 2003 - January 1, 2003
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	 Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable attachments.
 
	  
 	  
 	  
 
	  Additional Terms:
 
	 See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 
	  Pool contract price adjustment is waived.
 
	  Lender is allowed a maximum buyup to 22.50 basis points with the expectation that Lender will manage deliveries to a weighted average buyup of 16.00 basis
points.
 
					

  Pool Purchase Contract No. A06724.2
 FRM - 1
 Amendment 23






   Contract No. A06724.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  January 1, 2003 - January 1, 2003
 
	  
 	  
 	  
 
	 Guaranty Fee:
 	  
 	  27.50 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 
	  
 	  
 	  
 

  *   If no Earliest and Latest Issue Dates are specified in this MBS Pricing
Confirmation, the above Guaranty Fee only applies to the Conversion Period according to the current Master Conversion. The Guaranty Fee is subject to change either after the Latest Issue Date, if one is specified above, or on the expiration of the
current Conversion Period, to an amount agreed upon by Fannie Mae and Lender. If no Latest Issue Date is specified in this MBS Pricing Confirmation, then (a) if there is a change to the Guaranty Fee applicable to the next Conversion Period, a
revised MBS Pricing Confirmation for this Contract will be sent to Lender; or (b) if there is no change to the Guaranty Fee, this MBS Pricing Confirmation will remain in effect until the expiration of the next Conversion Period, when the Guaranty
Fee will again be subject to change upon agreement of the parties.
  Pool Purchase Contract No. A06724.2
 FRM - 2
 Amendment 23






   Contract No. A06743.2
 FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4 
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	  24837-000-9
 
	  
 	  
 	  24837-002-5
 
	  
 	  
 	  
 
	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $32,000,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	 Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  January 1, 2003 - January 1, 2003
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	 Special Feature Codes:
 	  
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and
applicable attachments.
 
	  
 	  
 	  
 
	  Additional Terms:
 
	  See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 
	  Pool contract price adjustment is waived.
 
	  Lender is allowed a maximum buyup to 22.50 basis points with the expectation that Lender will manage deliveries to a weighted average buyup of 16.00 basis
points.
 
	  Radian Secondary Market Coverage required. Crescent Credit Plus Fixed-Rate Mortgage Product > 80% LTV.
 
	  See Schedule “A” August 2002 for eligible loans, which is attached to the Bulk Alt A Product - FRM Variance. Lender represents and warrants that all such
Mortgages meet standard Fannie Mae guidelines or the Alt-A guidelines incorporated in this Master Agreement.
 
					

 Pool Purchase Contract No. A06743.2
 FRM - 1
 Amendment 23






   Contract No. A06743.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  January 1, 2003 - January 1, 2003
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  35.00 Basis Points
 
	  
 	  
 	  
 
	 Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  Pool Purchase Contract No. A06743.2
 FRM - 2
 Amendment 23






   Contract No. A06808.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4 
 
	  
 	  Crescent Mortgage Services
 	  24837-000-9
 
	  
 	  
 	  
 
	  Eligible Products:
 	  
 	  20-, 25- and 30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	 Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $42,000,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  January 1, 2003 - March 1, 2003
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	 Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  340 - Level I Expanded Approval, 341 - Level II Expanded Approva, 342 - Level III Expanded Approv, 361 - 3rd Autom U-Writng SYS, 376 - Level III TPR, 459 - Level
II Timely Payment R, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable attachments.
 
	  
 	  
 	  
 
	  Additional Terms:
 
	  See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 
	  Pool contract price adjustment is waived.
 
	  20-, 25-, and 30-year Fixed Rate Mortgages with LTVs <= 80%.
 
					

  Pool Purchase Contract No. A06808.2
 FRM - 1
 Amendment 23






  Contract No. A06808.2
  MBS Pricing Confirmation for Crescent Bank and Trust Company

MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master Conversion
governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  20-, 25- and 30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  N/A *
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  15.00 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

 *   If no Earliest and Latest Issue Dates are specified in this MBS Pricing Confirmation, the above Guaranty Fee only applies to the Conversion Period according to the current Master Conversion. The Guaranty Fee
is subject to change either after the Latest Issue Date, if one is specified above, or on the expiration of the current Conversion Period, to an amount agreed upon by Fannie Mae and Lender. If no Latest Issue Date is specified in this MBS Pricing
Confirmation, then (a) if there is a change to the Guaranty Fee applicable to the next Conversion Period, a revised MBS Pricing Confirmation for this Contract will be sent to Lender; or (b) if there is no change to the Guaranty Fee, this MBS Pricing
Confirmation will remain in effect until the expiration of the next Conversion Period, when the Guaranty Fee will again be subject to change upon agreement of the parties.
  Pool
Purchase Contract No. A06808.2
 FRM - 2
 Amendment 23






   Contract No. A06810.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4 
 
	  
 	  Crescent Mortgage Services
 	  24837-000-9
 
	  
 	  
 	  
 
	 Eligible Products:
 	  
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $25,000,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  January 1, 2003 - March 1, 2003
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	 Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  340 - Level I Expanded Approval, 341 - Level II Expanded Approva, 342 - Level III Expanded Approv, 361 - 3rd Autom U-Writng SYS, 376 - Level III TPR, 459 - Level
II Timely Payment R, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable attachments.
 
	  
 	  
 	  
 
	  Additional Terms:
 
	  See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 
	  Pool contract price adjustment is waived.
 
	 10- and 15-Year Fixed Rate Mortgages with LTVs <= 80%.
 
					

  Pool Purchase Contract No. A06810.2
 FRM - 1
 Amendment 23






   Contract No. A06810.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  N/A *
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  13.00 Basis Points
 
	  
 	  
 	  
 
	 Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  *   If no Earliest and Latest Issue Dates are specified in this MBS Pricing Confirmation, the above Guaranty Fee only applies to the Conversion Period according to the current Master Conversion. The Guaranty Fee
is subject to change either after the Latest Issue Date, if one is specified above, or on the expiration of the current Conversion Period, to an amount agreed upon by Fannie Mae and Lender. If no Latest Issue Date is specified in this MBS Pricing
Confirmation, then (a) if there is a change to the Guaranty Fee applicable to the next Conversion Period, a revised MBS Pricing Confirmation for this Contract will be sent to Lender; or (b) if there is no change to the Guaranty Fee, this MBS Pricing
Confirmation will remain in effect until the expiration of the next Conversion Period, when the Guaranty Fee will again be subject to change upon agreement of the parties.
  Pool
Purchase Contract No. A06810.2
 FRM - 2
 Amendment 23






   Contract No. A06901.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4 
 
	  
 	 Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	  24837-000-9
 
	  
 	  
 	  24837-002-5
 
	  
 	  
 	  
 
	  Eligible Products:
 	  
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $5,000,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  January 1, 2003 - January 1, 2003
 
	  
 	  
 	  
 
	 Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  281 - Financed Prem Opt LTV 90, 361 - 3rd Autom U-Writng SYS, 442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling
Guide, Guide to Underwriting with Desktop Underwriter and applicable attachments.
 
	  
 	  
 	  
 
	 Additional Terms:
 
	  See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 
	  Pool contract price adjustment is waived.
 
	  Mortgages delivered under this contract are eligible for Radian Secondary Market Coverage.
 
					

  Pool Purchase Contract No. A06901.2
 FRM - 1
 Amendment 23






   Contract No. A06901.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	 Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  N/A * 
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  24.50 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  *   If no Earliest and Latest Issue Dates are specified in this MBS Pricing Confirmation, the above Guaranty Fee only applies to the Conversion Period according to the current Master Conversion. The Guaranty Fee
is subject to change either after the Latest Issue Date, if one is specified above, or on the expiration of the current Conversion Period, to an amount agreed upon by Fannie Mae and Lender. If no Latest Issue Date is specified in this MBS Pricing
Confirmation, then (a) if there is a change to the Guaranty Fee applicable to the next Conversion Period, a revised MBS Pricing Confirmation for this Contract will be sent to Lender; or (b) if there is no change to the Guaranty Fee, this MBS Pricing
Confirmation will remain in effect until the expiration of the next Conversion Period, when the Guaranty Fee will again be subject to change upon agreement of the parties.
  Pool
Purchase Contract No. A06901.2
 FRM - 2
 Amendment 23






  [LETTERHEAD OF FANNIEMAE]
  January 15, 2003
  Mr. Michael P. Leddy

Executive Vice President (Crescent Mortgage)
 Crescent Bank and Trust Company
 South Terraces, Suite 285 115 Perimeter Center Place
 Atlanta, GA 30346

	  Subject
 	  Master Agreement No:
 	  MA02373.2
 
	  
 	  Master Agreement Amendment No.:
 	  Amendment 24
 
	  
 	  Lender No.:
 	  23227-000-4
 

  Dear Mr. Leddy:
  By execution of this
Letter Agreement, Fannie Mae (“Fannie Mae”) and Crescent Bank and Trust Company (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 binder as described below. Capitalized terms used but
not defined in this Letter Agreement shall have the meanings set forth in the Master Agreement.
  For your convenience, we have summarized the amended terms and conditions below. However, the
summary set forth below is for reference purposes only. The Lender and Fannie Mae shall rely solely on the attached amended pages for a complete description of the amended terms and conditions.
 The
amended terms and conditions:

	  •
 	  Modified Variances – Replace pages VAR 1 – 1 through VAR 1 – 11 (dated 1/7/2003) with pages VAR 1 – 1 through VAR 1 – 8 (dated 1/15/2003)
behind the Variances tab.
 
	  
 	  
 
	  •
 	  Modified Pool Purchase Contracts –
 
	  
 	  (a)
 	  A06302 – Replace pages FRM – 1 and FRM – 2 (dated 1/7/2003) with pages FRM – 1          
 and FRM – 2
(dated 1/15/2003) behind the Fixed-Rate tab.
 
	  
 	  (b)
 	  A06743 – Replace pages FRM – 1 and FRM – 2 (dated 1/7/2003) with pages FRM – 1
 and FRM – 2 (dated 1/15/2003) behind the Fixed-Rate
tab.
 

  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 execution of this Letter Agreement by the Lender. The Lender shall return a duly-executed duplicate original of this Letter Agreement to Diane Stokes at Fannie Mae within ten

  Master Agreement MA02373.2
LE - 1
 Amendment 24






  business days of the date this Letter Agreement is executed by Fannie Mae. If Fannie Mae does not receive an executed duplicate original of this Letter Agreement from the
Lender within ten business days, Fannie Mae may, at its option, declare this Letter Agreement null and void.

	  Sincerely,
 	  
 
	  
 	  
 
	  FANNIE MAE
 	  
 
	  
 	  
 
	  By:
 	  /s/ DAVID A. BOWLES
 	  
 
	  
 	 
 	  
 
	  
 	  David A. Bowles 
 Customer Account Manager
 	  
 
	   
 	  
 
	  Agreed, acknowledged and accepted.
 
	   
 	  
 
	 CRESCENT BANK AND TRUST COMPANY
 	  
 
	  
 	   
 	  
 
	  By:
 	  /s/ PARTHIV J. DAVE
 	  
 
	  
 	 
 	  
 
	  Name:
 	  PARTHIV J. DAVE
 	  
 
	  Title:
 	  V.P.
 	  
 
	  Date:
 	  1-12-03
 	  
 

  Master Agreement MA02373.2
 LE - 2
 Amendment 24






   VAR 1            Bulk ALT A Product

	 1.
 	  Lender may sell to Fannie Mae a loan package containing mortgages (“Mortgages”) that may have been originated with certain variances to Fannie Mae’s
underwriting and documentation requirements described as one of the following Alt A products:
 
	  
 	  
 
	  
 	  (a)
 	  “Stated Income,” (SFC “442”) which is defined as: the borrower reports income on the Uniform Residential Loan Application (Form 1003) and a verbal
Verification of Employment may be obtained. Lender is not required to verify the reported income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	  (b)
 	  “No Ratio,” (SFC “443”) which is defined as: the borrower does not report income on the Uniform Residential Loan Application (Form 1003), so therefore no
debt-to-income ratios are calculated. Lender is not required to verify the borrower’s income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	  (c)
 	  “No Income/No Asset” (‘NINA’) (SFC “444”) which is defined as: the borrower does not report either income or assets on the Uniform Residential Loan
Application (Form 1003). Lender is not required to verify the borrower’s income or assets.
 
	  
 	  
 	  
 
	  
 	 (d)
 	  “Full/Alternative Documentation (SFC “512”) which is defined as: the borrower reports income and assets on the Uniform Residential Loan Application (Form 1003)
and Lender must verify reported income and assets.
 
	  
 	  
 	  
 
	  
 	  Lender must document the Mortgage file with a statement describing the Mortgage either as a Stated Income, a No Ratio, a NINA, or a Full/Alternative Documentation
Alt A product.
 
	  
 	  
 
	  2.
 	  Lender must provide the borrower’s FICO credit score at delivery of each Mortgage under this Variance.
 
	  
 	  
 
	  3.
 	  Eligible products include fixed-rate, first-lien, fully amortizing mortgages.
 
	  
 	  
 
	  4.
 	  Lender’s underwriting guidelines for origination of Stated Income, No Ratio, or NINA Alt A products are described in Attachment 1 (“Lender’s
Underwriting Guidelines”). Notwithstanding any contrary provisions contained in Lender’s Underwriting Guidelines, the only Mortgages eligible for delivery to Fannie Mae are those Mortgages that are originated in accordance with
Lender’s guidelines for Stated Income, No Ratio, or NINA Alt A products described in Lender’s Underwriting Guidelines and meet Fannie Mae’s general eligibility criteria, as modified by the applicable provisions of Attachment 1.
Fannie Mae reserves the right to review all mortgages offered for sale by Lender, and although certain mortgages may meet Underwriting Guidelines, Fannie Mae is not obligated to buy all of such mortgages.
 
	  
 	  
 
	 5.
 	  Lender represents and warrants that all information concerning the Mortgages submitted by Lender to Fannie Mae in electronic format or otherwise is true, accurate,
and complete. Notwithstanding the accuracy of the information submitted by Lender, Lender represents and warrants that all Mortgages comply with Lender’s Underwriting Guidelines. Lender acknowledges that that Fannie Mae does not waive any of
such representations and warranties of
 

  Master Agreement MA02373.2
 VAR 1 - 1
 Amendment 24







	  
 	  Lender by offering to buy or accepting delivery of any Mortgages. A breach of any of Fannie Mae’s underwriting criteria or any modification thereof, as
described herein, shall be deemed to be a breach of warranty by Lender, as provided in the Selling Guide.
 
	  
 	  
 
	  6.
 	  All Stated Income, No Ratio, or NINA Mortgages must be delivered to Fannie Mae under Pool Purchase Contract A06302, A06743, and A06724 (fixed-rate Mortgages). FOR
CASH: under Fannie Mae’s Negotiated Transactions for cash purchase.
 
	  
 	  
 
	  7.
 	  With respect to all Mortgages sold and delivered to Fannie Mae pursuant to this Variance:
 
	  
 	  
 
	  
 	 (a)
 	  Lender represents and warrants that the Mortgages comply with all applicable representations and warranties as set forth in the Selling Guide, and Lender makes all selling
warranties with respect to the Mortgages, except as otherwise expressly provided in this Variance.
 
	  
 	  
 	  
 
	  
 	  (b)
 	  Lender acknowledges that the terms and conditions on which Fannie Mae has agreed to acquire the Mortgages assume that pool or primary mortgage insurance is obtainable for the
Mortgages after delivery of the Mortgages to Fannie Mae. Lender represents and warrants that none of the Mortgages has been originated or serviced with fraud, misrepresentation, or negligence, or with any act that is dishonest, criminal, or
knowingly wrongful, that would (1) cause a mortgage insurer to decline to insure a Mortgage, or (2) entitle a mortgage insurer to deny a claim pursuant to a mortgage insurance policy exclusion to coverage encompassing fraud, misrepresentation,
negligence, or dishonest, criminal, or knowingly wrongful acts in origination or servicing.
 
	  
 	  
 	  
 
	  
 	  (c)
 	  These representations and warranties survive purchase of and payment for the Mortgage, apply to each Mortgage, and inure to the benefit of Fannie Mae, its successors and
assigns.
 
	  
 	  
 
	 8.
 	  Fannie Mae and Lender agree that multiple bulk mortgage deliveries may be made under this Variance. With respect to each such delivery, a Bulk Mortgage Delivery
Addendum containing specific information with respect to the corresponding Mortgages being delivered will be completed and added to this Variance, and shall become a part of this Variance and this Master Agreement for all purposes.
 

  Master Agreement MA02373.2
 VAR 1 - 2
 Amendment 24






   Attachment 1 
  Lender’s Underwriting Guidelines Approved by Fannie
Mae
  Mortgages may contain only the following variances to Fannie Mae’s underwriting and documentation guidelines:
  Crescent Mortgage’s Credit Plus Program
 No Income – No Ratios/No Asset Verifications

	  
 	  
 	  No Income
 No Ratios / No Asset Verification
 
	  
 	  
 	   
 
	  Program Type
 	  
 	  PMM, R/T Refi, COR
 
	  
 	  
 	  
 
	 Product Type
 	  
 	  FRM only
 
	  
 	  
 	  
 
	  Amortization Terms
 	  
 	  15- and 30- year
 
	  
 	  
 	  
 
	  Eligible Units
 	  
 	  1-2 unit properties
 
	  
 	  
 	  
 
	  Eligible Properties
 	  
 	  Fee Simple; 1-2 unit attached and detached properties. Condominiums are also eligible. NO mobile homes or manufactured housing units. Also, no excess acreage – value not to
exceed 33% of total.
 
	  
 	  
 	  
 
	  Geographic Limitations
 	  
 	  None
 
	  
 	  
 	  
 
	 Occupancy Status
 	  
 	  Owner Occupied and 2nd Homes
 
	  
 	  
 	  
 
	  Borrower Eligibility
 	  
 	  Designed for the borrower who has income and assets, but does not want to deal will all regular documentation requirements, and for borrowers who are changing jobs, between
jobs, relocating, retiring, or have recently become self-employed. All borrowers must meet credit score requirements. No loans to builders or developers.
 
	  
 	  
 	  
 
	  Appraisal
 	  
 	  New full Uniformed Residential Appraisal Report required for all loan types. Plus, a review appraisal if the transaction is a refinance and the LTV is greater than
75%.
 
	  
 	  
 	  
 
	  Mortgage Insurance
 	  
 	  Standard mortgage insurance required.
 
	  
 	  
 	  
 
	 Maximum LTVs and Credit Scores:
 	  
 	  
 
	  
 	  • Owner Occupied:
 	  
 	  1-unit: PMM & R/T Refi to 90% LTV with a credit score of 700; 75% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  1-unit: COR to 70% with a credit score of 700; 65% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  2-unit: PMM & R/T Refi to 85% LTV with a credit score of 700; 70% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  • 2nd Homes
 	  
 	  2-unit: COR to 65% with a credit score of 700; 60% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	 1-unit only; PMM & R/T Refi to 80% with a credit score of 720; 75% with a credit score of 700; 70% with a credit score of 680; COR to 70% with a credit score of 700; 65% with
a credit score of 680.
 

  Master Agreement MA02373.2
 VAR 1 - 3
 Amendment 24







	  Secondary Financing
 	  
 	  No Subordinate financing allowed on new loan. 
 
	  
 	  
 	  
 
	  Credit Report
 	  
 	  Three In-file merged credit report. 
 
	  
 	  
 	  
 
	  Qualifying Debt Ratios:
 	  
 	  Ratios are not considered. 
 
	  
 	  
 	  
 
	 Reserves:
 	  
 	  No assets are verified; reserves are not required. 
 
	  
 	  
 	  
 
	  Credit Criteria:
 	  
 	  
 
	  
 	  Trade Lines
 	  
 	  Three (3) rated trades
 
	  
 	  Credit History
 	  
 	  24 Months
 
	  
 	  Credit Explanations
 	  
 	  Not stated
 
	  
 	  Mortgage/Revolving/
 	  
 	  No Foreclosures.
 
	  
 	  Installment
 	  
 	  No Bankruptcies.
 
	  
 	  
 	 No 30-day lates on any mortgages in the past 24 months.
 
	  
 	  
 	  
 
	  Credit Report Letter of Explanation
 	  
 	  Not required as this product is credit score driven.
 
