SERVICE SCHEDULE B-2

Florida Hardest Hit Fund
Mortgage Loan Reinstatement Program
Summary Guidelines

17. Program Overview The Mortgage Loan Reinstatement Program (MLRP) focuses on
the creation of a sustainable solution to keep Florida homeowners
in their current homes by helping those who have fallen behind on
their mortgage payments because of financial hardship sustained
since purchasing the home as a result of unemployment or
substantial underemployment. HHF Program funds will be used
to pay, directly to the first mortgage loan servicer, payments
which include items such as principal and interest plus any
required escrow payments (such as taxes and insurance), late fees
and Insufficient Fund Fees.

18. Program Goals e Preserving homeownership.
e Protecting home values.

19. Target Population/ To determine geographic targeting for HHF Program funding,
Areas Florida Housing carried out an analysis of data, relying on data
similar to that used by Treasury to allocate funding, to determine
the hardest hit areas of the state. Florida Housing evaluated three
measures across all 67 Florida counties — housing price decline
from peak prices, unemployment rate and seriously delinquent
mortgage loans — and then combined ratios for each to create an
allocation methodology that will guide how funding is
geographically targeted. The majority of the HHF funds will be
allocated to those counties that were determined to be hardest hit,
although there will be funds available to all 67 counties.

20. Program Allocation $408,174,594.00

(Excluding
Administrative
Expenses)
21. Borrower Eligibility e Borrower must be a legal US citizen or lawful permanent
Criteria resident.

« Atleast one borrower must be able to document that he or she
is unemployed or substantially underemployed and must
provide a financial hardship affidavit. A borrower and/or co-
borrower who suffers a hardship that has resulted in a loss of
income of at least 10% will be considered “substantially
underemployed”.

¢ The maximum household income level for participation will
be 140% of the Area Median Income (AMI).

e For MLRP-only Applicants, the total housing expense

USI:7912198v1


In Witness Whereof, HFA, Eligible Entity and Treasury by their duly authorized officials
hereby execute and deliver this Fifth Amendment to Commitment to Purchase Financial
Instrument and HFA Participation Agreement as of the Amendment Date.

HFA:

FLORIDA HOUSING FINANCE
CORPORATION

By:

Name:
Title:

ELIGIBLE ENTITY:

FLORIDA HOUSING FINANCE
CORPORATION

By:

Name:
Title:

TREASURY:

UNITED STATES DEPARTMENT OF THE
TREASURY

By: den IL 1.)

Name: Timothy G. Massad
Title: Assistant Secretary for
Financial Stability

[Signature Page to Fifth Amendment to HPA — Florida]


.RMITTED EXPENSES

PE

SCHEDULE C

One-time / Start-Up Expenses: ;

Initial Personnel $0.00
Building, Equipment, Technology $20,750.00
Professional Services $50,000.00
Supplies / Miscellaneous $1,000.00
Marketing /Communications $10,000.00
Travel $20,000.00
Website development /Translation $183,500.00
Contingency $0.00

__Subt

$28: 0

"Operating / Administrative

Expenses:
Salaries $11,130,000.00
Professional Services (Legal,
Compliance, Audit, Monitoring) $2,390,000.00
Travel $535,000.00
Buildings, Leases & Equipment $1,015,000.00
Information Technology &
Communications $17,972,500.00
Office Supplies/Postage and
Delivery/Subscriptions $1,115,000.00
Risk Management/ Insurance $140,000.00
Training $1,245,000.00
Marketing/PR $134,000.00
Miscellaneous $970,000.00
Subtotal | _$36,646,500.00

Transaction Related Expenses:

Recording Fees $4,200,000.00
Wire Transfer Fees $600,000.00
Counseling Expenses

File Intake $0.00

Decision Costs

$22,500,000.00

Successful File

$11,200,000.00

Key Business Partners On-Going

$30,000,000.00

Grand Total

[_$105,431,750.00
z

% of Total Award

9.97%

Award Amount

$1,057,839,136

USI:7912198v1



SERVICE SCHEDULE B-1

Florida Hardest Hit Fund

Unemployment Mortgage Assistance Program

Summary Guidelines

J. Program Overview

The Unemployment Mortgage Assistance Program (UMAP)
focuses on the creation of a sustainable solution to keep Florida
unemployed or substantially underemployed homeowners in their
current homes by helping those who are struggling to make their
current mortgage payments because of hardships sustained since
purchasing the home. Florida Housing will use HHF Program
funds to pay up to 12 months of a portion of the mortgage
payments on behalf of a qualified homeowner based on the
criteria and requirements of each servicer. Homeowners will be
required to pay 25% of their monthly income towards their
monthly mortgage payment (principal and interest plus any
required escrow payments, such as taxes and insurance) with a
minimum payment requirement of $70 per month. HHF Program
funds will be used to pay, directly to the first mortgage loan
servicer, the monthly mortgage payment (principal and interest
plus any required escrow payments, such as taxes and insurance)
required under the first mortgage loan. This will provide a
reasonable period of time for homeowners to become re-
employed at a salary that is sufficient for them to either resume
making full mortgage payments or qualify for a mortgage
modification that will lower the payments and terms of the
mortgage to an affordable level.

2. Program Goals

¢ Preserving homeownership.
« Protecting home values.

3. Target Population/
Areas

To determine geographic targeting for HHF Program funding,
Florida Housing carried out an analysis of data, relying on data
similar to that used by Treasury to allocate funding, to determine
the hardest hit areas of the state. Florida Housing evaluated three
measures across all 67 Florida counties — housing price decline
from peak prices, unemployment rate and seriously delinquent
mortgage loans — and then combined ratios for each to create an
allocation methodology that will guide how funding is
geographically targeted. The majority of the HHF funds will be
allocated to those counties that were determined to be hardest hit,
although there will be funds available to all 67 counties.

4, Program Allocation
(Excluding
Administrative
Expenses)

$544,232,792.00

5. Borrower Eligibility

¢ Borrower must be a legal US citizen or lawful permanent

USI:7912198v1



SCHEDULE A

BASIC INFORMATION
Eligible Entity Information:
Name of the Eligible Entity: Florida Housing Finance Corporation!
Corporate or other organizational form: a public corporation and a public body

corporate and politic, established and
existing under the Florida Housing Finance
Corporation Act, as amended, Chapter 420,
Part V, Florida Statutes.

Jurisdiction of organization: Florida

Notice Information:

HFA Information:
Name of HFA: Florida Housing Finance Corporation'

Organizational form: a public corporation and a public body
corporate and politic, established and
existing under the Florida Housing Finance
Corporation Act, as amended, Chapter
420m, Part V, Florida Statutes.

Date of Application: April 16, 2010

Date of Action Plan: September 1, 2010

| References in the Agreement to the term “HFA” shal] mean the Florida Housing Finance Corporation, in its
capacity as HFA as such term is used in the Agreement; and references in the Agreement to the term “Eligible
Entity” shall mean the Florida Housing Finance Corporation, in its capacity as Eligible Entity as such term is used in
the Agreement.

Notwithstanding anything to the contrary in the Agreement, (A) for purposes of Section 4(G) thereof, annual audited
financial statements shall be due no later than one hundred eighty (180) day’s after the end of Florida Housing
Finance Corporation’s fiscal year, and (B) for purposes of Section 7 thereof, the powers and authority of Florida
Housing Finance Corporation shall be governed by and construed in accordance with the laws of the State of
Florida.

USI:7912198v1


EXHIBITS AND SCHEDULES

Schedule A Basic Information
Schedule B Service Schedules
Schedule C Permitted Expenses

US1:7912198v1


SCHEDULE B
SERVICE SCHEDULES
The Service Schedules attached as Schedule B to the Current HPA are hereby deleted in their
entirety and replaced with the attached Service Schedules (numbered sequentially as Service

Schedule B-1, Service Schedule B-2, et. seq.), which collectively comprise Schedule B to the
HPA.

USI:7912198v1


FIFTH AMENDMENT TO

COMMITMENT TO PURCHASE FINANCIAL INSTRUMENT
and
HFA PARTICIPATION AGREEMENT

This Fifth Amendment to Commitment to Purchase Financial Instrument and HFA Participation
Agreement (the “Fifth Amendment”) is entered into as of the date set forth on Schedule A
attached hereto as the Fifth Amendment Date (the “Amendment Date”), by and among the
United States Department of the Treasury (“Treasury”), the undersigned party designated as
HFA whose description is set forth in Schedule A attached hereto (for convenience, a “state
housing finance agency” or “HFA”) and the undersigned institution designated by HFA to
participate in the program described below (“Eligible Entity”).