	  
 	  
 	  
 
	  Sale Proceeds
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	  Down Payment:
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	  Liquid assets (checking, savings, CD’s, money market funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment. 
 
	  
 	  
 	  
 
	 Non-depository assets (stocks, bonds, retirement funds, trust funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment. 
 
	  
 	  
 	  
 
	  Seller contributions
 	  
 	  Per Fannie Guides. 
 
	  
 	  
 	  
 
	  Gift Funds
 	  
 	  No gifts allowed. 
 
	  
 	  
 	  
 
	  Verification of mortgage or rental history
 	  
 	  Required if mortgage history not on credit report. Rental history verification not required. 
 
	  
 	  
 	  
 
	 Salaried/Wage Earner Employment Verification
 	  
 	  No verification. Stated income/employment only. 
 
	  
 	  
 	  
 
	  Self-Employed Income/Employment Verification
 	  
 	  No verification. Stated income only. No 4506 required. 
 
	  
 	  
 	  
 
	  Self-employed Profit & Loss/Balance Sheet
 	  
 	  Income verification is not required. No 4506 required. 
 
	  
 	  
 	  
 
	  Other Income: Retirement, SS, alimony, child support, etc.
 	  
 	  No verification. Stated income only. 
 
					

 

	  
 	  
 	  No Income
 No Ratios / No Asset Verification
 
	  
 	  
 	   
 
	 Salary or hourly wage earnings and overtime and bonus income 
 	  
 	  No verification. Stated income only. 
 
	  
 	  
 	  
 
	  Commission income and independent contractor 
 	  
 	  No verification. Stated income only. 
 

  Master Agreement MA02373.2
 VAR 1 - 4

Amendment 24






   January 2003 Second Deal 30-Year FRM
 Bulk Mortgage Delivery Addendum
  Maximum
Volume: $10,118,840
  Lender shall deliver the Mortgages described in the Profile Summary Schedule “A” unless the Mortgage doesn’t meet Lender’s Underwriting Guidelines or it
pays off, becomes delinquent, falls out for similar acceptable reasons prior to the delivery date. Lender represents and warrants that the Mortgages are as described in Profile Summary set forth in Schedule “A” and as identified on
Schedule “B”. The term “CLTV” used in Schedule “A” and this Contract is the “Current Loan-to-Value Ratio”. “Current Loan-to-Value Ratio” is the loan-to-value ratio based upon the issue date principal
balance of each Mortgage and the original appraised value of the property securing each such Mortgage.
  Master Agreement MA02373.2
 VAR 1 - 5
 Amendment 24






  January 2003 Second Deal 30 Year FRM
 Schedule A
 Portfolio Summary
 30-year Fixed-Rate

	  Count
 	  :
 	  
 	  59
 	  
 
	  Volume
 	  :
 	  $
 	  10,118,840.00
 	  
 
	  WAC
 	  :
 	  
 	  6.4
 	  
 
	  WA OLTV
 	  :
 	  
 	  74.8
 	  
 
	  WA CLTV
 	  :
 	  
 	  74.8
 	  
 
	 WA State RTerm
 	  :
 	  
 	  359
 	  
 
	  WA Calc RTerm
 	  :
 	  
 	  0
 	  
 
	  WA Seas
 	  :
 	  
 	  2
 	  
 
	  Pet Full/Alt Doc
 	  :
 	  
 	  0.00
 	  %
 
	  Pct Low/No Doc
 	  :
 	  
 	  100.00
 	  %
 

 Master Agreement MA02373.2
 VAR 1 - 6
 Amendment 24






   January 2003 30 Year FRM
 Schedule B
 Lender Loan Numbers with & without SMC

	  Loan Number
 	   
 	  UPB
 	   
 
	 
 	   
 	 
 	   
 
	  1000999761
 	   
 	  96,000.00
 	   
 
	  1001005600
 	   
 	  177,000.00
 	  
 
	  1001026895
 	   
 	  200,000.00
 	  
 
	 1001034535
 	   
 	  100,068.00
 	  
 
	  1001064904
 	   
 	  264,200.00
 	  
 
	  1001070471
 	   
 	  190,700.00
 	  
 
	  1001070505
 	   
 	  121,000.00
 	  
 
	  1001074812
 	   
 	  202,500.00
 	  
 
	  1001076650
 	   
 	  211,000.00
 	  
 
	 1001077799
 	   
 	  140,000.00
 	  
 
	  1001081296
 	   
 	  147,000.00
 	  
 
	  1001081585
 	   
 	  151,300.00
 	  
 
	  1001085735
 	   
 	  215,400.00
 	  
 
	  1001086329
 	   
 	  125,000.00
 	  
 
	  1001089026
 	   
 	  149,200.00
 	  
 
	 1001091113
 	   
 	  80,000.00
 	  
 
	  1001094273
 	   
 	  119,000.00
 	  
 
	  1001097144
 	   
 	  228,000.00
 	  
 
	  1001097524
 	   
 	  181,000.00
 	  
 
	  1001098357
 	   
 	  150,000.00
 	  
 
	  1001099488
 	   
 	  238,400.00
 	  
 
	 1001101342
 	   
 	  157,000.00
 	  
 
	  1001101904
 	   
 	  247,000.00
 	  
 
	  1001105871
 	   
 	  188,000.00
 	  
 
	  1001107380
 	   
 	  229,250.00
 	  
 
	  1001110129
 	   
 	  173,000.00
 	  
 
	  1001112521
 	   
 	  240,000.00
 	  
 
	 1001113404
 	   
 	  145,600.00
 	  
 
	  1001113800
 	   
 	  118,000.00
 	  
 
	  1001114410
 	   
 	  190,000.00
 	  
 
	  1001115615
 	   
 	  240,000.00
 	  
 
	  1001116019
 	   
 	  290,000.00
 	  
 
	  1001116761
 	   
 	  235,000.00
 	  
 
	 1001117843
 	   
 	  148,000.00
 	  
 
	  1001118106
 	   
 	  83,350.00
 	  
 
	  1001122629
 	   
 	  127,000.00
 	  
 
	  1001124807
 	   
 	  83,000.00
 	  
 
	  1001126711
 	   
 	  100,000.00
 	  
 
	  1001127008
 	   
 	  211,400.00
 	  
 
	 1001128857
 	   
 	  157,000.00
 	  
 

  Master Agreement MA02373.2
 VAR 1 - 7
 Amendment 24







	  1001131463
 	  
 	  220,400.00
 	  
 
	  1001135787
 	  
 	  107,200.00
 	  
 
	  1001135928
 	  
 	  252,122.00
 	  
 
	  1001137254
 	  
 	  130,000.00
 	  
 
	  1001143153
 	  
 	  204,000.00
 	  
 
	 1001149788
 	  
 	  87,500.00
 	  
 
	  1000915403
 	  
 	  157,000.00
 	  
 
	  1001092384
 	  
 	  165,750.00
 	  
 
	  1001055936
 	  
 	  103,500.00
 	  
 
	  1001058302
 	  
 	  205,000.00
 	  
 
	  1001106135
 	  
 	  143,100.00
 	  
 
	  1001106457
 	  
 	  313,200.00
 	  
 
	 1001109295
 	  
 	  79,200.00
 	  
 
	  1001113677
 	  
 	  161,500.00
 	  
 
	  1001116712
 	  
 	  270,000.00
 	  
 
	  1001129707
 	  
 	  211,500.00
 	  
 
	  1001139227
 	  
 	  76,500.00
 	  
 
	  1001142445
 	  
 	  175,000.00
 	  
 
	  1001153228
 	  
 	  207,000.00
 	  
 

 Master Agreement MA02373.2
 VAR 1 - 8
 Amendment
24






   Contract No. A06302.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4 
 
	  
 	  Crescent Mortgage Services
 	  23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	  24837-000-9
 
	  
 	  
 	  24837-002-5
 
	  
 	  
 	  
 
	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	 Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $163,500,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  January 1, 2003 - January 1, 2003
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	 Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and
applicable attachments.
 
	  
 	  
 	  
 
	  Additional Terms:
 
	  See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 
	  Pool contract price adjustment is waived.
 
	  Crescent Credit Plus Fixed-Rate Mortgage Product.
 
	 See Schedule “A” August 2002 for eligible loans, which is attached to the Bulk Alt A Product - FRM Variance. Lender represents and warrants that all such
Mortgages meet standard Fannie Mae guidelines or the Alt-A guidelines incorporated in this Master Agreement.
 
					

  Pool Purchase Contract No. A06302.2
 FRM - 1
 Amendment 24






   Contract No. A06302.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  30 year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  January 1, 2003 - January 1, 2003
 
	  
 	  
 	  
 
	 Guaranty Fee:
 	  
 	  41.00 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  Pool Purchase Contract No. A06302.2
 FRM - 2
 Amendment 24






   Contract No. A06743.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4 
 
	  
 	  Crescent Mortgage Services
 	  23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	 24837-000-9
 
	  
 	  
 	  24837-002-5
 
	  
 	  
 	  
 
	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $32,500,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  January 1, 2003 - January 1, 2003
 
	  
 	  
 	  
 
	 Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and
applicable attachments.
 
	  
 	  
 	  
 
	 Additional Terms:
 	  
 
	  See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 
	  Pool contract price adjustment is waived.
 
	  Lender is allowed a maximum buyup to 22.50 basis points with the expectation that Lender will manage deliveries to a weighted average buyup of 16.00 basis
points.
 
	  Radian Secondary Market Coverage required. Crescent Credit Plus Fixed-Rate Mortgage Product > 80% LTV.
 
	  See Schedule “A” August 2002 for eligible loans, which is attached to the Bulk Alt A Product - FRM Variance. Lender represents and warrants that all such
Mortgages meet standard Fannie Mae guidelines or the Alt-A guidelines incorporated in this Master Agreement.
 
					

  Pool Purchase Contract No. A06743.2
 FRM - 1
 Amendment 24






   Contract No. A06743.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	 Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  January 1, 2003 - January 1, 2003
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  35.00 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  Pool Purchase Contract No. A06743.2
 FRM - 2
 Amendment 24






   [LETTERHEAD OF FANNIEMAE]
  January 21, 2003
  Mr. Michael P. Leddy

Executive Vice President (Crescent Mortgage)
 Crescent Bank and Trust Company
 South Terraces, Suite 285 115 Perimeter Center Place
 Atlanta, GA 30346

	 Subject
 	  Master Agreement No:
 	  MA02373.2
 
	  
 	  Master Agreement Amendment No.:
 	  Amendment 25
 
	  
 	  Lender No.:
 	  23227-000-4
 

  Dear Mr. Leddy:
  By execution of this
Letter Agreement, Fannie Mae (“Fannie Mae”) and Crescent Bank and Trust Company (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 binder as described below. Capitalized terms used but
not defined in this Letter Agreement shall have the meanings set forth in the Master Agreement.
  For your convenience, we have summarized the amended terms and conditions below. However, the
summary set forth below is for reference purposes only. The Lender and Fannie Mae shall rely solely on the attached amended pages for a complete description of the amended terms and conditions.
  The amended terms and conditions:

	  •
 	  Modified Variance – Replace pages VAR 1 – 1 through VAR 1 – 8 (dated 1/15/2003) with pages VAR 1 – 1 through VAR 1 – 1 through VAR 1 – 7 (dated
1/21/2003) behind the Variances tab.
 
	  
 	  
 
	 •
 	  Modified Pool Purchase Contract Number A06724 – Replace page FRM – 1 (dated 1/7/2003) with page FRM – 1 (dated 1/21/2003) behind the Fixed-Rate
tab.
 

  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 execution of this Letter Agreement by the Lender. The Lender shall return a duly-executed duplicate original of this Letter Agreement to Diane Stokes at Fannie Mae
  Master Agreement MA02373.2
 LE - 1
 Amendment 25






   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 of this Letter Agreement
from the Lender within ten business days, Fannie Mae may, at its option, declare this Letter Agreement null and void.

	  Sincerely,
 	  
 
	  
 	  
 
	  FANNIE MAE
 	  
 
	  
 	  
 
	  By:
 	  /s/ DAVID A. BOWLES
 	  
 
	  
 	 
 	  
 
	  
 	 David A. Bowles 
 Customer Account Manager
 	  
 
	   
 	  
 
	  Agreed, acknowledged and accepted.
 
	  
 	  
 
	  CRESCENT BANK AND TRUST COMPANY
 	  
 
	  
 	   
 	  
 
	  By:
 	  /s/ PARTHIV J. DAVE
 	  
 
	  
 	 
 	  
 
	  Name:
 	  PARTHIV J. DAVE
 	  
 
	 Title:
 	  V.P.
 	  
 
	  Date:
 	  1-24-03
 	  
 

  Master Agreement MA02373.2
 LE - 2
 Amendment 25






   VAR 1            Bulk ALT A Product

	  1.
 	  Lender may sell to Fannie Mae a loan package containing mortgages (“Mortgages”) that may have been originated with certain variances to Fannie Mae’s
underwriting and documentation requirements described as one of the following Alt A products:
 
	  
 	  
 
	  
 	  (a)
 	  “Stated Income,” (SFC “442”) which is defined as: the borrower reports income on the Uniform Residential Loan Application (Form 1003) and a verbal
Verification of Employment may be obtained. Lender is not required to verify the reported income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	  (b)
 	  “No Ratio,” (SFC “443”) which is defined as: the borrower does not report income on the Uniform Residential Loan Application (Form 1003), so therefore no
debt-to-income ratios are calculated. Lender is not required to verify the borrower’s income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	 (c)
 	  “No Income/No Asset” (‘NINA’) (SFC “444”) which is defined as: the borrower does not report either income or assets on the Uniform Residential Loan
Application (Form 1003). Lender is not required to verify the borrower’s income or assets.
 
	  
 	  
 	  
 
	  
 	  (d)
 	  “Full/Alternative Documentation (SFC “512”) which is defined as: the borrower reports income and assets on the Uniform Residential Loan Application (Form 1003)
and Lender must verify reported income and assets.
 
	  
 	  
 	  
 
	  
 	  Lender must document the Mortgage file with a statement describing the Mortgage either as a Stated Income, a No Ratio, a NINA, or a Full/Alternative Documentation
Alt A product.
 
	  
 	  
 
	  2.
 	  Lender must provide the borrower’s FICO credit score at delivery of each Mortgage under this Variance.
 
	  
 	  
 
	 3.
 	  Eligible products include fixed-rate, first-lien, fully amortizing mortgages.
 
	  
 	  
 
	  4.
 	  Lender’s underwriting guidelines for origination of Stated Income, No Ratio, or NINA Alt A products are described in Attachment 1 (“Lender’s
Underwriting Guidelines”). Notwithstanding any contrary provisions contained in Lender’s Underwriting Guidelines, the only Mortgages eligible for delivery to Fannie Mae are those Mortgages that are originated in accordance with
Lender’s guidelines for Stated Income, No Ratio, or NINA Alt A products described in Lender’s Underwriting Guidelines and meet Fannie Mae’s general eligibility criteria, as modified by the applicable provisions of Attachment 1.
Fannie Mae reserves the right to review all mortgages offered for sale by Lender, and although certain mortgages may meet Underwriting Guidelines, Fannie Mae is not obligated to buy all of such mortgages.
 
	  
 	  
 
	  5.
 	  Lender represents and warrants that all information concerning the Mortgages submitted by Lender to Fannie Mae in electronic format or otherwise is true, accurate,
and complete. Notwithstanding the accuracy of the information submitted by Lender, Lender represents and warrants that all Mortgages comply with Lender’s Underwriting Guidelines. Lender acknowledges that that Fannie Mae does not waive any of
such representations and warranties of Lender by offering to buy or accepting delivery of any Mortgages. A breach of any of Fannie
 

  Master Agreement
MA02373.2
 VAR 1 - 1
 Amendment 25







	  
 	 Mae’s underwriting criteria or any modification thereof, as described herein, shall be deemed to be a breach of warranty by Lender, as provided in the Selling
Guide.
 
	  
 	  
 
	  6.
 	  All Stated Income, No Ratio, or NINA Mortgages must be delivered to Fannie Mae under Pool Purchase Contract A06302, A06743, and A06724 (fixed-rate Mortgages). FOR
CASH: under Fannie Mae’s Negotiated Transactions for cash purchase.
 
	  
 	  
 
	  7.
 	  With respect to all Mortgages sold and delivered to Fannie Mae pursuant to this Variance:
 
	  
 	  
 
	  
 	  (a)
 	  Lender represents and warrants that the Mortgages comply with all applicable representations and warranties as set forth in the Selling Guide, and Lender makes all selling
warranties with respect to the Mortgages, except as otherwise expressly provided in this Variance.
 
	  
 	  
 	  
 
	  
 	  (b)
 	  Lender acknowledges that the terms and conditions on which Fannie Mae has agreed to acquire the Mortgages assume that pool or primary mortgage insurance is obtainable for the
Mortgages after delivery of the Mortgages to Fannie Mae. Lender represents and warrants that none of the Mortgages has been originated or serviced with fraud, misrepresentation, or negligence, or with any act that is dishonest, criminal, or
knowingly wrongful, that would (1) cause a mortgage insurer to decline to insure a Mortgage, or (2) entitle a mortgage insurer to deny a claim pursuant to a mortgage insurance policy exclusion to coverage encompassing fraud, misrepresentation,
negligence, or dishonest, criminal, or knowingly wrongful acts in origination or servicing.
 
	  
 	  
 	  
 
	  
 	 (c)
 	  These representations and warranties survive purchase of and payment for the Mortgage, apply to each Mortgage, and inure to the benefit of Fannie Mae, its successors and
assigns.
 
	  
 	  
 
	  8.
 	  Fannie Mae and Lender agree that multiple bulk mortgage deliveries may be made under this Variance. With respect to each such delivery, a Bulk Mortgage Delivery
Addendum containing specific information with respect to the corresponding Mortgages being delivered will be completed and added to this Variance, and shall become a part of this Variance and this Master Agreement for all purposes.
 

  Master Agreement MA02373.2
 VAR 1 - 2
 Amendment 25






   Attachment 1
  Lender’s Underwriting Guidelines Approved by Fannie
Mae
  Mortgages may contain only the following variances to Fannie Mae’s underwriting and documentation guidelines:
  Crescent Mortgage’s Credit Plus Program
 No Income – No Ratios/No Asset Verifications

	   
 	   
 	  No Income
 No Ratios / No Asset Verification
 
	   
 	   
 	   
 
	 Program Type
 	  
 	  PMM, R/T Refi, COR
 
	  
 	  
 	  
 
	  Product Type
 	  
 	  FRM only
 
	  
 	  
 	  
 
	  Amortization Terms
 	  
 	  15- and 30- year
 
	  
 	  
 	  
 
	  Eligible Units
 	  
 	  1-2 unit properties
 
	  
 	  
 	  
 
	  Eligible Properties
 	  
 	  Fee Simple; 1-2 unit attached and detached properties. Condominiums are also eligible. NO mobile homes or manufactured housing units. Also, no excess acreage – value not to
exceed 33% of total.
 
	  
 	  
 	  
 
	 Geographic Limitations
 	  
 	  None
 
	  
 	  
 	  
 
	  Occupancy Status
 	  
 	  Owner Occupied and 2nd Homes
 
	  
 	  
 	  
 
	  Borrower Eligibility
 	  
 	  Designed for the borrower who has income and assets, but does not want to deal will all regular documentation requirements, and for borrowers who are changing jobs, between
jobs, relocating, retiring, or have recently become self-employed. All borrowers must meet credit score requirements. No loans to builders or developers.
 
	  
 	  
 	  
 
	  Appraisal
 	  
 	  New full Uniformed Residential Appraisal Report required for all loan types. Plus, a review appraisal if the transaction is a refinance and the LTV is greater than
75%.
 
	  
 	  
 	  
 
	 Mortgage Insurance
 	  
 	  Standard mortgage insurance required.
 
	  
 	  
 	  
 
	  Maximum LTVs and Credit Scores:
 	  
 	  
 
	  
 	  • Owner Occupied:
 	  
 	  1-unit: PMM & R/T Refi to 90% LTV with a credit score of 700; 75% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  1-unit: COR to 70% with a credit score of 700; 65% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  2-unit: PMM & R/T Refi to 85% LTV with a credit score of 700; 70% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	 2-unit: COR to 65% with a credit score of 700; 60% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  • 2nd Homes
 	  
 	  
 
	  
 	  
 	  1-unit only; PMM & R/T Refi to 80% with a credit score of 720; 75% with a credit score of 700; 70% with a credit score of 680; COR to 70% with a credit score of 700; 65%
with a credit score of 680.
 