Recitals

WHEREAS, Treasury, HFA and Eligible Entity entered into that certain Commitment to
Purchase Financial Instrument and HFA Participation Agreement (the “Original HPA”) dated as
of the Closing Date, as previously amended by that certain First Amendment to Commitment to
Purchase Financial Instrument and HFA Participation Agreement (the “First Amendment”), as
further amended by that certain Second Amendment to Commitment to Purchase Financial
instrument and HFA Participation Agreement (the “Second Amendment”), as further amended
by that certain Third Amendment to Commitment to Purchase Financial Instrument and HFA
Participation Agreement (the “Third Amendment”), as further amended by that certain Fourth
Amendment to Commitment to Purchase Financial Instrument and HFA Participation Agreement
(the “Fourth Amendment”; and together with the Original HPA as amended thereby, by the First
Amendment, the Second Amendment and the Third Amendment, the “Current HPA”), dated as
of their respective dates as set forth on Schedule A attached hereto, in connection with
Treasury’s federal housing program entitled the Housing Finance Agency Innovation Fund for
the Hardest Hit Housing Markets (the “HHF Program”), which was established pursuant to the
Emergency Economic Stabilization Act of 2008 (P.L. 110-343), as amended, as the same may be
amended from time to time (“EESA”),

WHEREAS, HFA and Eligible Entity submitted a request to Treasury to make certain revisions
to their Service Schedules and Permitted Expenses and Treasury has agreed to the same;

WHEREAS, HFA, Eligible Entity and Treasury wish to enter into this Fifth Amendment to
document all approved modifications to the Service Schedules and Permitted Expenses;

Accordingly, in consideration of the representations, warranties, and mutual agreements set forth
herein and for other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, Treasury, HFA and Eligible Entity agree as follows.

Fifth Amendment to HPA — Florida
USI:7912198vI


from date the servicer is notified of borrower approval by the
HFA.

¢ Condominium units where financial reporting for the
condominium association, pursuant to s. 718.111(13), F.S.,
for the most recent two years are not provided by the
Applicant.

8. Structure of
Assistance

HHF Program funds under the Unemployment Mortgage
Assistance Program will be made available to homeowners in the
form of a zero-percent interest, non-recourse, forgivable loan.
This Joan will be evidenced by a Note and Mortgage in favor of
Florida Housing. The HHF loan is forgivable and will be for a
period of 5.5 years. The first 20% of the loan will be forgiven
eighteen months after the loan closing. The remainder of the loan
will be forgiven 20% per year annually thereafter.

If the homeowner sells the home during any part of the loan term,
the remaining principal balance will be due to Florida Housing in
the event there are sufficient equity proceeds from the sale. If
there is not enough equity in the home to repay the entire amount
due, Florida Housing will forgive the excess portion or all of the
remaining principal balance so as to not create additional
hardships on the seller at closing. Any loans repaid will be
recycled back into the program and used to provide assistance to
additional homeowners for the duration of the program up to
December 31, 2017. After December 31, 2017, all funds
remaining or received shall be returned to Treasury.

9. Per Household
Assistance

Estimated Median Amount Mortgage Payments - $12,000
Maximum Amount — $24,000

Borrowers who have previously received HHF assistance and
were not involuntarily terminated and borrowers who are
currently receiving HHF assistance and remain in good standing
are eligible for the additional assistance being offered under the
changes to the UMAP and MLRP Programs, but only to the
extent that the total of the HHF assistance received does not
exceed the following limits:

e UMAP - 12 months or $24,000, whichever comes first

e¢ MLRP with UMAP — maximum of $18,000 towards

reinstatement
e MLRP only — maximum of $25,000 towards reinstatement

10. Duration of Assistance

The homeowner can receive up to 12 months of monthly
mortgage payments from Florida Housing.

11. Estimated Number of
Participating

Florida Housing anticipates that this strategy will be able to serve
approximately 45,000 homeowners over a five year period.

US1:7912198v1



Criteria

resident.