					

  Master Agreement MA02373.2
 VAR 1 - 3
 Amendment 25







	  Secondary Financing
 	  
 	  No Subordinate financing allowed on new loan. 
 
	  
 	  
 	  
 
	  Credit Report
 	  
 	  Three In-file merged credit report. 
 
	  
 	  
 	  
 
	 Qualifying Debt Ratios:
 	  
 	  Ratios are not considered. 
 
	  
 	  
 	  
 
	  Reserves:
 	  
 	  No assets are verified; reserves are not required. 
 
	  
 	  
 	  
 
	  Credit Criteria:
 	  
 	  
 
	  
 	  Trade Lines
 	  
 	  Three (3) rated trades
 
	  
 	  Credit History
 	  
 	  24 Months
 
	  
 	  Credit Explanations
 	  
 	  Not stated
 
	  
 	 Mortgage/Revolving/
 	  
 	  No Foreclosures.
 
	  
 	  Installment
 	  
 	  No Bankruptcies.
 
	  
 	  
 	  No 30-day lates on any mortgages in the past 24 months.
 
	  
 	  
 	  
 
	  Credit Report Letter of Explanation
 	  
 	  Not required as this product is credit score driven.
 
	  
 	  
 	  
 
	  Sale Proceeds
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	  Down Payment:
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	 Liquid assets (checking, savings, CD’s, money market funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment. 
 
	  
 	  
 	  
 
	  Non-depository assets (stocks, bonds, retirement funds, trust funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment. 
 
	  
 	  
 	  
 
	  Seller contributions
 	  
 	  Per Fannie Guides. 
 
	  
 	  
 	  
 
	  Gift Funds
 	  
 	  No gifts allowed. 
 
	  
 	  
 	  
 
	 Verification of mortgage or rental history
 	  
 	  Required if mortgage history not on credit report. Rental history verification not required. 
 
	  
 	  
 	  
 
	  Salaried/Wage Earner Employment Verification
 	  
 	  No verification. Stated income/employment only. 
 
	  
 	  
 	  
 
	  Self-Employed Income/Employment Verification
 	  
 	  No verification. Stated income only. No 4506 required. 
 
	  
 	  
 	  
 
	  Self-employed Profit & Loss/Balance Sheet
 	  
 	  Income verification is not required. No 4506 required. 
 
	  
 	  
 	  
 
	  Other Income: Retirement, SS, alimony, child support, etc.
 	  
 	  No verification. Stated income only. 
 
					

 

	   
 	   
 	  No Income
 No Ratios / No Asset Verification
 
	   
 	   
 	   
 
	  Salary or hourly wage earnings and overtime and bonus income 
 	  
 	  No verification. Stated income only. 
 
	  
 	  
 	  
 
	  Commission income and independent contractor 
 	  
 	  No verification. Stated income only. 
 

  Master Agreement MA02373.2
 VAR 1 - 4

Amendment 25






   January 2003 Third Deal 15-Year FRM
 Bulk Mortgage Delivery Addendum
  Maximum
Volume: $2,442,700
  Lender shall deliver the Mortgages described in the Profile Summary Schedule “A” unless the Mortgage doesn’t meet Lender’s Underwriting Guidelines or it
pays off, becomes delinquent, falls out for similar acceptable reasons prior to the delivery date. Lender represents and warrants that the Mortgages are as described in Profile Summary set forth in Schedule “A” and as identified on
Schedule “B”. The term “CLTV” used in Schedule “A” and this Contract is the “Current Loan-to-Value Ratio”. “Current Loan-to-Value Ratio” is the loan-to-value ratio based upon the issue date principal
balance of each Mortgage and the original appraised value of the property securing each such Mortgage.
 Master Agreement MA02373.2
 VAR 1 - 5
 Amendment 25






   January 2003 Third Deal 15 Year FRM
 Schedule A
 Portfolio Summary
 15-year Fixed-Rate

	  Count
 	  :
 	  
 	  18
 	  
 
	  Volume
 	  :
 	  $
 	  2,442,700.00
 	  
 
	  WAC
 	  :
 	  
 	  5.8
 	  
 
	  WA OLTV
 	  :
 	  
 	  63.6
 	  
 
	 WA CLTV
 	  :
 	  
 	  63.6
 	  
 
	  WA State RTerm
 	  :
 	  
 	  180
 	  
 
	  WA Calc RTerm
 	  :
 	  
 	  0
 	  
 
	  WA Seas
 	  :
 	  
 	  1
 	  
 
	  Pct Full/Alt Doc
 	  :
 	  
 	  0.00
 	  %
 
	 Pct Low/No Doc
 	  :
 	  
 	  100.00
 	  %
 

  Master Agreement MA02373.2
 VAR 1 - 6
 Amendment 25






   January 2003 15 Year FRM
 Schedule B
 Lender Loan Numbers without SMC

	  1001063013
 	  
 	  
 	  182,000.00
 	  
 
	  1000949642
 	  
 	  
 	  123,500.00
 	  
 
	  1001147584
 	  
 	  
 	  100,200.00
 	  
 
	  1001033123
 	  
 	  
 	  87,000.00
 	  
 
	 1001114519
 	  
 	  
 	  235,000.00
 	  
 
	  1001065976
 	  
 	  
 	  132,000.00
 	  
 
	  1001084399
 	  
 	  
 	  53,000.00
 	  
 
	  1001088473
 	  
 	  
 	  101,000.00
 	  
 
	  1001050291
 	  
 	  
 	  150,000.00
 	  
 
	  1001130846
 	  
 	  
 	  125,000.00
 	  
 
	 1001141900
 	  
 	  
 	  170,000.00
 	  
 
	  1001095932
 	  
 	  
 	  135,000.00
 	  
 
	  1001119914
 	  
 	  
 	  166,000.00
 	  
 
	  1001118650
 	  
 	  
 	  170,000.00
 	  
 
	  1001106978
 	  
 	  
 	  65,000.00
 	  
 
	  1001067162
 	  
 	  
 	  257,000.00
 	  
 
	 1001096252
 	  
 	  
 	  52,000.00
 	  
 
	  1001087152
 	  
 	  
 	  139,000.00
 	  
 

  Master Agreement MA02373.2
 VAR 1 - 7
 Amendment 25






   Contract No. A06724.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  24837-000-9
 
	  
 	  
 	  
 
	 Eligible Products:
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  $21,500,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  January 1, 2003 - January 1, 2003
 
	  
 	  
 
	  Servicing Option:
 	  Special
 
	  
 	  
 
	  Mortgage Type:
 	  Conventional
 
	  
 	  
 
	  Remittance Cycle:
 	  Standard
 
	  
 	  
 
	 Seasoning Requirements:
 	  Current
 
	  
 	  
 
	  Special Feature Codes:
 	  Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable attachments.
 

  Additional Terms:
See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 Pool contract price adjustment is waived.
Lender is allowed a maximum buyup to 22.50 basis points with the expectation
that Lender will manage
deliveries to a weighted average buyup of 16.00 basis points.
  Pool Purchase Contract No. A06724.2
 FRM - 1
 Amendment 25






   [LETTERHEAD OF FANNIEMAE]
  February 10, 2003
  Mr. Michael P. Leddy

Executive Vice President (Crescent Mortgage)
 Crescent Bank and Trust Company
 South Terraces, Suite 285 115 Perimeter Center Place
 Atlanta, GA 30346

	  Subject
 	  Master Agreement No:
 	  MA02373.2
 
	  
 	  Master Agreement Amendment No.:
 	  Amendment 26
 
	  
 	 Lender No.:
 	  23227-000-4
 

  Dear Mr. Leddy:
  By execution of this
Letter Agreement, Fannie Mae (“Fannie Mae”) and Crescent Bank and Trust Company (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 binder as described below. Capitalized terms used but
not defined in this Letter Agreement shall have the meanings set forth in the Master Agreement.
  For your convenience, we have summarized the amended terms and conditions below. However, the
summary set forth below is for reference purposes only. The Lender and Fannie Mae shall rely solely on the attached amended pages for a complete description of the amended terms and conditions.
  The amended terms and conditions:

	  •
 	  Modified Variance – Replace pages VAR 1 – 1 through VAR 1 – 8 (dated 1/15/2003) with pages VAR 1 – 1 through VAR 1 – 12 (dated 2/11/2003)
behind the Variances tab.
 
	  
 	  
 
	  •
 	  Add Pool Purchase Contract Numbers –
 
	  
 	  (a)
 	  A06302 – Replace pages FRM – 1 and FRM – 2 (dated 1/15/2003) with pages FRM – 1 and FRM – 2 (dated 2/11/2003) behind the Fixed-Rate
tab.
 
	  
 	 (b)
 	  A06724 – Replace pages FRM – 1 and FRM – 2 (dated 1/7/2003) with pages FRM – 1 and FRM – 2 (dated 2/11/2003) behind the Fixed-Rate
tab.
 
	  
 	  (c)
 	  A06743 – Replace pages FRM – 1 and FRM – 2 (dated 1/15/2003) with pages FRM – 1 and FRM – 2 (dated 2/11 /2003) behind the Fixed-Rate
tab.
 

  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 execution of this Letter Agreement by the Lender. The Lender shall return a
  Master Agreement MA02373.2
 LE - 1

Amendment 26






   duly-executed duplicate original of this Letter Agreement to Diane Stokes at 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 of this Letter Agreement from the Lender within ten business days, Fannie Mae may, at its option, declare this Letter Agreement null and void.
  Sincerely,

	  FANNIE MAE
 
	  
 	  
 
	  By:
 	  /s/ DAVID A. BOWLES
 	  
 
	  
 	 
 	  
 
	  
 	 David A. Bowles
 	  
 
	  
 	  Customer Account Manager
 	  
 
	  
 	   
 	  
 
	  Agreed, acknowledged and accepted.
 	  
 
	  
 	  
 
	  CRESCENT BANK AND TRUST COMPANY
 
	  
 	  
 
	  By:
 	  /s/ PARTHIV J. DAVE
 	  
 
	  
 	 
 	  
 
	 Name:
 	  PARTHIV J. DAVE
 	  
 
	  Title:
 	  V.P.
 	  
 
	  Date:
 	  2-12-03
 	  
 

  Master Agreement MA02373.2
 LE - 2
 Amendment 26







	  VAR 1
 	  Bulk ALT A Product
 
	  
 	  
 
	  1.
 	  Lender may sell to Fannie Mae a loan package containing mortgages (“Mortgages”) that may have been originated with certain variances to Fannie Mae’s
underwriting and documentation requirements described as one of the following Alt A products:
 
	  
 	  
 
	  
 	  (a)
 	  “Stated Income,” (SFC “442”) which is defined as: the borrower reports income on the Uniform Residential Loan Application (Form 1003) and a
verbal Verification of Employment may be obtained. Lender is not required to verify the reported income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	 (b)
 	  “No Ratio,” (SFC “443”) which is defined as: the borrower does not report income on the Uniform Residential Loan Application (Form 1003), so
therefore no debt-to-income ratios are calculated. Lender is not required to verify the borrower’s income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	  (c)
 	  “No Income/No Asset” (‘NINA’) (SFC “444”) which is defined as: the borrower does not report either income or assets on the Uniform
Residential Loan Application (Form 1003). Lender is not required to verify the borrower’s income or assets.
 
	  
 	  
 	  
 
	  
 	  (d)
 	  “Full/Alternative Documentation (SFC “512”) which is defined as: the borrower reports income and assets on the Uniform Residential Loan Application
(Form 1003) and Lender must verify reported income and assets.
 
	  
 	  
 	  
 
	  
 	  Lender must document the Mortgage file with a statement describing the Mortgage either as a Stated Income, a No Ratio, a NINA, or a Full/Alternative Documentation Alt
A product.
 
	  
 	  
 
	 2.
 	  Lender must provide the borrower’s FICO credit score at delivery of each Mortgage under this Variance.
 
	  
 	  
 
	  3.
 	  Eligible products include fixed-rate, first-lien, fully amortizing mortgages.
 
	  
 	  
 
	  4.
 	  Lender’s underwriting guidelines for origination of Stated Income, No Ratio, or NINA Alt A products are described in Attachment 1 (“Lender’s
Underwriting Guidelines”). Notwithstanding any contrary provisions contained in Lender’s Underwriting Guidelines, the only Mortgages eligible for delivery to Fannie Mae are those Mortgages that are originated in accordance with
Lender’s guidelines for Stated Income, No Ratio, or NINA Alt A products described in Lender’s Underwriting Guidelines and meet Fannie Mae’s general eligibility criteria, as modified by the applicable provisions of Attachment 1.
Fannie Mae reserves the right to review all mortgages offered for sale by Lender, and although certain mortgages may meet Underwriting Guidelines, Fannie Mae is not obligated to buy all of such mortgages.
 
	  
 	  
 
	  5.
 	  Lender represents and warrants that all information concerning the Mortgages submitted by Lender to Fannie Mae in electronic format or otherwise is true, accurate,
and complete. Notwithstanding the accuracy of the information submitted by Lender, Lender represents and warrants that all Mortgages comply with Lender’s Underwriting Guidelines. Lender acknowledges that Fannie Mae does not waive any of such
representations and warranties of Lender by offering to buy or accepting delivery of any Mortgages. A breach of any of Fannie Mae’s underwriting criteria or any modification thereof, as described herein, shall be deemed to be a breach of
warranty by Lender, as provided in the Selling Guide.
 
				

 Master Agreement MA02373.2
 VAR 1 - 1
 Amendment 26







	  6.
 	  All Stated Income, No Ratio, or NINA Mortgages must be delivered to Fannie Mae under Pool Purchase Contract A06302, A06743, and A06724 (fixed-rate Mortgages). FOR
CASH: under Fannie Mae’s Negotiated Transactions for cash purchase.
 
	  
 	  
 
	  7.
 	  With respect to all Mortgages sold and delivered to Fannie Mae pursuant to this Variance:
 
	  
 	  
 
	  
 	  (a)
 	  Lender represents and warrants that the Mortgages comply with all applicable representations and warranties as set forth in the Selling Guide, and Lender makes all selling
warranties with respect to the Mortgages, except as otherwise expressly provided in this Variance.
 
	  
 	  
 	  
 
	  
 	  (b)
 	  Lender acknowledges that the terms and conditions on which Fannie Mae has agreed to acquire the Mortgages assume that pool or primary mortgage insurance is obtainable for the
Mortgages after delivery of the Mortgages to Fannie Mae. Lender represents and warrants that none of the Mortgages has been originated or serviced with fraud, misrepresentation, or negligence, or with any act that is dishonest, criminal, or
knowingly wrongful, that would (1) cause a mortgage insurer to decline to insure a Mortgage, or (2) entitle a mortgage insurer to deny a claim pursuant to a mortgage insurance policy exclusion to coverage encompassing fraud, misrepresentation,
negligence, or dishonest, criminal, or knowingly wrongful acts in origination or servicing.
 
	  
 	  
 	  
 
	  
 	 (c)
 	  These representations and warranties survive purchase of and payment for the Mortgage, apply to each Mortgage, and inure to the benefit of Fannie Mae, its successors and
assigns.
 
	  
 	  
 
	  8.
 	  Fannie Mae and Lender agree that multiple bulk mortgage deliveries may be made under this Variance. With respect to each such delivery, a Bulk Mortgage Delivery
Addendum containing specific information with respect to the corresponding Mortgages being delivered will be completed and added to this Variance, and shall become a part of this Variance and this Master Agreement for all purposes.
 

  Master Agreement MA02373.2
 VAR 1 - 2
 Amendment 26






   Attachment 1
  Lender’s Underwriting Guidelines Approved by Fannie
Mae
  Mortgages may contain only the following variances to Fannie Mae’s underwriting and documentation guidelines:
  Crescent Mortgage’s Credit Plus Program
 No Income – No Ratios/No Asset Verifications

	   
 	   
 	  No Income
 No Ratios / No Asset Verification
 
	   
 	   
 	   
 
	 Program Type
 	  
 	  PMM, R/T Refi, COR
 
	  
 	  
 	  
 
	  Product Type
 	  
 	  FRM only
 
	  
 	  
 	  
 
	  Amortization Terms
 	  
 	  15- and 30- year
 
	  
 	  
 	  
 
	  Eligible Units
 	  
 	  1-2 unit properties
 
	  
 	  
 	  
 
	  Eligible Properties
 	  
 	  Fee Simple; 1-2 unit attached and detached properties. Condominiums are also eligible. NO mobile homes or manufactured housing units. Also, no excess acreage – value not to
exceed 33% of total.
 
	  
 	  
 	  
 
	 Geographic Limitations
 	  
 	  None
 
	  
 	  
 	  
 
	  Occupancy Status
 	  
 	  Owner Occupied and 2nd Homes
 
	  
 	  
 	  
 
	  Borrower Eligibility
 	  
 	  Designed for the borrower who has income and assets, but does not want to deal will all regular documentation requirements, and for borrowers who are changing jobs, between
jobs, relocating, retiring, or have recently become self-employed. All borrowers must meet credit score requirements. No loans to builders or developers.
 
	  
 	  
 	  
 
	  Appraisal
 	  
 	  New full Uniformed Residential Appraisal Report required for all loan types. Plus, a review appraisal if the transaction is a refinance and the LTV is greater than
75%.
 
	  
 	  
 	  
 
	 Mortgage Insurance
 	  
 	  Standard mortgage insurance required.
 
	  
 	  
 	  
 
	  Maximum LTVs and Credit Scores:
 	  
 	  
 
	  
 	  • Owner Occupied:
 	  
 	  1-unit: PMM & R/T Refi to 90% LTV with a credit score of 700; 75% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  1-unit: COR to 70% with a credit score of 700; 65% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  2-unit: PMM & R/T Refi to 85% LTV with a credit score of 700; 70% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	 2-unit: COR to 65% with a credit score of 700; 60% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  • 2nd Homes
 	  
 	  
 
	  
 	  
 	  1-unit only; PMM & R/T Refi to 80% with a credit score of 720; 75% with a credit score of 700; 70% with a credit score of 680; COR to 70% with a credit score of 700; 65%
with a credit score of 680.
 

  Master Agreement MA02373.2
 VAR 1 - 3
 Amendment 26







	  Secondary Financing
 	  
 	  No Subordinate financing allowed on new loan.
 
	  
 	  
 	  
 
	  Credit Report
 	  
 	  Three In-file merged credit report.
 
	  
 	  
 	  
 
	 Qualifying Debt Ratios:
 	  
 	  Ratios are not considered.
 
	  
 	  
 	  
 
	  Reserves:
 	  
 	  No assets are verified; reserves are not required.
 
	  
 	  
 	  
 
	  Credit Criteria:
 	  
 	  
 
	  
 	  Trade Lines
 	  
 	  Three (3) rated trades
 
	  
 	  Credit History
 	  
 	  24 Months
 
	  
 	  Credit Explanations
 	  
 	  Not stated
 
	  
 	 Mortgage/Revolving/
 	  
 	  No Foreclosures.
 
	  
 	  Installment
 	  
 	  No Bankruptcies.
 
	  
 	  
 	  No 30-day lates on any mortgages in the past 24 months.
 
	  
 	  
 	  
 
	  Credit Report Letter of Explanation
 	  
 	  Not required as this product is credit score driven.
 
	  
 	  
 	  
 
	  Sale Proceeds
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the downpayment.
 
	  
 	  
 	  
 
	  Down Payment:
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the downpayment.
 
	  
 	  
 	  
 
	 Liquid assets (checking, savings, CD’s, money market funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the downpayment.
 
	  
 	  
 	  
 
	  Non-depository assets (stocks, bonds, retirement funds, trust funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the downpayment.
 
	  
 	  
 	  
 
	  Seller contributions
 	  
 	  Per Fannie Guides.
 
	  
 	  
 	  
 
	  Gift Funds
 	  
 	  No gifts allowed.
 
	  
 	  
 	  
 
	 Verification of mortgage or rental history
 	  
 	  Required if mortgage history not on credit report. Rental history verification not required.
 
	  
 	  
 	  
 
	  Salaried/Wage Earner Employment Verification
 	  
 	  No verification. Stated income/employment only.
 
	  
 	  
 	  
 
	  Self-Employed Income/Employment Verification
 	  
 	  No verification. Stated income only. No 4506 required.
 
	  
 	  
 	  
 
	  Self-employed Profit & Loss/Balance Sheet
 	  
 	  Income verification is not required. No 4506 required.
 
	  
 	  
 	  
 
	  Other Income: Retirement, SS, alimony, child support, etc.
 	  
 	  No verification. Stated income only.
 
					

 

	   
 	   
 	  No Income
 No Ratios / No Asset Verification
 
	   
 	   
 	   
 
	  Salary or hourly wage earnings and overtime and bonus income
 	  
 	  No verification. Stated income only. 
 
	  
 	  
 	  
 
	  Commission income and independent contractor
 	  
 	  No verification. Stated income only. 
 

  Master Agreement MA02373.2
 VAR 1 - 4

Amendment 26






   February 2003 First Deal 15-Year FRM without SMC
 Bulk Mortgage Delivery Addendum
  Maximum Volume: $4,700,000
  Lender shall deliver the Mortgages described in the Profile Summary Schedule “A-1” unless the Mortgage doesn’t meet
Lender’s Underwriting Guidelines or it pays off, becomes delinquent, falls out for similar acceptable reasons prior to the delivery date. Lender represents and warrants that the Mortgages are as described in Profile Summary set forth in
Schedule “A-1” and as identified on Schedule “B-1”. The term “CLTV” used in Schedule “A-1” and this Contract is the “Current Loan-to-Value Ratio”. “Current Loan-to-Value Ratio” is the
loan-to-value ratio based upon the issue date principal balance of each Mortgage and the original appraised value of the property securing each such Mortgage.
 Master Agreement
MA02373.2
 VAR 1 - 5
 Amendment 26






   February 2003 First Deal 15 Year FRM without SMC
 Schedule A-1
 Portfolio Summary
 15-year Fixed-Rate

	  Count
 	  :
 	  
 	  34
 	  
 
	  Volume
 	  :
 	  $
 	  4,738,285
 	  
 
	  WAC
 	  :
 	  
 	  5.7
 	  
 
	  WA OLTV
 	  :
 	  
 	  61.8
 	  
 
	 WA CLTV
 	  :
 	  
 	  61.8
 	  
 
	  WA State RTerm
 	  :
 	  
 	  179
 	  
 
	  WA Calc RTerm
 	  :
 	  
 	  0
 	  
 
	  WA Seas
 	  :
 	  
 	  2
 	  
 
	  Pct Full/Alt Doc
 	  :
 	  
 	  0.0
 	  %
 
	 Pct Low/No Doc
 	  :
 	  
 	  100
 	  %
 

  Master Agreement MA02373.2
 VAR 1 - 6
 Amendment 26






   February 2003 15 Year FRM
 Schedule B-1
 Lender Loan Numbers without SMC

	  1001058310
 
	  1001003654
 
	  1001104296
 
	  1001128998
 
	  1001075413
 
	  1001095304
 
	  1001085446
 
	  1001186749
 
	  1001140282
 
	  1001142049
 
	  1001142023
 
	  1001139169
 
	 1001163540
 
	  1001137023
 
	  1001135332
 
	  1001141454
 
	  1001121548
 
	  1001121282
 
	  1001108024
 
	  1001098589
 
	  1001094380
 
	  1001178480
 
	  1001176120
 
	  1001070927
 
	  1001091022
 
	  1001152527
 
	  1001152584
 
	  1001152550
 
	  1001159555
 
	  1001148822
 
	 1001148913
 
	  1001165263
 
	  1001123296
 
	  1001144755
 

  Master Agreement MA02373.2
 VAR 1 - 7
 Amendment
26






   February 2003 First Deal 30-Year FRM with & without SMC
 Bulk Mortgage Delivery Addendum
  Maximum Volume:  $13,900,000
  Lender shall deliver the Mortgages described in the Profile Summary Schedule “A-2” unless the Mortgage doesn’t
meet Lender’s Underwriting Guidelines or it pays off, becomes delinquent, falls out for similar acceptable reasons prior to the delivery date. Lender represents and warrants that the Mortgages are as described in Profile Summary set forth in
Schedule “A-2” and as identified on Schedule “B-2” for loans without SMC and Schedule “B-3” for loans with SMC. The term “CLTV” used in Schedule “A-2” and this Contract is the “Current
Loan-to-Value Ratio”. “Current Loan-to-Value Ratio” is the loan-to-value ratio based upon the issue date principal balance of each Mortgage and the original appraised value of the property securing each such Mortgage.
  Master Agreement MA02373.2
 VAR 1 - 8
 Amendment 26






   February 2003 First Deal 30 Year FRM with & without SMC
 Schedule A-2
 Portfolio Summary
 30-year Fixed-Rate

	  Count
 	  :
 	  
 	  80
 	  
 
	 Volume
 	  :
 	  $
 	  13,971,608
 	  
 
	  WAC
 	  :
 	  
 	  6.3
 	  
 
	  WA OLTV
 	  :
 	  
 	  70.5
 	  
 
	  WA CLTV
 	  :
 	  
 	  70.5
 	  
 
	  WA State RTerm
 	  :
 	  
 	  359
 	  
 
	 WA Calc RTerm
 	  :
 	  
 	  0
 	  
 
	  WA Seas
 	  :
 	  
 	  2
 	  
 
	  Pct Full/Alt Doc
 	  :
 	  
 	  0.00
 	  
 
	  Pct Low/No Doc
 	  :
 	  
 	  100
 	  %
 

  Master Agreement MA02373.2
 VAR 1 - 9
 Amendment 26






   February 2003 30 Year FRM
 Schedule B-2
 Lender Loan Numbers without SMC

	 1001102407
 
	  1001123353
 
	  1001113883
 
	  1001113420
 
	  1001079787
 
	  1001095106
 
	  1000960722
 
	  1000959435
 
	  1000662286
 
	  1001168960
 
	  1001168762
 
	  1001186178
 
	  1001142247
 
	  1001147659
 
	  1001149317
 
	  1001148038
 
	  1001135357
 
	  1001137510
 
	  1001160801
 
	 1001160769
 
	  1001163953
 
	  1001164563
 
	  1001146206
 
	  1001145299
 
	  1001139425
 
	  1001128535
 
	  1001146966
 
	  1001110996
 
	  1001114089
 
	  1001094398
 
	  1001094992
 
	  1000965754
 
	  1001061355
 
	  1001068996
 
	  1001066552
 
	  1001044336
 
	  1000929313
 
	  1001178134
 
	 1001188471
 
	  1001184538
 

  Master Agreement MA02373.2
 VAR 1 - 10
 Amendment
26







	  1001100187
 
	  1001100294
 
	  1001103082
 
	  1001114204
 
	  1001115540
 
	  1001108701
 
	  1001107679
 
	  1001087897
 
	  1001152808
 
	  1001152998
 
	  1001149549
 
	  1001166014
 
	  1001167277
 
	  1001128782
 
	  1001126166
 
	 1001128006
 
	  1001130531
 
	  1001130861
 
	  1001130788
 
	  1001120722
 
	  1001119872
 
	  1001125622
 
	  1001143070
 
	  1001144789
 
	  1001133840
 
	  1001138138
 
	  1001136488
 
	  1001137114
 

  Master Agreement MA02373.2
 VAR 1 - 11
 Amendment
26






   February 2003 30 year FRM
 Schedule B-3
 Lender Loan Numbers with SMC

	  1001100096
 
	  1001147352
 
	 1001131646
 
	  1001159951
 
	  1001127321
 
	  1001085800
 
	  1001108362
 
	  1001178399
 
	  1000982122
 
	  1001084803
 
	  1001156494
 
	  1001141546
 

  Master Agreement MA02373.2
 VAR 1 - 12
 Amendment
26






   Contract No. A06302.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4 
 
	  
 	  Crescent Mortgage Services 
 	  23227-000-4 
 
	  
 	 Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	  24837-000-9
 
	  
 	  
 	  24837-002-5
 
	  
 	  
 	  
 
	  Eligible Products:
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  $175,400,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  February 1, 2003 – February 1, 2003
 
	  
 	  
 
	 Servicing Option:
 	  Special
 
	  
 	  
 
	  Mortgage Type:
 	  Conventional
 
	  
 	  
 
	  Remittance Cycle:
 	  Standard
 
	  
 	  
 
	  Seasoning Requirements:
 	  Current
 
	  
 	  
 
	  Special Feature Codes:
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable
attachments.
 
				

  Additional Terms:
See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 Pool contract price adjustment is waived.
 Crescent Credit Plus
Fixed-Rate Mortgage Product.
See Schedule “A” August 2002 for eligible loans, which is attached to the Bulk Alt A Product - FRM Variance. Lender represents and warrants that all such Mortgages meet standard Fannie Mae guidelines or the
Alt-A guidelines incorporated in this Master Agreement.
 Pool Purchase Contract No. A06302.2
 FRM - 1
 Amendment 26






   Contract No. A06302.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  February 1, 2003 – February 1, 2003
 
	  
 	  
 
	  Guaranty Fee:
 	  41.00 Basis Points
 
	  
 	  
 
	  Buyup/Buydown Grid:
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

 Pool Purchase Contract No. A06302.2
 FRM - 2
 Amendment 26






   Contract No. A06724.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	  24837-000-9
 
	  
 	  
 	  24837-002-5
 
	  
 	  
 	  
 
	  Eligible Products:
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 
	 Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  $26,200,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  February 1, 2003 – February 1, 2003
 
	  
 	  
 
	  Servicing Option:
 	  Special
 
	  
 	  
 
	  Mortgage Type:
 	  Conventional
 
	  
 	  
 
	  Remittance Cycle:
 	  Standard
 
	  
 	  
 
	  Seasoning Requirements:
 	  Current
 
	  
 	  
 
	 Special Feature Codes:
 	  Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable attachments.
 

  Additional Terms:
See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 Pool contract price adjustment is waived.
 Lender is allowed a maximum buyup to 22.50 basis points with the
expectation that Lender will manage deliveries to a weighted average buyup of 16.00 basis points.
  Pool Purchase Contract No. A06724.2
FRM - 1
 Amendment 26






   Contract No. A06724.2
  MBS Pricing Confirmation for Crescent Bank and Trust Company

 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools 
 formed under this Contract:
 	  
 	  February 1, 2003 - February 1, 2003
 
	  
 	  
 	  
 
	 Guaranty Fee:
 	  
 	  26.00 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (see additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  Pool Purchase Contract No. A06724.2
 FRM - 2
 Amendment 26






   Contract No. A06743.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT 
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	 24837-000-9
 
	  
 	  
 	  24837-002-5
 

 

	  Eligible products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Maximum Amount of Pool Purchase 
 Transactions for Delivery during First 
 Delivery Term:
 	  
 	  $34,600,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools 
 formed under this Contract:
 	  
 	  February 1, 2003 – February 1, 2003
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	 Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable
attachments.
 

 

	  Additional Terms:
 
	  See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 Pool contract price adjustment is waived.
 Lender is allowed a maximum buyup to 22.50 basis
points with the expectation that Lender will manage deliveries to a weighted average buyup of 16.00 basis points.
 Radian Secondary Market Coverage required. Crescent Credit Plus Fixed-Rate Mortgage Product > 80% LTV.
 See Schedule
“A” August 2002 for eligible loans, which is attached to the Bulk Alt A Product - FRM Variance. Lender represents and warrants that all such Mortgages meet standard Fannie Mae guidelines or the Alt-A guidelines incorporated in this Master
Agreement.
 

 Pool Purchase Contract No. A06743.2
 FRM - 1
 Amendment 26






   Contract No. A06743.2
  MBS Pricing Confirmation for Crescent Bank and Trust Company

 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools 
 formed under this Contract:
 	  
 	  February 1, 2003 – February 1, 2003
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  35.00 Basis Points
 
	  
 	  
 	  
 
	 Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  Pool Purchase Contract No. A06743.2
 FRM - 2
 Amendment 26






   [LETTERHEAD OF FANNIEMAE]
  February 19, 2003
  Mr. Michael P. Leddy 

Executive Vice President (Crescent Mortgage)
 Crescent Bank and Trust Company
 South Terraces, Suite 285
 115 Perimeter Center Place
 Atlanta, GA 30346

	  Subject
 	  Master Agreement No:
 	  MA02373.2
 
	  
 	  Master Agreement Amendment No.:
 	  Amendment 27
 
	  
 	  Lender No.:
 	  23227-000-4
 

  Dear Mr. Leddy:
  By execution of this
Letter Agreement, Fannie Mae (“Fannie Mae”) and Crescent Bank and Trust Company (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 binder as described below. Capitalized terms used but
not defined in this Letter Agreement shall have the meanings set forth in the Master Agreement.
 For your convenience, we have summarized the amended terms and conditions below. However, the summary
set forth below is for reference purposes only. The Lender and Fannie Mae shall rely solely on the attached amended pages for a complete description of the amended terms and conditions.
  The
amended terms and conditions:

	  •
 	  Modified Variances – Replace page VAR 1 – 1 through 12 (dated 2/11/2003) with pages VAR 1 – 1 through 8 (dated 2/19/2003) under the Variance
Tab.
 
	  
 	  
 
	  •
 	  Modified Pool Purchase Contracts –
 
	  
 	  1.
 	  Replace Pool Purchase Contract No. A06302, pages FRM – 1 through 2 (dated 2/11/2003) with pages FRM - 1 through 2 (dated 2/19/2003) under the Fixed-Rate Tab.


	  
 	  2.
 	  Replace Pool Purchase Contract No. A06724, page FRM – 1 (dated 2/11/2003) with page FRM - 1 (dated 2/19/2003) under the Fixed-Rate Tab.
 
	  
 	  3.
 	  Replace Pool Purchase Contract No. A06743, pages FRM – 1 through 2 (dated 2/11/2003) with pages FRM - 1 through 2 (dated 2/19/2003) under the Fixed-Rate Tab.



 Master Agreement MA02373.2
 LE - 1
 Amendment 27






   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 execution of this Letter Agreement by the Lender. The Lender shall return a duly-executed duplicate original of this Letter Agreement to Diane Stokes at 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 of this Letter Agreement from the Lender within ten business days, Fannie
Mae may, at its option, declare this Letter Agreement null and void.
  Sincerely,
  FANNIE MAE

	  By:
 	  /s/ DAVID A. BOWLES
 	  
 
	  
 	 
 	  
 
	  
 	  David A. Bowles
 Customer Account Manager
 	  
 
	  
 	  
 	  
 
	 Agreed, acknowledged and accepted.
 	  
 
	  
 	  
 
	  CRESCENT BANK AND TRUST COMPANY
 	  
 
	  
 	   
 	  
 
	  By:
 	  /s/ PARTHIV J. DAVE
 	  
 
	  
 	 
 	  
 
	  Name: 
 	  PARTHIV J. DAVE
 	  
 
	  Title: 
 	  V.P.
 	  
 
	  Date: 
 	  2-21-03
 	  
 
						

 Master Agreement MA02373.2
 LE - 2
 Amendment 27







	  VAR 1 
 	  Bulk ALT A Product
 
	  
 	  
 
	  1.
 	  Lender may sell to Fannie Mae a loan package containing mortgages (“Mortgages”) that may have been originated with certain variances to Fannie Mae’s
underwriting and documentation requirements described as one of the following Alt A products:
 
	  
 	  
 
	  
 	  (a)
 	  “Stated Income,” (SFC “442”) which is defined as: the borrower reports income on the Uniform Residential Loan Application (Form 1003) and a
verbal Verification of Employment may be obtained. Lender is not required to verify the reported income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	  (b)
 	  “No Ratio,” (SFC “443”) which is defined as: the borrower does not report income on the Uniform Residential Loan Application (Form 1003), so
therefore no debt-to-income, ratios are calculated. Lender is not required to verify the borrower’s income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	 (c)
 	  “No Income/No Asset” (‘NINA’) (SFC “444”) which is defined as: the borrower does not report either income or assets on the Uniform
Residential Loan Application (Form 1003). Lender is not required to verify the borrower’s income or assets.
 
	  
 	  
 	  
 
	  
 	  (d)
 	  “Full/Alternative Documentation (SFC “512”) which is defined as: the borrower reports income and assets on the Uniform Residential Loan Application
(Form 1003) and Lender must verify reported income and assets.
 
	  
 	  
 
	  
 	  Lender must document the Mortgage file with a statement describing the Mortgage either as a Stated Income, a No Ratio, a NINA, or a Full/Alternative Documentation
Alt A product.
 
	  
 	  
 	  
 
	  2.
 	  Lender must provide the borrower’s FICO credit score at delivery of each Mortgage under this Variance.
 
	  
 	  
 	  
 
	 3.
 	  Eligible products include fixed-rate, first-lien, fully amortizing mortgages.
 
	  
 	  
 	  
 
	  4.
 	  Lender’s underwriting guidelines for origination of Stated Income, No Ratio, or NINA Alt A products are described in Attachment 1 (“Lender’s
Underwriting Guidelines”). Notwithstanding any contrary provisions contained in Lender’s Underwriting Guidelines, the only Mortgages eligible for delivery to Fannie Mae are those Mortgages that are originated in accordance with
Lender’s guidelines for Stated Income, No Ratio, or NINA Alt A products described in Lender’s Underwriting Guidelines and meet Fannie Mae’s general eligibility criteria, as modified by the applicable provisions of Attachment 1.
Fannie Mae reserves the right to review all mortgages offered for sale by Lender, and although certain mortgages may meet Underwriting Guidelines, Fannie Mae is not obligated to buy all of such mortgages.
 
	  
 	  
 	  
 
	  5.
 	  Lender represents and warrants that all information concerning the Mortgages submitted by Lender to Fannie Mae in electronic format or otherwise is true, accurate,
and complete. Notwithstanding the accuracy of the information submitted by Lender, Lender represents and warrants that all Mortgages comply with Lender’s Underwriting Guidelines. Lender acknowledges that that Fannie Mae does not waive any of
such representations and warranties of Lender by offering to buy or accepting delivery of any Mortgages. A breach of any of Fannie
 
				

 Master Agreement MA02373.2
 VAR 1 - 1
 Amendment 27







	  
 	  Mae’s underwriting criteria or any modification thereof, as described herein, shall be deemed to be a breach of warranty by Lender, as provided in the Selling
Guide.
 
	  
 	  
 
	  6.
 	  All Stated Income, No Ratio, or NINA Mortgages must be delivered to Fannie Mae under Pool Purchase Contract A06302, A06743, and A06724
(fixed-rate Mortgages). FOR CASH: under Fannie Mae’s Negotiated Transactions for cash purchase.
 
	  
 	  
 
	  7.
 	  With respect to all Mortgages sold and delivered to Fannie Mae pursuant to this Variance:
 
	  
 	  
 
	  
 	  (a)
 	  Lender represents and warrants that the Mortgages comply with all applicable representations and warranties as set forth in the Selling Guide, and Lender makes all selling
warranties with respect to the Mortgages, except as otherwise expressly provided in this Variance.
 
	  
 	  
 	  
 
	  
 	 (b)
 	  Lender acknowledges that the terms and conditions on which Fannie Mae has agreed to acquire the Mortgages assume that pool or primary mortgage insurance is obtainable for the
Mortgages after delivery of the Mortgages to Fannie Mae. Lender represents and warrants that none of the Mortgages has been originated or serviced with fraud, misrepresentation, or negligence, or with any act that is dishonest, criminal, or
knowingly wrongful, that would (1) cause a mortgage insurer to decline to insure a Mortgage, or (2) entitle a mortgage insurer to deny a claim pursuant to a mortgage insurance policy exclusion to coverage encompassing fraud, misrepresentation,
negligence, or dishonest, criminal, or knowingly wrongful acts in origination or servicing.
 
	  
 	  
 	  
 
	  
 	  (c)
 	  These representations and warranties survive purchase of and payment for the Mortgage, apply to each Mortgage, and inure to the benefit of Fannie Mae, its successors and
assigns.
 
	  
 	  
 	  
 
	  8.
 	  Fannie Mae and Lender agree that multiple bulk mortgage deliveries may be made under this Variance. With respect to each such delivery, a Bulk Mortgage Delivery
Addendum containing specific information with respect to the corresponding Mortgages being delivered will be completed and added to this Variance, and shall become a part of this Variance and this Master Agreement for all purposes.
 