At least one borrower must be able to document that he or she
is unemployed or substantially underemployed and must
provide a financial hardship affidavit. A borrower and/or co-
borrower who suffers a hardship that has resulted in a loss of
income of at least 10% will be considered “substantially
underemployed”.

The maximum household income level for participation will
be 140% of the Area Median Income (AMI).

The total housing expense (PITIA) must exceed 31% of the
total gross income of the household.

Borrowers who have unencumbered liquid assets or cash
reserves (not including retirement or qualified education
plans) equal to or exceeding three times the total monthly
mortgage payment (including tax and insurance payments) or
$5,000, whichever is greater, must first use those assets above
such amount towards mortgage payments before being
eligible for HHF Program funds.

6. Property/Loan
Eligibility Criteria

The property must be a single family home, a condominium
unit a townhome, a manufactured or mobile home on
foundation permanently affixed to real estate owned by the
borrower, or a 2-4 family dwelling unit of which one unit is
occupied by the mortgagor as their principal residence.

The property must be the borrower’s principal residence, be
located in Florida, and not be abandoned, vacant or
condemned.

The outstanding principal balance of the first mortgage is
$400,000 or less at the time of application, regardless of
number of dwelling units.

7. Program Exclusions

Applicants who have voluntarily left work without good cause
attributable to his or her employing unit or has been
discharged by the employing unit for misconduct connected
with his or her work, based on a finding by the Department of
Economic Opportunity.

Bankruptcies that have not been discharged or dismissed.

The borrower may not have an ownership interest in more
than one property other than their primary residence.

The servicer is not required to accept mortgage assistance
payments if a notice of trustee/sheriff sale has been recorded
and the trustee/sheriff sale is scheduled less than seven days

USI:7912198v1



Notice Information:

Program Participation Cap:

Portion of Program Participation Cap
Representing Original HHF Funds:

Portion of Program Participation Cap
Representing Unemployment HHF Funds:

Permitted Expenses:

Closing Date:

First Amendment Date:
Second Amendment Date:
Third Amendment Date:
Fourth Amendment Date:

Fifth Amendment Date:

Eligible Entity Depository Account Information:

USL:7912198v1

Same as notice information for Eligible
Entity.

$1,057,839,136.00

$418,000,000.00

$238,864,755.00

$105,431,750.00

June 23, 2010

September 23, 2010

September 29, 2010

December 16, 2010

March 31, 2011

May 30, 2012

See account information set forth in the
Depository Account Control Agreement

between Treasury and Eligible Entity
regarding the HHF Program.


In Witness Whereof, HFA, Eligible Entity and Treasury by their duly authorized officials
hereby execute and deliver this Fifth Amendment to Commitment to Purchase Financial
Instrument and HFA Participation Agreement as of the Amendment Date.

HFA:

FLORIDA HOUSING FINANCE
CORPORATION

By: — /s/ Stephen P. Auger

Name: Stephen P. Auger
Title: Executive Director

ELIGIBLE ENTITY:

FLORIDA HOUSING FINANCE
CORPORATION

By:  /s/ Stephen P. Auger

Name: Stephen P. Auger
Title: Executive Director

TREASURY:

UNITED STATES DEPARTMENT OF THE
TREASURY

By:

Name: Timothy G. Massad
Title: Assistant Secretary for
Financial Stability

[Signature Page to Fifth Amendment to HPA — Florida]


(PITIA) must be less than 31% of the total gross income of
the household.

Borrowers who have unencumbered liquid assets or cash
reserves (not including retirement or qualified education
plans) equal to or exceeding three times the total monthly
mortgage payment (including tax and insurance payments) or
$5,000, whichever is greater, must first use those assets above
such amount towards reinstatement before being eligible for
HHF Program funds.

22. Property/Loan
Eligibility Criteria

The property must be a single family home, a condominium
unit a townhome, a manufactured or mobile home on
foundation permanently affixed to real estate owned by the
borrower, or a 2-4 family dwelling unit of which one unit is
occupied by the mortgagor as their principal residence.

The property must be the borrower’s principal residence, be
located in Florida, and not be abandoned, vacant or
condemned.

The outstanding principal balance of the first mortgage is
$400,000 or less at the time of application, regardless of
number of dwelling units.