 Master Agreement MA02373.2
 VAR 1 - 2
 Amendment 27






   Attachment 1
  Lender’s Underwriting Guidelines Approved by Fannie
Mae
  Mortgages may contain only the following variances to Fannie Mae’s underwriting and documentation guidelines:
 Crescent Mortgage’s Credit Plus
Program
No Income – No Ratios/No Asset Verifications

	   
 	   
 	  No Income
 No Ratios / No Asset Verification
 
	   
 	   
 	   
 
	  Program Type
 	  
 	  PMM, R/T Refi, COR
 
	  
 	  
 	  
 
	  Product Type
 	  
 	  FRM only
 
	  
 	  
 	  
 
	  Amortization Terms
 	  
 	  15- and 30- year
 
	  
 	  
 	  
 
	 Eligible Units
 	  
 	  1-2 unit properties
 
	  
 	  
 	  
 
	  Eligible Properties
 	  
 	  Fee Simple; 1-2 unit attached and detached properties. Condominiums are also eligible. NO mobile homes or manufactured housing units. Also, no excess acreage – value not to
exceed 33% of total.
 
	  
 	  
 	  
 
	  Geographic Limitations
 	  
 	  None.
 
	  
 	  
 	  
 
	  Occupancy Status
 	  
 	  Owner Occupied and 2nd Homes
 
	  
 	  
 	  
 
	  Borrower Eligibility
 	  
 	  Designed for the borrower who has income and assets, but does not want to deal will all regular documentation requirements, and for borrowers who are changing jobs, between
jobs, relocating, retiring, or have recently become self-employed. All borrowers must meet credit score requirements. No loans to builders or developers.
 
	  
 	  
 	  
 
	 Appraisal
 	  
 	  New full Uniformed Residential Appraisal Report required for all loan types. Plus, a review appraisal if the transaction is a refinance and the LTV is greater than
75%.
 
	  
 	  
 	  
 
	  Mortgage Insurance
 	  
 	  Standard mortgage insurance required.
 
	  
 	  
 	  
 
	  Maximum LTVs and Credit Scores:
 	  
 	  
 
	  
 	  • Owner Occupied:
 	  
 	  1-unit: PMM & R/T Refi to 90% LTV with a credit score of 700; 75% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  1-unit: COR to 70% with a credit score of 700; 65% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	 2-unit: PMM & R/T Refi to 85% LTV with a credit score of 700; 70% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  2-unit: COR to 65% with a credit score of 700; 60% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  • 2nd Homes
 	  
 	  1-unit only; PMM & R/T Refi to 80% with a credit score of 720; 75% with a credit score of 700; 70% with a credit score of 680; COR to 70% with a credit score of 700; 65%
with a credit score of 680.
 
	  
 	  
 	  
 
	  Secondary Financing
 	  
 	  No Subordinate financing allowed on new loan.
 
	  
 	  
 	  
 
	 Credit Report
 	  
 	  Three In-file merged credit report.
 
	  
 	  
 	  
 
	  Qualifying Debt Ratios:
 	  
 	  Ratios are not considered.
 

  Master Agreement MA02373.2
 VAR 1 - 3
 Amendment
27







	  Reserves:
 	  
 	  No assets are verified; reserves are not required.
 
	  
 	  
 	  
 
	  Credit Criteria:
 	  
 	  
 
	  
 	  Trade lines
 	  
 	  Three (3) rated trades
 
	  
 	  Credit History
 	  
 	  24 months
 
	  
 	 Credit Explanations
 	  
 	  Not stated
 
	  
 	  Mortgage/Revolving/
 	  
 	  No Foreclosures.
 
	  
 	  Installment
 	  
 	  No Bankruptcies.
 
	  
 	  
 	  No 30-day lates on any mortgages in the past 24 months.
 
	  
 	  
 	  
 
	  Credit Report Letter of Explanation
 	  
 	  Not required as this product is credit score driven.
 
	  
 	  
 	  
 
	  Sale Proceeds
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the downpayment.
 
	  
 	  
 	  
 
	 Down Payment:
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the downpayment.
 
	  
 	  
 	  
 
	  Liquid assets (checking, savings, CD’s, money market funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the downpayment.
 
	  
 	  
 	  
 
	  Non-depository assets (stocks, bonds, retirement funds, trust funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the downpayment.
 
	  
 	  
 	  
 
	  Seller contributions
 	  
 	  Per Fannie Guides.
 
	  
 	  
 	  
 
	 Gift Funds
 	  
 	  No gifts allowed.
 
	  
 	  
 	  
 
	  Verification of mortgage or rental history
 	  
 	  Required if mortgage history not on credit report. Rental history verification not required.
 
	  
 	  
 	  
 
	  Salaried/Wage Earner Employment Verification
 	  
 	  No verification. Stated income/employment only.
 
	  
 	  
 	  
 
	  Self-Employed Income/Employment Verification
 	  
 	  No verification. Stated income only. No 4506 required.
 
	  
 	  
 	  
 
	 Self-employed Profit & Loss/Balance Sheet
 	  
 	  Income verification is not required. No 4506 required.
 
	  
 	  
 	  
 
	  Other Income: Retirement, SS, alimony, child support, etc.
 	  
 	  No verification. Stated income only.
 
					

 

	   
 	   
 	  No Income 
 No Ratios / No Asset Verification
 
	  
 	  
 	   
 
	  Salary or hourly wage earnings and overtime and bonus income
 	  
 	  No verification. Stated income only.
 
	  Commission income and independent contractor
 	  
 	  No verification. Stated income only.
 

 Master Agreement MA02373.2
 VAR 1 - 4

Amendment 27






   February 2003 Second Deal 15-and 30 Year FRM with and without SMC
 Bulk Mortgage Delivery Addendum
  Maximum Volume: $8,287,366
  Lender shall deliver the Mortgages described in the Profile Summary Schedule “A” unless the Mortgage doesn’t meet Lender’s
Underwriting Guidelines or it pays off, becomes delinquent, falls out for similar acceptable reasons prior to the delivery date. Lender represents and warrants that the Mortgages are as described in Profile Summary set forth in Schedule
“A” and as identified on Schedule “B”. The term “CLTV” used in Schedule “A” and this Contract is the “Current Loan-to-Value Ratio”. “Current Loan-to-Value Ratio” is the loan-to-value ratio
based upon the issue date principal balance of each Mortgage and the original appraised value of the property securing each such Mortgage.
  Master Agreement MA02373.2
 VAR 1 -
5
 Amendment 27






   February 2003 Second Deal 15- and 30-Year FRM with and without SMC
 Schedule A
 Portfolio Summary
 15- and 30-year Fixed-Rate

	  Count
 	  :
 	   
 	  49
 	   
 
	  Volume
 	  :
 	  $
 	  8,287,366.00
 	  
 
	 WAC
 	  :
 	  
 	  6.1
 	  
 
	  WA OLTV
 	  :
 	  
 	  70.0
 	  
 
	  WA CLTV
 	  :
 	  
 	  70.0
 	  
 
	  WA MTMLTV
 	  :
 	  
 	  70.0
 	  
 
	  WA State RTerm
 	  :
 	  
 	  309
 	  
 
	 WA Calc RTerm
 	  :
 	  
 	  0
 	  
 
	  WA Seas
 	  :
 	  
 	  1
 	  
 
	  Pct Full/Alt Doc
 	  :
 	  
 	  0.00
 	  %
 
	  Pct Low/No Doc
 	  :
 	  
 	  100.00
 	  %
 

  Master Agreement MA02373.2
 VAR 1 - 6
 Amendment
27






   February 2003 Second Deal 15- and 30-Year FRM with and without SMC
 Schedule B
 Lender Loan Numbers
 15-year Non SMC

	  1001142478
 
	  1001195351
 
	  1001162344
 
	  1001182862
 
	  1001171907
 
	  1001177680
 
	  1001205044
 
	  1001209731
 
	  1000950509
 
	  1001207875
 
	  1001205317
 
	  1001205283
 
	  1001152147
 
	  1001145109
 
	  1001156411
 
	  1001161148
 
	   
 
	 30-year SMC
 
	   
 
	  1001127453
 
	  1001160843
 
	  1001177052
 
	  1001084266
 
	  1001198926
 
	  1001169927
 
	  1001153053
 

  Master Agreement MA02373.2
 VAR 1 - 7
 Amendment
27







	  30-year Non SMC
 
	   
 
	  1001159530
 
	  1001086253
 
	  1000750552
 
	  1001198835
 
	  1001198728
 
	  1001190014
 
	 1001157088
 
	  1001158698
 
	  1001147980
 
	  1001184264
 
	  1001203726
 
	  1001204278
 
	  1001213592
 
	  1001083185
 
	  1001115474
 
	  1001175155
 
	  1001188414
 
	  1001182664
 
	  1001181732
 
	  1001148772
 
	  1001151305
 
	  1001147493
 
	  1001147196
 
	  1001146578
 
	  1001165750
 
	 1001157906
 

  Master Agreement MA02373.2
 VAR 1 - 8
 Amendment
27






   Contract No. A06302.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	  24837-000-9
 
	  
 	  
 	  24837-002-5
 

 

	  Eligible Products:
 	  
 	  30 year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	 Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $180,400,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for
 	  
 	  February 1, 2003 - February 1, 2003
 
	  Pools formed under this Contract:
 	  
 	  
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	 Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable
attachments.
 

  Additional Terms:
See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 Pool contract price adjustment is waived.

Crescent Credit Plus Fixed-Rate Mortgage Product.
 See Schedule “A” August 2002 for eligible loans, which is attached to the Bulk Alt A Product - FRM Variance. Lender represents and warrants that all such Mortgages meet standard Fannie
Mae guidelines or the Alt-A guidelines incorporated in this Master Agreement.
  Pool Purchase Contract No. A06302.2
 FRM - 1
 Amendment 27






   Contract No. A06302.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	 Eligible Products:
 	  
 	  30 year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Dates for Pools 
 formed under this Contract:
 	  
 	  February 1, 2003 - February 1, 2003
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  41.50 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  Pool Purchase Contract No. A06302.2
 FRM - 2
 Amendment 27






   Contract No. A06724.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
 MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	  24837-000-9
 
	  
 	  
 	  24837-002-5
 

 

	  Eligible Products:
 	  
 	  10, 15 year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Maximum Amount of Pool Purchase 
 Transactions for Delivery during 
 First Delivery Term:
 	  
 	  $28,200,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	 Earliest and Latest Issue Dates for 
 Pools formed under this Contract:
 	  
 	  February 1, 2003 - February 1, 2003
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	 Special Feature Codes:
 	  
 	  Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable attachments.
 

  Additional Terms:
See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 Pool contract price adjustment is waived.
 Lender is allowed a maximum buyup to 22.50 basis points with the
expectation that Lender will manage deliveries to a weighted average buyup of 16.00 basis points.
  Pool Purchase Contract No. A06724.2
 FRM - 1
 Amendment 27






   Contract No. A06743.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	 24837-000-9
 
	  
 	  
 	  24837-002-5
 

 

	  Eligible Products:
 	  
 	  30 year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Maximum Amount of Pool Purchase 
 Transactions for Delivery during 
 First Delivery Term:
 	  
 	  $36,100,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for 
 Pools formed under this Contract:
 	  
 	  February 1, 2003 - February 1, 2003
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	 Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable
attachments.
 

  Additional Terms:
See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 Pool contract price adjustment is waived.
 Lender
is allowed a maximum buyup to 22.50 basis points with the expectation that Lender will manage deliveries to a weighted average buyup of 16.00 basis points.
 Radian Secondary Market Coverage required. Crescent Credit Plus Fixed-Rate Mortgage
Product > 80% LTV.
 See Schedule “A” August 2002 for eligible loans, which is attached to the Bulk Alt A Product - FRM Variance. Lender represents and warrants that all such Mortgages meet standard Fannie Mae guidelines or the Alt-A
guidelines incorporated in this Master Agreement.
 Pool Purchase Contract No. A06743.2
 FRM - 1
 Amendment 27






   Contract No. A06743.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  30 - year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Dates for Pools 
 formed under this Contract:
 	  
 	  February 1, 2003 - February 1, 2003
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  35.50 Basis Points
 
	  
 	  
 	  
 
	 Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  Pool Purchase Contract No. A06743.2
 FRM - 2
 Amendment 27






   [LETTERHEAD OF FANNIEMAE]
  March 7, 2003
  Mr. Michael P. Leddy

Executive Vice President (Crescent Mortgage)
 Crescent Bank and Trust Company
 South Terraces, Suite 285 115 Perimeter Center Place
 Atlanta, GA 30346

	  Subject
 	  Master Agreement No:
 	  MA02373.2
 
	  
 	  Master Agreement Amendment No.:
 	  Amendment 28
 
	  
 	  Lender No.:
 	  23227-000-4
 

  Dear Mr. Leddy:
  By execution of this
Letter Agreement, Fannie Mae (“Fannie Mae”) and Crescent Bank and Trust Company (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 binder as described below. Capitalized terms used but
not defined in this Letter Agreement shall have the meanings set forth in the Master Agreement. 
 For your convenience, we have summarized the amended terms and conditions below. However, the
summary set forth below is for reference purposes only. The Lender and Fannie Mae shall rely solely on the attached amended pages for a complete description of the amended terms and conditions.
  The amended terms and conditions:

	  •
 	  Modified Master Conversion – Replace page MA – 4 (dated 2/5/2002) with page MA – 4 (dated 3/7/2003).
 
	  
 	  
 
	  •
 	  Modified Variance – Replace pages VAR 1 – 1 through VAR 1 – 8 (dated 2/19/2003) with pages VAR 1 – 1 through VAR 1 – 8 (dated 3/7/2003) behind the
Variances tab.
 
	  
 	  
 
	  •
 	  Modified Pool Purchase Contracts A06302 and A06743 – Replace pages FRM – 1 and FRM - 2 (dated 2/19/2003) with pages FRM – 1 and FRM – 2 (dated 3/7/2003)
behind the Fixed-Rate tab.
 

  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 execution of this Letter Agreement by the Lender. The Lender shall return a duly-executed duplicate original of this Letter Agreement to Diane Stokes at
Fannie Mae within ten business days of the date this Letter Agreement is executed by Fannie Mae. If Fannie Mae does not
 Master Agreement MA02373.2
 LE - 1
 Amendment
28






   receive an executed duplicate original of this Letter Agreement from the Lender within ten business days, Fannie Mae may, at its option, declare this Letter Agreement null and
void.
  Sincerely,
  FANNIE MAE

	  By:
 	  /s/ MAC SMITH FOR DAVID BOWLES
 	  
 
	  
 	 
 	  
 
	  
 	  David A. Bowles
 	  
 
	  
 	  Customer Account Manager
 	  
 
	  
 	   
 	  
 
	  Agreed, acknowledged and accepted.
 	  
 
	  
 	  
 
	 CRESCENT BANK AND TRUST COMPANY
 	  
 
	  
 	   
 	  
 
	  By:
 	  /s/PARTHIV J. DAVE
 	  
 
	  
 	 
 	  
 
	  Name:
 	  PARTHIV J. DAVE
 	  
 
	  Title:
 	  V.P.
 	  
 
	  Date:
 	  3-10-03
 	  
 
				

  Master Agreement MA02373.2
 LE - 2
 Amendment 28






   MASTER AGREEMENT
 Master Conversion for Crescent Bank and Trust Company

MA02373.2-05
  Upon entering into this Master Conversion, Lender is obligated to sell to Fannie Mae, and Fannie Mae is obligated to buy from Lender, Mortgages in the aggregate unpaid principal
amount of the Mandatory Delivery Amount stated below under any of the following programs: Fannie Mae’s MBS program, Negotiated Cash Transactions or Standard Cash Transactions. Mortgages must be sold during the period commencing with the
Effective Date set forth below and ending with the Expiration Date set forth below (the “Conversion Period”) and must meet all requirements set forth in the Master Agreement, as well as those set forth in the applicable MBS Contracts (as
described below). There must be a valid MBS Pricing Confirmation for each MBS Contract below prior to Lender’s sale of any Mortgages under such MBS Contract.
  Lender shall be deemed to have
accepted the terms of this Master Conversion and all applicable MBS Pricing Confirmations either (i) upon execution of the Master Agreement or Master Agreement amendment to which this Master Conversion is attached, or (ii) if this Master Conversion
is not attached to a Master Agreement amendment, then upon delivery of any Mortgages under the MBS Contracts during the current Conversion Period.

	  Master Agreement:
 	  
 	  MA02373.2
 
	  
 	  
 	  
 
	  Mandatory Delivery Amount:
 	  
 	  $224,000,000.00, plus or minus 5%
 
	  
 	  
 	  
 
	 Effective Date:
 	  
 	  January 1, 2003
 
	  
 	  
 	  
 
	  Expiration Date:
 	  
 	  June 30, 2003
 
	  
 	  
 	  
 
	  MBS Contracts:
 	  
 	  A06302, A06304, A06305, A06808, A06809, A06810m
 A06811 and A06743
 

  Master
Agreement MA02373.2
 MA - 4
 Amendment 28







	  VAR 1
 	  Bulk ALT A Product
 
	  
 	  
 
	  1.
 	  Lender may sell to Fannie Mae a loan package containing mortgages (“Mortgages”) that may have been originated with certain variances to Fannie Mae’s
underwriting and documentation requirements described as one of the following Alt A products:
 
	  
 	  
 
	  
 	 (a)
 	  “Stated Income,” (SFC “442”) which is defined as: the borrower reports income on the Uniform Residential Loan Application (Form 1003) and a verbal
Verification of Employment may be obtained. Lender is not required to verify the reported income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	  (b)
 	  “No Ratio,” (SFC “443”) which is defined as: the borrower does not report income on the Uniform Residential Loan Application (Form 1003), so therefore no
debt-to-income ratios are calculated. Lender is not required to verify the borrower’s income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	  (c)
 	  “No Income/No Asset” (‘NINA’) (SFC “444”) which is defined as: the borrower does not report either income or assets on the Uniform Residential Loan
Application (Form 1003). Lender is not required to verify the borrower’s income or assets.
 
	  
 	  
 	  
 
	  
 	  (d)
 	  “Full/Alternative Documentation (SFC “512”) which is defined as: the borrower reports income and assets on the Uniform Residential Loan Application (Form 1003)
and Lender must verify reported income and assets.
 
	  
 	  
 	  
 
	  
 	 Lender must document the Mortgage file with a statement describing the Mortgage either as a Stated Income, a No Ratio, a NINA, or a Full/Alternative Documentation Alt
A product.
 
	  
 	  
 
	  2.
 	  Lender must provide the borrower’s FICO credit score at delivery of each Mortgage under this Variance.
 
	  
 	  
 
	  3.
 	  Eligible products include fixed-rate, first-lien, fully amortizing mortgages.
 
	  
 	  
 
	  4.
 	  Lender’s underwriting guidelines for origination of Stated Income, No Ratio, or NINA Alt A products are described in Attachment 1 (“Lender’s
Underwriting Guidelines”). Notwithstanding any contrary provisions contained in Lender’s Underwriting Guidelines, the only Mortgages eligible for delivery to Fannie Mae are those Mortgages that are originated in accordance with,
Lender’s guidelines for Stated Income, No Ratio, or NINA Alt A products described in Lender’s Underwriting Guidelines and meet Fannie Mae’s general eligibility criteria, as modified by the applicable provisions of Attachment 1.
Fannie Mae reserves the right to review all mortgages offered for sale by Lender, and although certain mortgages may meet Underwriting Guidelines, Fannie Mae is not obligated to buy all of such mortgages.
 
	  
 	  
 
	 5.
 	  Lender represents and warrants that all information concerning the Mortgages submitted by Lender to Fannie Mae in electronic format or otherwise is true, accurate,
and complete. Notwithstanding the accuracy of the information submitted by Lender, Lender represents and warrants that all Mortgages comply with Lender’s Underwriting Guidelines. Lender acknowledges that that Fannie Mae does not waive any of
such representations and warranties of
 

  Master Agreement MA02373.2
 VAR 1 - 1
 Amendment 28







	  
 	  Lender by offering to buy or accepting delivery of any Mortgages. A breach of any of Fannie Mae’s underwriting criteria or any modification thereof, as
described herein, shall be deemed to be a breach of warranty by Lender, as provided in the Selling Guide.
 
	  
 	  
 	  
 
	  6.
 	  All Stated Income, No Ratio, or NINA Mortgages must be delivered to Fannie Mae under Pool Purchase Contract A06302, A06743, and A06724 (fixed-rate Mortgages).
FOR CASH: under Fannie Mae’s Negotiated Transactions for cash purchase.
 
	  
 	  
 	  
 
	  7.
 	  With respect to all Mortgages sold and delivered to Fannie Mae pursuant to this Variance:
 
	  
 	  
 	  
 
	  
 	 (a)
 	  Lender represents and warrants that the Mortgages comply with all applicable representations and warranties as set forth in the Selling Guide, and Lender makes all selling
warranties with respect to the Mortgages, except as otherwise expressly provided in this Variance.
 
	  
 	  
 	  
 
	  
 	  (b)
 	  Lender acknowledges that the terms and conditions on which Fannie Mae has agreed to acquire the Mortgages assume that pool or primary mortgage insurance is obtainable for the
Mortgages after delivery of the Mortgages to Fannie Mae. Lender represents and warrants that none of the Mortgages has been originated or serviced with fraud, misrepresentation, or negligence, or with any act that is dishonest, criminal, or
knowingly wrongful, that would (1) cause a mortgage insurer to decline to insure a Mortgage, or (2) entitle a mortgage insurer to deny a claim pursuant to a mortgage insurance policy exclusion to coverage encompassing fraud, misrepresentation,
negligence, or dishonest, criminal, or knowingly wrongful acts in origination or servicing.
 
	  
 	  
 	  
 
	  
 	  (c)
 	  These representations and warranties survive purchase of and payment for the Mortgage, apply to each Mortgage, and inure to the benefit of Fannie Mae, its successors and
assigns.
 
	  
 	  
 	  
 
	 8.
 	  Fannie Mae and Lender agree that multiple bulk mortgage deliveries may be made under this Variance. With respect to each such delivery, a Bulk Mortgage Delivery
Addendum containing specific information with respect to the corresponding Mortgages being delivered will be completed and added to this Variance, and shall become a part of this Variance and this Master Agreement for all purposes.
 

  Master Agreement MA02373.2
 VAR 1 - 2
 Amendment 28






   Attachment 1
  Lender’s Underwriting Guidelines Approved by Fannie
Mae
  Mortgages may contain only the following variances to Fannie Mae’s underwriting and documentation guidelines:
  Crescent Mortgage’s Credit Plus Program
 No Income – No Ratios/No Asset Verifications

	  
 	   
 	  No Income
 No Ratios / No Asset Verification
 
	  
 	  
 	  
 
	  Program Type
 	  
 	  PMM, R/T Refi, COR 
 
	  
 	  
 	  
 
	 Product Type
 	  
 	  FRM only 
 
	  
 	  
 	  
 
	  Amortization Terms
 	  
 	  15- and 30- year 
 
	  
 	  
 	  
 
	  Eligible Units
 	  
 	  1-2 unit properties 
 
	  
 	  
 	  
 
	  Eligible Properties
 	  
 	  Fee Simple; 1-2 unit attached and detached properties. Condominiums are also eligible. NO mobile homes or manufactured housing units. Also, no excess acreage – value not to
exceed 33% of total.
 
	  
 	  
 	  
 
	  Geographic Limitations
 	  
 	  None 
 
	  
 	  
 	  
 
	 Occupancy Status
 	  
 	  Owner Occupied and 2nd Homes 
 
	  
 	  
 	  
 
	  Borrower Eligibility
 	  
 	  Designed for the borrower who has income and assets, but does not want to deal will all regular documentation requirements, and for borrowers who are changing jobs, between
jobs, relocating, retiring, or have recently become self-employed. All borrowers must meet credit score requirements. No loans to builders or developers. 
 
	  
 	  
 	  
 
	  Appraisal
 	  
 	  New full Uniformed Residential Appraisal Report required for all loan types. Plus, a review appraisal if the transaction is a refinance and the LTV is greater than 75%.

 
	  
 	  
 	  
 
	  Mortgage Insurance
 	  
 	  Standard mortgage insurance required. 
 
	  
 	  
 	  
 
	 Maximum LTVs and Credit Scores:
 	  
 	  
 
	  
 	  • Owner Occupied:
 	  
 	  1-unit: PMM & R/T Refi to 90% LTV with a credit score of 700; 75% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  1-unit: COR to 70% with a credit score of 700; 65% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  2-unit: PMM & R/T Refi to 85% LTV with a credit score of 700; 70% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  2-unit: COR to 65% with a credit score of 700; 60% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	 • 2nd Homes
 	  
 	  
 
	  
 	  
 	  
 	  1-unit only; PMM & R/T Refi to 80% with a credit score of 720; 75% with a credit score of 700; 70% with a credit score of 680; COR to 70% with a credit score of 700; 65%
with a credit score of 680. 
 
	  
 	  
 	  
 
	  Secondary Financing
 	  
 	  No Subordinate financing allowed on new loan. 
 
	  
 	  
 	  
 
	  Credit Report
 	  
 	  Three In-file merged credit report. 
 
	  
 	  
 	  
 
	  Qualifying Debt Ratios:
 	  
 	  Ratios are not considered. 
 

 Master Agreement MA02373.2
 VAR 1 - 3

Amendment 28







	  Reserves:
 	  
 	  No assets are verified; reserves are not required.
 
	  
 	  
 	  
 
	  Credit Criteria:
 	  
 	  
 
	  
 	  Trade Lines
 	  
 	  Three (3) rated trades
 
	  
 	  Credit History
 	  
 	  24 Months
 
	  
 	  Credit Explanations
 	  
 	  Not stated
 
	  
 	  Mortgage/Revolving/
 	  
 	  No Foreclosures.
 
	  
 	 Installment
 	  
 	  No Bankruptcies.
 
	  
 	  
 	  No 30-day lates on any mortgages in the past 24 months.
 
	  
 	  
 	  
 
	  Credit Report Letter of Explanation
 	  
 	  Not required as this product is credit score driven.
 
	  
 	  
 	  
 
	  Sale Proceeds
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	  Down Payment:
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	 Liquid assets (checking, savings, CD’s, money market funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	  Non-depository assets (stocks, bonds, retirement funds, trust funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	  Seller contributions
 	  
 	  Per Fannie Guides.
 
	  
 	  
 	  
 
	  Gift Funds
 	  
 	  No gifts allowed.
 
	  
 	  
 	  
 
	  Verification of mortgage or rental history
 	  
 	  Required if mortgage history not on credit report. Rental history verification not required.
 
	  
 	  
 	  
 
	 Salaried/Wage Earner Employment Verification
 	  
 	  No verification. Stated income/employment only.
 
	  
 	  
 	  
 
	  Self-Employed Income/Employment Verification
 	  
 	  No verification. Stated income only. No 4506 required.
 
	  
 	  
 	  
 
	  Self-employed Profit & Loss/Balance Sheet
 	  
 	  Income verification is not required. No 4506 required.
 
	  
 	  
 	  
 
	  Other Income: Retirement, SS, alimony, child support, etc.
 	  
 	  No verification. Stated income only.
 
					

 

	  
 	   
 	 No Income
 No Ratios / No Asset Verification
 
	  
 	   
 	   
 
	  Salary or hourly wage earnings and overtime and bonus income
 	  
 	  No verification. Stated income only.
 
	  
 	  
 	  
 
	  Commission income and independent contractor
 	  
 	  No verification. Stated income only.
 

  Master Agreement MA02373.2

VAR 1 - 4
 Amendment 28






   March 2003 30-Year FRM Deal with and without SMC
 Bulk Mortgage Delivery Addendum
  Maximum Volume: $8,762,120.00
  Lender shall deliver the Mortgages described in the Profile Summary Schedule “A” unless the Mortgage doesn’t meet Lender’s
Underwriting Guidelines or it pays off, becomes delinquent, falls out for similar acceptable reasons prior to the delivery date. Lender represents and warrants that the Mortgages are as described in Profile Summary set forth in Schedule
“A” and as identified on Schedule “B”. The term “CLTV” used in Schedule “A” and this Contract is the “Current Loan-to-Value Ratio”. “Current Loan-to-Value Ratio” is the loan-to-value ratio
based upon the issue date principal balance of each Mortgage and the original appraised value of the property securing each such Mortgage.
 Master Agreement MA02373.2

VAR 1 - 5
 Amendment 28






   March 2003 30-Year FRM Deal with and without SMC
 Schedule A
 Portfolio Summary
 30-year Fixed-Rate

	  Count
 	  :
 	   
 	  52
 	  
 
	  Volume
 	  :
 	  $
 	  8,762,120.00
 	  
 
	  WAC
 	  :
 	  
 	  6.3
 	  
 
	  WA OLTV
 	  :
 	  
 	  73.1
 	  
 
	 WA CLTV
 	  :
 	  
 	  73.1
 	  
 
	  WA MTMLTV
 	  :
 	  
 	  73.1
 	  
 
	  WA State RTerm
 	  :
 	  
 	  360
 	  
 
	  WA Calc RTerm
 	  :
 	  
 	  0
 	  
 
	  WA Seas
 	  :
 	  
 	  1
 	  
 
	 Pct Full/Alt Doc—: 
 	  :
 	  
 	  0.00
 	  %
 
	  Pct Low/No Doc
 	  :
 	  
 	  100.00
 	  %
 

  Master Agreement MA02373.2
 VAR 1 - 6

Amendment 28






   March 2003 30-Year FRM Deal with and without SMC
 Schedule B
 Lender Loan Numbers

	  SMC:
 
	  1001145091
 
	  1001223872
 
	  1001225182
 
	  1001234796
 
	  1001222247
 
	  1001221256
 
	 1001245529
 
	  1001148731
 
	  1001177573
 
	  1001168697
 
	   
 
	  Non-SMC:
 
	  1001163458
 
	  1001152014
 
	  1001149010
 
	  1001173176
 
	  1001178282
 
	  1001109659
 
	  1001009669
 
	  1001222221
 
	  1001227691
 
	  1001227659
 
	  1001228749
 
	  1001228459
 
	  1001241148
 
	 1001188216
 
	  1001187069
 
	  1001208485
 
	  1001204617
 
	  1001200110
 
	  1001205333
 
	  1001233913
 
	  1001210788
 
	  1001231768
 
	  1001241981
 
	  1001238805
 
	  1001142163
 
	  1001150018
 

  Master Agreement MA02373.2
 VAR 1 - 7

Amendment 28







	  1001178787
 
	  1001170487
 
	  1001252541
 
	  1001249836
 
	 1001223187
 
	  1001235819
 
	  1001164175
 
	  1001153681
 
	  1001205192
 
	  1001209491
 
	  1001216470
 
	  1001214939
 
	  1001214905
 
	  1001178589
 
	  1001180577
 
	  1001186277
 

  Master Agreement MA02373.2
 VAR 1 - 8

Amendment 28






   Contract No. A06302.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company 
 	  Lender Number: 23227-000-4
 
	  
 	 Crescent Mortgage Services
 	  23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	  24837-000-9
 
	  
 	  
 	  24837-002-5
 

 

	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $188,000,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  0
 	  
 	  
 
	 Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  March 1, 2003 - March 1, 2003
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	 Special Feature Codes:
 	  
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable
attachments.
 

 

	  Additional Terms:
 
	  See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 
	  Pool contract price adjustment is waived.
 
	  Crescent Credit Plus Fixed-Rate Mortgage Product.
 
	  See Schedule “A” August 2002 for eligible loans, which is attached to the Bulk Alt A Product - FRM Variance. Lender represents and warrants that all such Mortgages meet standard
Fannie Mae guidelines or the Alt-A guidelines incorporated in this Master Agreement.
 

  Pool Purchase Contract No. A06302.2
 FRM - 1
 Amendment
28






   Contract No. A06302.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	 Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  March 1, 2003 - March 1, 2003
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  41.00 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  Pool Purchase Contract No. A06302.2
 FRM - 2
 Amendment 28






   Contract No. A06743.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
 MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	  24837-000-9
 
	  
 	  
 	  24837-002-5
 

 

	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $38,000,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	 Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  March 1, 2003 - March 1, 2003
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	 Special Feature Codes:
 	  
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable
attachments.
 

 

	  Additional Terms:
 
	  See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 
	  Pool contract price adjustment is waived.
 
	  Lender is allowed a maximum buyup to 22.50 basis points with the expectation that Lender will manage deliveries to a weighted average buyup of 16.00 basis points.


	  Radian Secondary Market Coverage required. Crescent Credit Plus Fixed-Rate Mortgage Product > 80% LTV.
 
	  See Schedule “A” August 2002 for eligible loans, which is attached to the Bulk Alt A Product - FRM Variance. Lender represents and warrants that all such Mortgages meet standard
Fannie Mae guidelines or the Alt-A guidelines incorporated in this Master Agreement.
 

  Pool Purchase Contract No. A06743.2
 FRM - 1
 Amendment
28






   Contract No. A06743.2
 MBS Pricing Confirmation for Crescent Bank and Trust Company

MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master Conversion
governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  March 1, 2003 - March 1, 2003
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  35.00 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

 Pool Purchase Contract No. A06743.2
 FRM - 2
 Amendment 28






   [LETTERHEAD OF FANNIEMAE]
  March 11, 2003
  Mr. Michael P. Leddy

Executive Vice President (Crescent Mortgage)
 Crescent Bank and Trust Company
 South Terraces, Suite 285
 115 Perimeter Center Place
 Atlanta, GA 30346

	  Subject
 	  Master Agreement No:
 	  MA02373.2
 
	  
 	  Master Agreement Amendment No.:
 	  Amendment 29
 
	  
 	  Lender No.:
 	  23227-000-4
 

  Dear Mr. Leddy:
  By execution of this
Letter Agreement, Fannie Mae (“Fannie Mae”) and Crescent Bank and Trust Company (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 binder as described below. Capitalized terms used but
not defined in this Letter Agreement shall have the meanings set forth in the Master Agreement.
  For your convenience, we have summarized the amended terms and conditions below. However, the
summary set forth below is for reference purposes only. The Lender and Fannie Mae shall rely solely on the attached amended pages for a complete description of the amended terms and conditions.
 The
amended terms and conditions:

	  •
 	  Modified Master Agreement – Replace pages MA – 3 and MA – 4 (dated 12/5/2002) with pages MA – 3 and MA – 4 (dated 3/11/2003).


	  
 	  
 
	  •
 	  Modified Variance – Replace pages VAR 1 – 1 through 8 (dated 2/19/2003) with pages VAR 1 – 1 through 7 (dated 3/11/2003) under the Variance
Tab.
 
	  
 	  
 
	  •
 	  Modified Pool Purchase Contracts –
 
	  
 	  1.
 	  Replace Pool Purchase Contract No. A06724, pages FRM – 1 (dated 2/19/2003) and FRM – 2 (dated 2/11/2003) with pages FRM – 1 through 2 (dated 3/11/2003) under the
Fixed-Rate Tab.
 
	  
 	  2.
 	  Replace Pool Purchase Contract No. A06901, pages FRM – 1 through 2 (dated 1/7/2003) with pages FRM – 1 through 2 (dated 3/11/2003) under the Fixed-Rate Tab.



  Master Agreement MA02373.2
 LE - 1
 Amendment 29






  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 execution of this Letter Agreement by the Lender. The Lender shall return a duly-executed duplicate original of this Letter Agreement to Diane Stokes at 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 of this Letter Agreement from the Lender within ten business days, Fannie
Mae may, at its option, declare this Letter Agreement null and void.
  Sincerely,

	  FANNIE MAE
 	  
 
	  
 	  
 	  
 
	  By:
 	  /s/ DAVID A. BOWLES
 	  
 
	  
 	 
 	  
 
	  
 	  David A. Bowles
 Customer Account Manager
 	  
 
	  
 	   
 	  
 
	 Agreed, acknowledged and accepted.
 	  
 

 

	  CRESCENT BANK AND TRUST COMPANY
 
	  
 
	  By:
 	  /s/ PARTHIV J. DAVE
 	  
 
	  
 	 
 	  
 
	  Name:
 	  PARTHIV J. DAVE
 	  
 
	  Title:
 	  V.P.
 	  
 
	  Date:
 	  3-17-03
 	  
 

  Master Agreement MA02373.2
 LE - 2
 Amendment 29






  EXHIBIT 1
  TO MASTER AGREEMENT MA02373.2

	  Lender Name
 	  Crescent Bank and Trust Company
 
	  
 	  
 
	  Lender Number
 	  23227-000-4
 
	  
 	  
 
	  Delivery Term:
 	  Second
 
	  
 	  
 
	  Effective Date of Delivery Term:
 	  August 1, 2001
 
	  
 	  
 
	  Expiration Date of Delivery Term:
 	  June 30, 2003
 
	  
 	  
 
	  Estimated Dollar Volume for Delivery Term:
 	  $440,000,000.00 (eligible for delivery only upon incremental conversions to Mandatory Delivery Amounts under one or more Master Conversions)
 

 Master Agreement MA02373.2
 MA - 3
 Amendment 29






   MASTER AGREEMENT
  Master Conversion for Crescent Bank and Trust Company

MA02373.2-02
  Upon entering into this Master Conversion, Lender is obligated to sell to Fannie Mae, and Fannie Mae is obligated to buy from Lender, Mortgages in the aggregate unpaid principal
amount of the Mandatory Delivery Amount stated below under any of the following programs: Fannie Mae’s MBS program, Negotiated Cash Transactions or Standard Cash Transactions. Mortgages must be sold during the period commencing with the
Effective Date set forth below and ending with the Expiration Date set forth below (the “Conversion Period”) and must meet all requirements set forth in the Master Agreement, as well as those set forth in the applicable MBS Contracts (as
described below). There must be a valid MBS Pricing Confirmation for each MBS Contract below prior to Lender’s sale of any Mortgages under such MBS Contract.
  Lender shall be deemed to have
accepted the terms of this Master Conversion and all applicable MBS Pricing Confirmations either (i) upon execution of the Master Agreement or Master Agreement amendment to which this Master Conversion is attached, or (ii) if this Master Conversion
is not attached to a Master Agreement amendment, then upon delivery of any Mortgages under the MBS Contracts during the current Conversion Period.

	  Master Agreement:
 	  
 	  MA02373.2
 
	  
 	  
 	  
 
	  Mandatory Delivery Amount:
 	  
 	  $230,000,000.00, plus or minus 5%
 
	  
 	  
 	  
 
	 Effective Date
 	  
 	  January 1, 2003
 
	  
 	  
 	  
 
	  Expiration Date:
 	  
 	  June 30, 2003
 
	  
 	  
 	  
 
	  MBS Contracts:
 	  
 	  A06302, A06303, A06304, A06305, A06724, A06743, A06808, A06809, A06810, A06811, A06901, AW6306
 

  Master Agreement MA02373.2
 MA - 4 
 Amendment 29







	  VAR 1
 	  Bulk ALT A Product
 
	  
 
	  1.
 	  Lender may sell to Fannie Mae a loan package containing mortgages (“Mortgages”) that may have been originated with certain variances to Fannie Mae’s
underwriting and documentation requirements described as one of the following Alt A products:
 
	  
 
	  
 	 (a)
 	  “Stated Income,” (SFC “442”) which is defined as: the borrower reports income on the Uniform Residential Loan Application (Form 1003) and a
verbal Verification of Employment may be obtained. Lender is not required to verify the reported income, but must verify the borrower’s assets.
 
	  
 
	  
 	  (b)
 	  “No Ratio,” (SFC “443”) which is defined as: the borrower does not report income on the Uniform Residential Loan Application (Form 1003), so
therefore no debt-to-income ratios are calculated. Lender is not required to verify the borrower’s income, but must verify the borrower’s assets.
 
	  
 
	  
 	  (c)
 	  “No Income/No Asset” (‘NINA’) (SFC “444”) which is defined as: the borrower does not report either income or assets on the Uniform
Residential Loan Application (Form 1003). Lender is not required to verify the borrower’s income or assets.
 
	  
 
	  
 	  (d)
 	  “Full/ Alternative Documentation (SFC “512”) which is defined as: the borrower reports income and assets on the Uniform Residential Loan Application
(Form 1003) and Lender must verify reported income and assets.
 