23. Program Exclusions

Applicants who have voluntarily left work without good cause
attributable to his or her employing unit or has been
discharged by the employing unit for misconduct connected
with his or her work, based on a finding by the Department of
Economic Opportunity.

Bankruptcies that have not been discharged or dismissed.

The borrower may not have an ownership interest in more
than one property other than their primary residence.

The servicer is not required to accept mortgage assistance
payments if a notice of trustee/sheriff sale has been recorded
and the trustee/sheriff sale is scheduled less than seven days
from date the servicer is notified of borrower approval by the
HFA.

Condominium units where financial reporting for the
condominium association, pursuant to s. 718.111(13), F.S.,
for the most recent two years are not provided by the
Applicant.

24. Structure of
Assistance

HHF Program funds under the Mortgage Loan Reinstatement
Program will be made available to homeowners in the form of a

USI:7912198v1



with HAMP

described in Supplemental Directive 10-04. Implementing the
program in this order is the most beneficial to the customer and
investor since payments would continue to be made instead of
capitalized and no late charges or adverse credit reporting would
occur. If the borrower has already been through an UP
forbearance before applying for this program, then this program
may follow UP.

31. Program Leverage
with Other Financial
Resources

Many servicers have in-house mortgage modification products
that can be used in conjunction with this Program. Florida
Housing will work with servicers to determine how these
programs may best be combined.

Servicers will not charge administrative fees (e.g., NSF, late
charges) in any month where a full contract payment is made. If
the loan is reinstated or modified following HFA mortgage
assistance, servicers will waive all administrative fees accrued
since the beginning of the delinquency.

32. Qualify as an
Unemployment
Program

MYes ONo

US1:7912198v1



B. Capitalized terms used but not defined herein shall have the meanings ascribed to
them in the HPA.

Cc. Any provision of the HPA that is determined to be prohibited or unenforceable in any
jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or
unenforceability without invalidating the remaining provisions of the HPA, and no such
prohibition or unenforceability in any jurisdiction shall invalidate such provision in any other
jurisdiction.

D. This Fifth Amendment may be executed in two or more counterparts (and by different
parties on separate counterparts), each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument. Facsimile or electronic copies of this
Fifth Amendment shall be treated as originals for all purposes.

[SIGNATURE PAGE FOLLOWS; REMAINDER OF PAGE
INTENTIONALLY LEFT BLANK]

US1-7912198v1


Agreement
1. Amendments

A. Definitions. All references in the Current HPA to the “Agreement” shall mean the
Current HPA, as further amended by this Fifth Amendment; and all references in the Current
HPA to Schedules A, B or C shall mean the Schedules A, B or C attached to this Fifth
Amendment. All references herein to the “HPA” shall mean the Current HPA, as further
amended by this Fifth Amendment.

B. Schedule A. Schedule A attached to the Current HPA is hereby deleted in its entirety
and replaced with Schedule A attached to this Fifth Amendment.

c. Schedule B. Schedule B attached to the Current HPA is hereby deleted in its entirety
and replaced with Schedule B attached to this Fifth Amendment.

2. Representations, Warranties and Covenants

A. HEA _and Eligible Entity. HFA and Eligible Entity, each for itself, make the
following representations, warranties and covenants to Treasury and the truth and accuracy
of such representations and warranties and compliance with and performance of such
covenants are continuing obligations of HFA and Eligible Entity, each as to itself. In the
event that any of the representations or warranties made herein cease to be true and correct or
HFA or Eligible Entity breaches any of its covenants made herein, HFA or Eligible Entity, as
the case may be, agrees to notify Treasury immediately and the same shall constitute an
Event of Default under the HPA.

qd) HFA and Eligible Entity each hereby certifies, represents and warrants as of the
date hereof that each of the representations and warranties of HFA or Eligible Entity, as
applicable, contained in the HPA are true, correct, accurate and complete in all material
respects as of the date hereof. All covenants of HFA or Eligible Entity, as applicable,
contained in the HPA shall remain in full force and effect and neither HFA, nor Eligible
Entity is in breach of any such covenant.

(2) Eligible Entity has the full corporate power and authority to enter into, execute,
and deliver this Fifth Amendment and any other closing documentation delivered to
Treasury in connection with this Fifth Amendment, and to perform its obligations
hereunder and thereunder.