	  
 
	  
 	 Lender must document the Mortgage file with a statement describing the Mortgage either as a Stated Income, a No Ratio, a NINA, or a Full/ Alternative Documentation
Alt A product.
 
	  
 
	  2.
 	  Lender must provide the borrower’s FICO credit score at delivery of each Mortgage under this Variance.
 
	  
 
	  3.
 	  Eligible products include fixed-rate, first-lien, fully amortizing mortgages.
 
	  
 
	  4.
 	  Lender’s underwriting guidelines for origination of Stated Income, No Ratio, or NINA Alt A products are described in Attachment 1 (“Lender’s
Underwriting Guidelines”). Notwithstanding any contrary provisions contained in Lender’s Underwriting Guidelines, the only Mortgages eligible for delivery to Fannie Mae are those Mortgages that are originated in accordance with
Lender’s guidelines for Stated Income, No Ratio, or NINA Alt A products described in Lender’s Underwriting Guidelines and meet Fannie Mae’s general eligibility criteria, as modified by the applicable provisions of Attachment 1.
Fannie Mae reserves the right to review all mortgages offered for sale by Lender, and although certain mortgages may meet Underwriting Guidelines, Fannie Mae is not obligated to buy all of such mortgages.
 
				

 Master Agreement MA02373.2
 VAR 1 - 1 
 Amendment 29







	  5.
 	  Lender represents and warrants that all information concerning the Mortgages submitted by Lender to Fannie Mae in electronic format or otherwise is true, accurate,
and complete. Notwithstanding the accuracy of the information submitted by Lender, Lender represents and warrants that all Mortgages comply with Lender’s Underwriting Guidelines. Lender acknowledges that that Fannie Mae does not waive any of
such representations and warranties of Lender by offering to buy or accepting delivery of any Mortgages. A breach of any of Fannie Mae’s underwriting criteria or any modification thereof, as described herein, shall be deemed to be a breach of
warranty by Lender, as provided in the Selling Guide.
 
	  
 	  
 
	  6.
 	  All Stated Income, No Ratio, or NINA Mortgages must be delivered to Fannie Mae under Pool Purchase Contract A06302, A06743, and A06724 (fixed-rate Mortgages).
FOR CASH: under Fannie Mae’s Negotiated Transactions for cash purchase.
 
	  
 	  
 
	  7.
 	  With respect to all Mortgages sold and delivered to Fannie Mae pursuant to this Variance:
 
	  
 	  
 
	  
 	 (a)
 	  Lender represents and warrants that the Mortgages comply with all applicable representations and warranties as set forth in the Selling Guide, and Lender makes all selling
warranties with respect to the Mortgages, except as otherwise expressly provided in this Variance.
 
	  
 	  
 	  
 
	  
 	  (b)
 	  Lender acknowledges that the terms and conditions on which Fannie Mae has agreed to acquire the Mortgages assume that pool or primary mortgage insurance is obtainable for the
Mortgages after delivery of the Mortgages to Fannie Mae. Lender represents and warrants that none of the Mortgages has been originated or serviced with fraud, misrepresentation, or negligence, or with any act that is dishonest, criminal, or
knowingly wrongful, that would (1) cause a mortgage insurer to decline to insure a Mortgage, or (2) entitle a mortgage insurer to deny a claim pursuant to a mortgage insurance policy exclusion to coverage encompassing fraud, misrepresentation,
negligence, or dishonest, criminal, or knowingly wrongful acts in origination or servicing.
 
	  
 	  
 	  
 
	  
 	  (c)
 	  These representations and warranties survive purchase of and payment for the Mortgage, apply to each Mortgage, and inure to the benefit of Fannie Mae, its successors and
assigns.
 
	  
 	  
 	  
 
	 8.
 	  Fannie Mae and Lender agree that multiple bulk mortgage deliveries may be made under this Variance. With respect to each such delivery, a Bulk Mortgage Delivery
Addendum containing specific information with respect to the corresponding Mortgages being delivered will be completed and added to this Variance, and shall become a part of this Variance and this Master Agreement for all purposes.
 
				

  Master Agreement MA02373.2
 VAR 1 - 2
 Amendment 29






   Attachment 1
  Lender’s Underwriting Guidelines Approved by Fannie
Mae
  Mortgages may contain only the following variances to Fannie Mae’s underwriting and documentation guidelines:
  Crescent Mortgage’s Credit Plus Program
 No Income – No Ratios/No Asset Verifications

	  
 	  
 	  No Income
 No Ratios / No Asset Verification
 
	  
 	  
 	   
 
	  Program Type
 	  
 	  PMM, R/T Refi, COR
 
	  
 	  
 	  
 
	 Product Type
 	  
 	  FRM only
 
	  
 	  
 	  
 
	  Amortization Terms
 	  
 	  15- and 30- year
 
	  
 	  
 	  
 
	  Eligible Units
 	  
 	  1-2 unit properties
 
	  
 	  
 	  
 
	  Eligible Properties
 	  
 	  Fee Simple, 1-2 unit attached and detached properties. Condominiums are also eligible. NO mobile homes or manufactured housing units. Also, no excess acreage – value not to
exceed 33% of total.
 
	  
 	  
 	  
 
	  Geographic Limitations
 	  
 	  None
 
	  
 	  
 	  
 
	 Occupancy Status
 	  
 	  Owner Occupied and 2nd Homes
 
	  
 	  
 	  
 
	  Borrower Eligibility
 	  
 	  Designed for the borrower who has income and assets, but does not want to deal will all regular documentation requirements, and for borrowers who are changing jobs, between
jobs, relocating, retiring, or have recently become self-employed. All borrowers must meet credit score requirements. No loans to builders or developers.
 
	  
 	  
 	  
 
	  Appraisal
 	  
 	  New full Uniformed Residential Appraisal Report required for all loan types. Plus, a review appraisal if the transaction is a refinance and the LTV is greater than
75%.
 
	  
 	  
 	  
 
	  Mortgage Insurance
 	  
 	  Standard mortgage insurance required.
 
	  
 	  
 	  
 
	 Maximum LTVs and Credit Scores:
 	  
 	  
 
	  
 	  • Owner Occupied:
 	  
 	  1-unit: PMM & R/T Refi to 90% LTV with a credit score of 700; 75% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  1-unit: COR to 70% with a credit score of 700; 65% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  2-unit: PMM & R/T Refi to 85% LTV with a credit score of 700; 70% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  2-unit: COR to 65% with a credit score of 700; 60% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	 • 2nd Homes
 	  
 	  1-unit only; PMM & R/T Refi to 80% with a credit score of 720; 75% with a credit score of 700; 70% with a credit score of 680; COR to 70% with a credit score of 700; 65%
with a credit score of 680.
 
	  
 	  
 	  
 	  
 
	  Secondary Financing
 	  
 	  No Subordinate financing allowed on new loan.
 
	  
 	  
 	  
 
	  Credit Report
 	  
 	  Three In-file merged credit report.
 
	  
 	  
 	  
 
	  Qualifying Debt Ratios:
 	  
 	  Ratios are not considered.
 
	  
 	  
 	  
 
	 Reserves:
 	  
 	  No assets are verified; reserves are not required.
 
	  
 	  
 	  
 
	  Credit Criteria: 
 	  
 	  
 
	  
 	  Trade Lines
 	  
 	  Three (3) rated trades
 
	  
 	  Credit History
 	  
 	  24 Months
 
	  
 	  Credit Explanations
 	  
 	  Not stated
 

  Master Agreement MA02373.2
VAR 1 - 3
 Amendment
29







	  Mortgage/Revolving/ Installment
 	  
 	  No Foreclosures.
 No Bankruptcies.
 No 30-day dates on any mortgages in the past 24 months.
 
	  
 	  
 	  
 
	 Credit Report Letter of Explanation
 	  
 	  Not required as this product is credit score driven.
 
	  
 	  
 	  
 
	  Sale Proceeds
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the downpayment.
 
	  
 	  
 	  
 
	  Down Payment:
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the downpayment.
 
	  
 	  
 	  
 
	  Liquid assets (checking, savings, CD’s, money market funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the downpayment.
 
	  
 	  
 	  
 
	 Non-depository assets (stocks, bonds, retirement funds, trust funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the downpayment.
 
	  
 	  
 	  
 
	  Seller contributions
 	  
 	  Per Fannie Guides.
 
	  
 	  
 	  
 
	  Gift Funds
 	  
 	  No gifts allowed.
 
	  
 	  
 	  
 
	  Verification of mortgage or rental history
 	  
 	  Required if mortgage history not on credit report. Rental history verification not required.
 
	  
 	  
 	  
 
	  Salaried/Wage Earner Employment Verification
 	  
 	  No verification. Stated income/employment only.
 
	  
 	  
 	  
 
	 Self-Employed Income/Employment Verification
 	  
 	  No verification. Stated income only. No 4506 required.
 
	  
 	  
 	  
 
	  Self-employed Profit & Loss/Balance Sheet
 	  
 	  Income verification is not required. No 4506 required.
 
	  
 	  
 	  
 
	  Other Income: Retirement, SS, alimony, child support, etc.
 	  
 	  No verification. Stated income only.
 
	  
 	  
 	  
 
	  
 	   
 	  No Income
 No Ratios / No Asset Verification
 
	  
 	   
 	   
 
	  Salary or hourly wage earnings and overtime and bonus income
 	  
 	  No verification. Stated income only.
 
	  
 	  
 	  
 
	 Commission income and independent contractor
 	  
 	  No verification. Stated income only.
 

  Master Agreement MA02373.2
 VAR 1 - 4

Amendment 29






   March 2003 30-Year FRM Deal with and without SMC
 Bulk Mortgage Delivery Addendum
  Maximum Volume: $5,608,100.00
  Lender shall deliver the Mortgages described in the Profile Summary Schedule “A” unless the Mortgage doesn’t meet Lender’s
Underwriting Guidelines or it pays off, becomes delinquent, falls out for similar acceptable reasons prior to the delivery date. Lender represents and warrants that the Mortgages are as described in Profile Summary set forth in Schedule
“A” and as identified on Schedule “B”. The term “CLTV” used in Schedule “A” and this Contract is the “Current Loan-to-Value Ratio”. “Current Loan-to-Value Ratio” is the loan-to-value ratio
based upon the issue date principal balance of each Mortgage and the original appraised value of the property securing each such Mortgage.
  Master Agreement MA02373.2
 VAR 1 -
5
 Amendment 29






   March 2003 15-Year FRM Deal with and without SMC
 Schedule A 
 Portfolio Summary 
 15-year Fixed-Rate

	  Count
 	  :
 	  
 	  35
 	  
 
	 Volume
 	  :
 	  $
 	  5,608,100.00
 	  
 
	  WAC
 	  :
 	  
 	  5.6
 	  
 
	  WA OLTV
 	  :
 	  
 	  62.9
 	  
 
	  WA CLTV
 	  :
 	  
 	  62.9
 	  
 
	  WA MTMLTV
 	  :
 	  
 	  62.9
 	  
 
	 WA State RTerm
 	  :
 	  
 	  180
 	  
 
	  WA Calc RTerm
 	  :
 	  
 	  0
 	  
 
	  WA Seas
 	  :
 	  
 	  1
 	  
 
	  Pct Full/Alt Doc 
 	  :
 	  
 	  0.00
 	  %
 
	  Pct Low/No Doc
 	  :
 	  
 	  100.00
 	  %
 

 Master Agreement MA02373.2
 VAR 1 - 6
 Amendment
29






   March 2003 15-Year FRM Deal with and without SMC
 Schedule B
 Lender Loan Numbers

	  Non-SMC
 
	  
 
	  1001094463
 
	  1001182326
 
	  1001113917
 
	  1000916195
 
	  1001226685
 
	  1001198918
 
	  1001188042
 
	  1001215613
 
	  1001223864
 
	  1001208394
 
	  1001251519
 
	  1001230513
 
	  1001240462
 
	  1001230463
 
	  1001252509
 
	  1001246097
 
	 1001151750
 
	  1001149416
 
	  1001168838
 
	  1001117116
 
	  1001213253
 
	  1001216132
 
	  1001224169
 
	  1001228079
 
	  1001228038
 
	  1001223492
 
	  1001184587
 
	  1001201407
 
	  1001202421
 
	  1001198173
 
	  1001203502
 
	  
 
	  SMC:
 
	  1001246055
 
	  1001187689
 
	  1001124484
 
	  1001187440
 

 Master Agreement MA02373.2
 VAR 1 - 7
 Amendment 29






   Contract No. A06724.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	  24837-000-9
 
	  
 	  
 	  24837-002-5
 

 

	  Eligible Products:
 	  
 	  10, 15 year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	 Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $33,000,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  March 1, 2003 - March 1, 2003
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	 Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	  Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  361 - 3rd Autom U-Writng SYS, 442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop
Underwriter and applicable attachments.
 
	  
 	  
 	  
 
	  Additional Terms:
 
	  See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 
	  Pool contract price adjustment is waived.
 
	  Lender is allowed a maximum buyup to 22.50 basis points with the expectation that Lender will manage deliveries to a weighted average buyup of 16.00 basis
points.
 

  Pool Purchase Contract No. A06724.2
 FRM - 1
 Amendment 29






  Contract No. A06724.2
  MBS Pricing Confirmation for Crescent Bank and Trust Company

MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master Conversion
governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  10, 15 year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  March 1, 2003 - March 1, 2003
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  27.50 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

 Pool Purchase Contract No. A06724.2
 FRM - 2
 Amendment 29






   Contract No. A06901.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	  24837-000-9
 
	  
 	  
 	  24837-002-5
 

 

	  Eligible Products:
 	  
 	  10, 15 year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	 Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $5,000,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  March 1, 2003 - March 1, 2003
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	 Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  361 - 3rd Autom U-Writng SYS, 442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop
Underwriter and applicable attachments.
 
	  
 	  
 	  
 
	  Additional Terms:
 
	  See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 
	  Pool contract price adjustment is waived.
 
	  Mortgages delivered under this contract are eligible for Radian Secondary Market Coverage.
 

  Pool Purchase Contract No. A06901.2
 FRM - 1
 Amendment 29






   Contract No. A06901.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
MA02373.2
 As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current
Master Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  10, 15 year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  N/ A *
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  24.50 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

  * If no Earliest and Latest Issue Dates are specified in this MBS Pricing Confirmation, the above Guaranty Fee only applies to the Conversion Period according to the current Master Conversion. The Guaranty Fee is
subject to change either after the Latest Issue Date, if one is specified above, or on the expiration of the current Conversion Period, to an amount agreed upon by Fannie Mae and Lender. If no Latest Issue Date is specified in this MBS Pricing
Confirmation, then (a) if there is a change to the Guaranty Fee applicable to the next Conversion Period, a revised MBS Pricing Confirmation for this Contract will be sent to Lender; or (b) if there is no change to the Guaranty Fee, this MBS Pricing
Confirmation will remain in effect until the expiration of the next Conversion Period, when the Guaranty Fee will again be subject to change upon agreement of the parties.
 Pool
Purchase Contract No. A06901.2
 FRM - 2
 Amendment 29






   [LETTERHEAD OF FANNIEMAE]
  March 19, 2003
  Mr. Michael P. Leddy

Executive Vice President (Crescent Mortgage)
 Crescent Bank and Trust Company
 South Terraces, Suite 285 115 Perimeter Center Place
 Atlanta, GA 30346

	  Subject
 	  Master Agreement No:
 	  MA02373.2
 
	  
 	  Master Agreement Amendment No.:
 	  Amendment 30
 
	  
 	  Lender No.:
 	  23227-000-4
 

  Dear Mr. Leddy:
  By execution of this
Letter Agreement, Fannie Mae (“Fannie Mae”) and Crescent Bank and Trust Company (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 binder as described below. Capitalized terms used but
not defined in this Letter Agreement shall have the meanings set forth in the Master Agreement.
  For your convenience, we have summarized the amended terms and conditions below. However, the
summary set forth below is for reference purposes only. The Lender and Fannie Mae shall rely solely on the attached amended pages for a complete description of the amended terms and conditions.
 The
amended terms and conditions:

	  •
 	  Modified Master Agreement, Exhibit 1 and Master Conversion – Replace pages MA – 3 and MA – 4 (dated 3/11/2003) with pages MA – 3 and MA – 4
(dated 3/19/2003).
 
	  
 	  
 
	  •
 	  Modified Variance – Replace pages VAR 1 – 1 through VAR 1 – 7 (dated 3/11/2003) with pages VAR 1 – 1 through VAR 1 – 8 (dated 3/19/2003)
behind the Variances tab.
 
	  
 	  
 
	  •
 	  Modified Pool Purchase Contracts – 
 
	  
 	  (a)
 	  A06302 – Replace pages FRM – 1 and FRM – 2 (dated 3/7/2003) with pages FRM – 1 and FRM – 2 (dated 3/19/2003) behind the Fixed-Rate
tab.
 
	  
 	  (b)
 	  A06724 – Replace pages FRM – 1 and FRM – 2 (dated 2/19/2003 and 2/11/2003, respectively) with pages FRM – 1 and FRM – 2 (dated 3/19/2003) behind the
Fixed-Rate tab.
 
	  
 	  (c)
 	  A06743 – Replace pages FRM – 1 and FRM – 2 (dated 3/7/2003) with pages FRM – 1 and FRM – 2 (dated 3/19/2003) behind the Fixed-Rate
tab.
 

 Master Agreement MA02373.2
LE - 1
 Amendment 30






   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 execution of this Letter Agreement by the Lender. The Lender shall return a duly-executed duplicate original of this Letter Agreement to Diane Stokes at 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 of this Letter Agreement from the Lender within ten business days, Fannie Mae may, at its option, declare this Letter
Agreement null and void.
  Sincerely,
  FANINIE MAE

	  By:
 	  /s/ DAVID A. BOWLES
 	  
 
	  
 	 
 	  
 
	  
 	  David A. Bowles 
 	  
 
	  
 	  Customer Account Manager
 	  
 

  Agreed, acknowledged and accepted.
 CRESCENT BANK AND TRUST COMPANY

	  By:
 	  /s/ MICHAEL P. LEDDY
 	  
 
	  
 	 
 	  
 
	  Name:
 	  Michael P. Leddy
 	  
 
	  Title:
 	  EVP
 	  
 
	  Date:
 	  3-21-03
 	  
 

  Master Agreement MA02373.2
 LE - 2
 Amendment 30






   EXHlBIT 1
  TO MASTER AGREEMENT MA02373.2

	  Lender Name
 	  
 	  Crescent Bank and Trust Company
 
	  
 	  
 	  
 
	 Lender Number
 	  
 	  23227-000-4
 
	  
 	  
 	  
 
	  Delivery Term:
 	  
 	  Second
 
	  
 	  
 	  
 
	  Effective Date of Delivery Term:
 	  
 	  August 1, 2001
 
	  
 	  
 	  
 
	  Expiration Date of Delivery Term:
 	  
 	  June 30, 2003
 
	  
 	  
 	  
 
	  Estimated Dollar Volume for Delivery Term:
 	  
 	  $447,000,000.00
 
	  
 	  
 	 (eligible for delivery only upon incremental conversions to Mandatory Delivery Amounts under one or more Master Conversions)
 

  Master Agreement MA02373.2
 MA - 3
 Amendment 30






   MASTER AGREEMENT
  Master Conversion for Crescent Bank and Trust Company

MA02373.2-05
  Upon entering into this Master Conversion, Lender is obligated to sell to Fannie Mae, and Fannie Mae is obligated to buy from Lender, Mortgages in the aggregate unpaid principal
amount of the Mandatory Delivery Amount stated below under any of the following programs: Fannie Mae’s MBS program, Negotiated Cash Transactions or Standard Cash Transactions. Mortgages must be sold during the period commencing with the
Effective Date set forth below and ending with the Expiration Date set forth below (the “Conversion Period”) and must meet all requirements set forth in the Master Agreement, as well as those set forth in the applicable MBS Contracts (as
described below). There must be a valid MBS Pricing Confirmation for each MBS Contract below prior to Lender’s sale of any Mortgages under such MBS Contract.
  Lender shall be deemed to have
accepted the terms of this Master Conversion and all applicable MBS Pricing Confirmations either (i) upon execution of the Master Agreement or Master Agreement amendment to which this Master Conversion is attached, or (ii) if this Master Conversion
is not attached to a Master Agreement amendment, then upon delivery of any Mortgages under the MBS Contracts during the current Conversion Period.

	  Master Agreement:
 	  
 	  MA02373.2
 
	  
 	  
 	  
 
	 Mandatory Delivery Amount:
 	  
 	  $237,000,000.00, plus or minus 5%
 
	  
 	  
 	  
 
	  Effective Date:
 	  
 	  January 1, 2003
 
	  
 	  
 	  
 
	  Expiration Date:
 	  
 	  June 30, 2003
 
	  
 	  
 	  
 
	  MBS Contracts:
 	  
 	  A06302, A06304, A06305, A06808, A06809, A06810, A06811, A06724 and A06743
 

  Master
Agreement MA02373.2
 MA - 4
 Amendment 30







	  VAR 1
 	  Bulk ALT A Product
 
	  
 
	 1.
 	  Lender may sell to Fannie Mae a loan package containing mortgages (“Mortgages”) that may have been originated with certain variances to Fannie Mae’s
underwriting and documentation requirements described as one of the following Alt A products:
 
	  
 	  
 
	  
 	  (a)
 	  “Stated Income,” (SFC “442”) which is defined as: the borrower reports income on the Uniform Residential Loan Application (Form 1003) and a
verbal Verification of Employment may be obtained. Lender is not required to verify the reported income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	  (b)
 	  “No Ratio,” (SFC “443”) which is defined as: the borrower does not report income on the Uniform Residential Loan Application (Form 1003), so
therefore no debt-to-income ratios are calculated. Lender is not required to verify the borrower’s income, but must verify the borrower’s assets.
 
	  
 	  
 	  
 
	  
 	  (c)
 	  “No Income/No Asset” (‘NINA’) (SFC “444”) which is defined as: the borrower does not report either income or assets on the Uniform
Residential Loan Application (Form 1003). Lender is not required to verify the borrower’s income or assets.
 
	  
 	  
 	  
 
	  
 	 (d)
 	  “Full/Alternative Documentation (SFC “512”) which is defined as: the borrower reports income and assets on the Uniform Residential Loan Application
(Form 1003) and Lender must verify reported income and assets.
 
	  
 	  
 	  
 
	  
 	  Lender must document the Mortgage file with a statement describing the Mortgage either as a Stated Income, a No Ratio, a NINA, or a Full/Alternative Documentation
Alt A product.
 
	  
 	  
 	  
 
	  2.
 	  Lender must provide the borrower’s FICO credit score at delivery of each Mortgage under this Variance.
 
	  
 	  
 
	  3.
 	  Eligible products include fixed-rate, first-lien, fully amortizing mortgages.
 
	  
 	  
 
	  4.
 	  Lender’s underwriting guidelines for origination of Stated Income, No Ratio, or NINA Alt A products are described in Attachment 1 (“Lender’s
Underwriting Guidelines”). Notwithstanding any contrary provisions contained in Lender’s Underwriting Guidelines, the only Mortgages eligible for delivery to Fannie Mae are those Mortgages that are originated in accordance with
Lender’s guidelines for Stated Income, No Ratio, or NINA Alt A products described in Lender’s Underwriting Guidelines and meet Fannie Mae’s general eligibility criteria, as modified by the applicable provisions of Attachment 1.
Fannie Mae reserves the right to review all mortgages offered for sale by Lender, and although certain mortgages may meet Underwriting Guidelines, Fannie Mae is not obligated to buy all of such mortgages.
 
	  
 	  
 
	 5.
 	  Lender represents and warrants that all information concerning the Mortgages submitted by Lender to Fannie Mae in electronic format or otherwise is true, accurate,
and complete. Notwithstanding the accuracy of the information submitted by Lender, Lender represents and warrants that all Mortgages comply with Lender’s Underwriting Guidelines. Lender acknowledges that that Fannie Mae does not waive any of
such representations and warranties of
 
				

  Master Agreement MA02373.2
 VAR 1 - 1
 Amendment 30







	  
 	  Lender by offering to buy or accepting delivery of any Mortgages. A breach of any of Fannie Mae’s underwriting criteria or any modification thereof, as
described herein, shall be deemed to be a breach of warranty by Lender, as provided in the Selling Guide.
 
	  
 	  
 
	  6.
 	  All Stated Income, No Ratio, or NINA Mortgages must be delivered to Fannie Mae under Pool Purchase Contract A06302, A06743, and A06724 (fixed-rate
Mortgages). FOR CASH: under Fannie Mae’s Negotiated Transactions for cash purchase.
 
	  
 	  
 
	  7.
 	  With respect to all Mortgages sold and delivered to Fannie Mae pursuant to this Variance:
 
	  
 	  
 
	  
 	 (a)
 	  Lender represents and warrants that the Mortgages comply with all applicable representations and warranties as set forth in the Selling Guide, and Lender makes all selling
warranties with respect to the Mortgages, except as otherwise expressly provided in this Variance.
 
	  
 	  
 	  
 
	  
 	  (b)
 	  Lender acknowledges that the terms and conditions on which Fannie Mae has agreed to acquire the Mortgages assume that pool or primary mortgage insurance is obtainable for the
Mortgages after delivery of the Mortgages to Fannie Mae. Lender represents and warrants that none of the Mortgages has been originated or serviced with fraud, misrepresentation, or negligence, or with any act that is dishonest, criminal, or
knowingly wrongful, that would (1) cause a mortgage insurer to decline to insure a Mortgage, or (2) entitle a mortgage insurer to deny a claim pursuant to a mortgage insurance policy exclusion to coverage encompassing fraud, misrepresentation,
negligence, or dishonest, criminal, or knowingly wrongful acts in origination or servicing.
 
	  
 	  
 	  
 
	  
 	  (c)
 	  These representations and warranties survive purchase of and payment for the Mortgage, apply to each Mortgage, and inure to the benefit of Fannie Mae, its successors and
assigns.
 
	  
 	  
 	  
 
	 8.
 	  Fannie Mae and Lender agree that multiple bulk mortgage deliveries may be made under this Variance. With respect to each such delivery, a Bulk Mortgage Delivery
Addendum containing specific information with respect to the corresponding Mortgages being delivered will be completed and added to this Variance, and shall become a part of this Variance and this Master Agreement for all purposes.
 

  Master Agreement MA02373.2
 VAR 1 - 2
 Amendment 30






   Attachment 1
  Lender’s Underwriting Guidelines Approved by Fannie
Mae
  Mortgages may contain only the following variances to Fannie Mae’s underwriting and documentation guidelines:
  Crescent Mortgage’s Credit Plus Program
No Income – No Ratios/No Asset Verifications

	  
 	   
 	  No Income
 No Ratios / No Asset Verification
 
	  
 	   
 	   
 
	  Program Type
 	  
 	  PMM, R/T Refi, COR
 
	  
 	  
 	  
 
	 Product Type
 	  
 	  FRM only
 
	  
 	  
 	  
 
	  Amortization Terms
 	  
 	  15- and 30- year
 
	  
 	  
 	  
 
	  Eligible Units
 	  
 	  1-2 unit properties
 
	  
 	  
 	  
 
	  Eligible Properties
 	  
 	  Fee Simple; 1-2 unit attached and detached properties. Condominiums are also eligible. NO mobile homes or manufactured housing units. Also, no excess acreage – value not to
exceed 33% of total.
 
	  
 	  
 	  
 
	  Geographic Limitations
 	  
 	  None
 
	  
 	  
 	  
 
	 Occupancy Status
 	  
 	  Owner Occupied and 2nd Homes
 
	  
 	  
 	  
 
	  Borrower Eligibility
 	  
 	  Designed for the borrower who has income and assets, but does not want to deal will all regular documentation requirements, and for borrowers who are changing jobs, between
jobs, relocating, retiring, or have recently become self-employed. All borrowers must meet credit score requirements. No loans to builders or developers.
 
	  
 	  
 	  
 
	  Appraisal
 	  
 	  New full Uniformed Residential Appraisal Report required for all loan types. Plus, a review appraisal if the transaction is a refinance and the LTV is greater than
75%.
 
	  
 	  
 	  
 
	  Mortgage Insurance
 	  
 	  Standard mortgage insurance required.
 
	  
 	  
 	  
 
	 Maximum LTVs and Credit Scores:
 • Owner Occupied:
 	  
 	  1-unit: PMM & R/T Refi to 90% LTV with a credit score of 700; 75% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  1-unit: COR to 70% with a credit score of 700; 65% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  2-unit: PMM & R/T Refi to 85% LTV with a credit score of 700; 70% with a credit score of 680.
 
	  
 	  
 	  
 
	  
 	  
 	  2-unit: COR to 65% with a credit score of 700; 60% with a credit score of 680.
 
	  
 	  
 	  
 
	   • 2nd Homes
 	  
 	  1-unit only; PMM & R/T Refi to 80% with a credit score of 720; 75% with a credit score of 700; 70% with a credit score of 680; COR to 70% with a credit score of 700; 65%
with a credit score of 680.
 
	  
 	  
 	  
 
	 Secondary Financing
 	  
 	  No Subordinate financing allowed on new loan.
 
	  
 	  
 	  
 
	  Credit Report
 	  
 	  Three In-file merged credit report.
 
	  
 	  
 	  
 
	  Qualifying Debt Ratios:
 	  
 	  Ratios are not considered.
 

  Master Agreement MA02373.2
 VAR 1 - 3
 Amendment
30







	  Reserves:
 	  
 	  No assets are verified; reserves are not required.
 
	  
 	  
 	  
 
	  Credit Criteria:
 	  
 	  Three (3) rated trades 
 
	  
 	 Trade Lines
 	  
 	  24 Months
 
	  
 	  Credit History
 	  
 	  Not stated
 
	  
 	  Credit Explanations
 	  
 	  No Foreclosures.
 
	  
 	  Mortgage/Revolving/
 	  
 	  No Bankruptcies.
 
	  
 	  Installment
 	  
 	  No 30-day dates on any mortgages in the past 24 months.
 
	  
 	  
 	  
 
	  Credit Report Letter of Explanation
 	  
 	  Not required as this product is credit score driven.
 
	  
 	  
 	  
 
	 Sale Proceeds
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	  Down Payment:
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	  Liquid assets (checking, savings, CD’s, money market funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	  Non-depository assets (stocks, bonds, retirement funds, trust funds, etc.)
 	  
 	  Assets are not verified; however, assets stated on the Application must be sufficient to make the down payment.
 
	  
 	  
 	  
 
	 Seller contributions
 	  
 	  Per Fannie Guides.
 
	  
 	  
 	  
 
	  Gift Funds
 	  
 	  No gifts allowed.
 
	  
 	  
 	  
 
	  Verification of mortgage or rental history
 	  
 	  Required if mortgage history not on credit report. Rental history verification not required.
 
	  
 	  
 	  
 
	  Salaried/Wage Earner Employment Verification
 	  
 	  No verification. Stated income/employment only.
 
	  
 	  
 	  
 
	  Self-Employed Income/Employment Verification
 	  
 	  No verification. Stated income only. No 4506 required.
 
	  
 	  
 	  
 
	 Self-employed Profit & Loss/ Balance Sheet
 	  
 	  Income verification is not required. No 4506 required.
 
	  
 	  
 	  
 
	  Other Income: Retirement, SS, alimony, child support, etc.
 	  
 	  No verification. Stated income only.
 
	  
 	  
 	  
 
	  
 	  
 	  No Income
 No Ratios / No Asset Verification
 
	  
 	  
 	   
 
	  Salary or hourly wage earnings and overtime and bonus income
 	  
 	  No verification. Stated income only.
 
	  
 	  
 	  
 
	 Commission income and independent contractor
 	  
 	  No verification. Stated income only.
 
					

  Master Agreement MA02373.2
 VAR 1 - 4
 Amendment 30






   March 2003 PART 2 15 and 30-Year FRM Deal with and without SMC
 Bulk Mortgage Delivery Addendum
  Maximum Volume: $6,879,740
  Lender shall deliver the Mortgages described in the Profile Summary Schedule “A” unless the Mortgage doesn’t meet
Lender’s Underwriting Guidelines or it pays off, becomes delinquent, falls out for similar acceptable reasons prior to the delivery date. Lender represents and warrants that the Mortgages are as described in Profile Summary set forth in
Schedule “A” and as identified on Schedule “B”. The term “CLTV” used in Schedule “A” and this Contract is the “Current Loan-to-Value Ratio”. “Current Loan-to-Value Ratio” is the
loan-to-value ratio based upon the issue date principal balance of each Mortgage and the original appraised value of the property securing each such Mortgage.
  Master Agreement
MA02373.2
VAR 1 - 5
Amendment 30






   March 2003 PART 2 15- and 30-Year FRM Deal with and without SMC
 Schedule A
 Portfolio Summary

	  Count
 	  :
 	  
 	  47
 	  
 
	 Volume
 	  :
 	  $
 	  6,879,740.00
 	  
 
	  WAC
 	  :
 	  
 	  6.2
 	  
 
	  WA OLTV
 	  :
 	  
 	  71.0
 	  
 
	  WA CLTV
 	  :
 	  
 	  71.0
 	  
 
	  WA MTMLTV
 	  :
 	  
 	  71.0
 	  
 
	 WA State RTerm
 	  :
 	  
 	  337
 	  
 
	  WA Calc RTerm
 	  :
 	  
 	  0
 	  
 
	  WA Seas
 	  :
 	  
 	  1
 	  
 
	  Pct Full/Alt Doc
 	  :
 	  
 	  0.00
 	  %
 
	  Pct Low/No Doc
 	  :
 	  
 	  100.00
 	  %
 

 Master Agreement MA02373.2
 VAR 1 - 6
 Amendment
30






   March 2003 PART 2 15- and 30-Year FRM Deal with and without SMC
 Schedule B
 Lender Loan Numbers

	  30 Year Non-SMC
 
	  1001170818
 
	  1001245636
 
	  1001234754
 
	  1001240322
 
	  1001247087
 
	  1001253945
 
	  1001215282
 
	  1001231420
 
	  1001221090
 
	  1001223211
 
	  1001270279
 
	  1001255650
 
	  1001246170
 
	  1001234150
 
	 1001217593
 
	  1001230695
 
	  1001157740
 
	  1001139946
 
	  1001058849
 
	  1001048394
 
	  1001270048
 
	  1001211513
 
	  1001213329
 
	  1001214921
 
	  1001255841
 
	  1001256542
 
	  1001242559
 
	   
 
	  30 Year SMC
 
	  1001243136
 
	  1001237914
 
	  1001260957
 
	  1001210135
 
	 1001226594
 
	  1001298668
 
	  1001246451
 
	  1001229770
 
	  1001173325
 
	  1001196656
 
	  1001246006
 

  Master Agreement MA02373.2
 VAR 1 - 7
 Amendment
30







	  15 Year Non-SMC
 
	  1001243813
 
	  1001208881
 
	  1001275633
 
	  1001203643
 
	  1001237716
 
	  1001115516
 
	  1001269859
 
	  1001259744
 
	  1001223799
 

 Master Agreement MA02373.2
 VAR 1 - 8 
 Amendment
30






   Contract No. A06302.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	  24837-000-9
 
	  
 	  
 	  24837-002-5
 

 

	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	 Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $192,400,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  March 1, 2003 - March 1, 2003
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	 Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable
attachments.
 
	  
 	  
 	  
 
	  Additional Terms:
 
	  See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 
	  Pool contract price adjustment is waived.
 
	  Crescent Credit Plus Fixed-Rate Mortgage Product.
 
	  See Schedule “A” August 2002 for eligible loans, which is attached to the Bulk Alt A Product - FRM Variance. Lender represents and warrants that all such Mortgages
meet standard Fannie Mae guidelines or the Alt-A guidelines incorporated in this Master Agreement.
 

  Pool Purchase Contract No. A06302.2
 FRM - 1
 Amendment
30






  Contract No. A06302.2
  MBS Pricing Confirmation for Crescent Bank and Trust Company

MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master Conversion
governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  March 1, 2003 - March 1, 2003
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  41.00 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

 Pool Purchase Contract No. A06302.2
 FRM - 2 
 Amendment 30






   Contract No. A06724.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	  24837-000-9
 
	  
 	  
 	  24837-002-5
 

 

	  Eligible Products:
 	  
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	 Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $34,000,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  March 1, 2003 - March 1, 2003
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special 
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	 Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable
attachments.
 
	  
 	  
 	  
 
	  Additional Terms:
 
	  See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 
	  Pool contract price adjustment is waived.
 
	  Lender is allowed a maximum buyup to 22.50 basis points with the expectation that Lender will manage deliveries to a weighted average buyup of 16.00 basis
points.
 

  Pool Purchase Contract No. A06724.2
 FRM - 1
 Amendment 30






   Contract No. A06724.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
 As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  10- and 15-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  March 1, 2003 - March 1, 2003
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  26.00 Basis Points
 
	  
 	  
 	  
 
	  Buyup/Buydown Grid:
 	  
 	  Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

 Pool Purchase Contract No. A06724.2
 FRM - 2
 Amendment 30






   Contract No. A06743.2
  FIXED-RATE MORTGAGE POOL PURCHASE CONTRACT
 WITH PRICING
CONFIRMATION
  MASTER AGREEMENT MA02373.2

	  Lender:
 	  Crescent Bank and Trust Company
 	  Lender Number: 23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-000-4
 
	  
 	  Crescent Mortgage Services
 	  23227-003-9
 
	  
 	  
 	  24837-000-9
 
	  
 	  
 	  24837-002-5
 

 

	  Eligible Products:
 	  
 	  30-year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	 Maximum Amount of Pool Purchase Transactions for Delivery during First Delivery Term:
 	  
 	  $39,600,000.00 (See current Master Conversion for actual volume eligible for delivery during the current Conversion Period.)
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  March 1, 2003 - March 1, 2003
 
	  
 	  
 	  
 
	  Servicing Option:
 	  
 	  Special
 
	  
 	  
 	  
 
	  Mortgage Type:
 	  
 	  Conventional
 
	  
 	  
 	  
 
	  Remittance Cycle:
 	  
 	  Standard
 
	  
 	  
 	  
 
	 Seasoning Requirements:
 	  
 	  Current
 
	  
 	  
 	  
 
	  Special Feature Codes:
 	  
 	  442 - Flow Alt-A Stated Income, 443 - Flow Alt-A No Ratio, 444 - Flow Alt-A NINA, and Per Selling Guide, Guide to Underwriting with Desktop Underwriter and applicable
attachments.
 
	  
 	  
 	  
 
	  Additional Terms:
 
	  See MBS Pricing Confirmation(s) attached hereto and incorporated herein.
 
	  Pool contract price adjustment is waived.
 
	  Lender is allowed a maximum buyup to 22.50 basis points with the expectation that Lender will manage deliveries to a weighted average buyup of 16.00 basis
points.
 
	  Radian Secondary Market Coverage required. Crescent Credit Plus Fixed-Rate Mortgage Product > 80% LTV.
 
	  See Schedule “A” August 2002 for eligible loans, which is attached to the Bulk Alt A Product - FRM Variance. Lender represents and warrants that all such
Mortgages meet standard Fannie Mae guidelines or the Alt-A guidelines incorporated in this Master Agreement.
 

 Pool Purchase Contract No. A06743.2
 FRM - 1

Amendment 30






   Contract No. A06743.2
  MBS Pricing Confirmation for Crescent Bank and Trust
Company
 MA02373.2
  As a condition to Lender’s sale of Mortgages under this MBS Contract at the pricing specified below, there must be a current Master Conversion. The current Master
Conversion governs Lender’s ability to sell Mortgages under the Master Agreement, notwithstanding any date specified as the “Latest Issue Date” on Page 1 of this MBS Contract or below.

	  Eligible Products:
 	  
 	  30 year fixed-rate level-payment mortgages
 
	  
 	  
 	  
 
	  Earliest and Latest Issue Dates for Pools formed under this Contract:
 	  
 	  March 1, 2003 - March 1, 2003
 
	  
 	  
 	  
 
	  Guaranty Fee:
 	  
 	  35.00 Basis Points
 
	  
 	  
 	  
 
	 Buyup/Buydown Grid:
 	  
 	 Early (See additional terms in the MBS Guaranty Fee and Buyup/Buydown Information in the Preamble section.)
 

 Pool Purchase Contract No. A06743.2
FRM - 2
 Amendment 30