(3) HFA has the full legal power and authority to enter into, execute, and deliver this
Fifth Amendment and any other closing documentation delivered to Treasury in
connection with this Fifth Amendment, and to perform its obligations hereunder and
thereunder.

3. Miscellaneous

A. The recitals set forth at the beginning of this Fifth Amendment are true and accurate
and are incorporated herein by this reference.

2-

USI:7912198v1


Households

12.

Program Inception/
Duration

Florida Housing anticipates implementing these changes by June
18, 2012. It is anticipated that this strategy will last for up to 5
years.

13.

Program Interactions
with Other Programs
(e.g. other HFA
programs)

This Program will interact with the Mortgage Loan Reinstatement
Program (MLRP). Borrowers who qualify for UMAP will have
arrearages on their first mortgage reinstated up front in an amount
not to exceed $18,000. The maximum amount of combined
UMAP and MLRP assistance is $42,000.

14.

Program Interactions
with HAMP

HHF funds would be utilized prior to the HAMP forbearance
described in Supplemental Directive 10-04. Implementing the
program in this order is the most beneficial to the customer and
investor since payments would continue to be made instead of
capitalized and no late charges or adverse credit reporting would
occur. If the borrower has already been through an UP
forbearance before applying for this program, then this program
may follow UP.

15.

Program Leverage
with Other Financial
Resources

Many servicers have in-house mortgage modification products
that can be used in conjunction with this Program. Florida
Housing will work with servicers to determine how these
programs may best be combined.

Servicers will not charge administrative fees (e.g., NSF, late
charges) in any month where a full contract payment is made. If
the loan is reinstated or modified following HFA mortgage
assistance, servicers will waive all administrative fees accrued
since the beginning of the delinquency.

16.

Qualify as an
Unemployment
Program

Yes O1No

US1:7912198v1



zero-percent interest, non-recourse, forgivable loan. This loan
will be evidenced by a Note and Mortgage in favor of Florida
Housing. The HHF loan is forgivable and will be for a period of
5.5 years. The first 20% of the loan will be forgiven eighteen
months after the loan closing. The remainder of the loan will be
forgiven 20% per year annually thereafter.

If the homeowner sells the home during any part of the loan term,
the remaining principal balance will be due to Florida Housing in
the event there are sufficient equity proceeds from the sale. If
there is not enough equity in the home to repay the entire amount
due, Florida Housing will forgive the excess portion or all of the
remaining principal balance so as to not create additional
hardships on the seller at closing. Any loans repaid will be
recycled back into the program and used to provide assistance to
additional homeowners for the duration of the program up to
December 31, 2017. After December 31, 2017, all funds
remaining or received shall be returned to Treasury.

25.

Per Household
Assistance

Estimated Median Amount Mortgage Payments - $9,000
Maximum Amount — $18,000 for those using both UMAP and
MLRP; $25,000 for those needing MLRP only.

Borrowers who have previously received HHF assistance and
were not involuntarily terminated and borrowers who are
currently receiving HHF assistance and remain in good standing,
are eligible for the additional assistance being offered under the
changes to the UMAP and MLRP Programs, but only to the
extent that the total of the HHF assistance received does not
exceed the following limits:
¢ UMAP - 12 months or $24,000, whichever comes first
e MLRP with UMAP — maximum of $18,000 towards
reinstatement
MLRP only — maximum of $25,000 towards reinstatement

26.

Duration of Assistance

Assistance is provided as a one-time payment.

27. Estimated Number of | Florida Housing anticipates that this strategy will be able to serve
Participating approximately 45,000 homeowners over a five year period.
Households

28. Program Inception/ Florida Housing anticipates implementing these changes by June

Duration

18, 2012. It is anticipated that this Program will last for up to 5
years.

29.

Program Interactions
with Other Programs
(e.g. other HFA
programs)

This Program will interact with the Unemployment Mortgage
Assistance Program (UMAP). Borrowers who qualify for UMAP
will have arrearages on their first mortgage reinstated up front in
an amount not to exceed $18,000. The maximum amount of
combined UMAP and MLRP assistance is $42,000.

30.

Program Interactions

HHF funds would be utilized prior to the HAMP forbearance

USI-7912198vi