SECOND AMENDMENT TO 

COMMITMENT TO PURCHASE FINANCIAL INSTRUMENT 

and 

HFA PARTICIPATION AGREEMENT 

This Second Amendment to Commitment to Purchase Financial Instrument and HFA 

Participation Agreement (the “Second Amendment”) is entered into as of the date set forth on 

Schedule A attached hereto as the Second 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”; and 

together with the Original HPA as amended thereby, the “Current HPA”), dated as of the First 

Amendment Date, all 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 Second 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. 

Agreement 

1. Amendments

A. Definitions. All references in the Current HPA to the “Agreement” shall mean the 

Current HPA, as further amended by this Second 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 

Second Amendment. All references herein to the “HPA” shall mean the Current HPA, as 

further amended by this Second Amendment. 

Second Amendment to HPA — Indiana 

TAMPA/143471.1
B. Schedule A. Schedule A attached to the Current HPA is hereby deleted in its entirety 

and replaced with Schedule A attached to this Second 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 Second Amendment. 

D. Schedule C. Schedule C attached to the Current HPA is hereby deleted in its entirety 

and replaced with Schedule C attached to this Second Amendment. 

2. Representations, Warranties and Covenants

A. HFA 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. 

(1) 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 Second Amendment and any other closing documentation delivered to 

Treasury in connection with this Second 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 

Second Amendment and any other closing documentation delivered to Treasury in 

connection with this Second Amendment, and to perform its obligations hereunder and 

thereunder. 

3. Miscellaneous

A. The recitals set forth at the beginning of this Second Amendment are true and 

accurate and are incorporated herein by this reference. 

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

them in the HPA. 

C. 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 

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TAMPA/143471.1 

prohibition or unenforceability in any jurisdiction shall invalidate such provision in any other 

jurisdiction. 

D. This Second 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 Second Amendment shall be treated as originals for all purposes. 

[SIGNATURE PAGE FOLLOWS; REMAINDER OF PAGE 

INTENTIONALLY LEFT BLANK] 
[Signature Page to Second Amendment to HPA — Indiana] 

In Witness Whereof, HFA, Eligible Entity and Treasury by their duly authorized officials 

hereby execute and deliver this Second Amendment to Commitment to Purchase Financial 

Instrument and HFA Participation Agreement as of the Amendment Date. 

HFA: TREASURY: 

INDIANA HOUSING AND COMMUNITY 

DEVELOPMENT AUTHORITY 

UNITED STATES DEPARTMENT OF THE 

TREASURY 

By: /s/ Sherry Seiwert _ By: 

Name: Sherry Seiwert Name: Timothy G. Massad 

Title: Executive Director Title: Acting Assistant Secretary for 

 Financial Stability 

 

ELIGIBLE ENTITY:

INDIANA HOUSING AND COMMUNITY 

DEVELOPMENT AUTHORITY 

By: /s/ Sherry Seiwert 

Name: Sherry Seiwert 

Title: Executive Director 

 

EXHIBITS AND SCHEDULES

Schedule A Basic Information 

Schedule B Service Schedules 

Schedule C Permitted Expenses 

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TAMPA/143471.1 

SCHEDULE A

BASIC INFORMATION

Eligible Entity Information: 

Name of the Eligible Entity: Indiana Housing and Community 

 Development Authority1

Corporate or other organizational form: body corporate and politic, established and 

 existing under Indiana Code 5-20-1 et. seq.

Jurisdiction of organization: Indiana

Notice Information: 

 

 

 

HFA Information: 

Name of HFA: Indiana Housing and Community 

 Development Authority 1

Organizational form: body corporate and politic, established and 

 existing under Indiana Code 5-20-1 et. seq. 

Date of Application: September 1, 2010 

Date of Action Plan: September 1, 2010 

 

1 References in the Agreement to the term “HFA” shall mean the Indiana Housing and Community Development 

Authority (“IHCDA”) 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 IHCDA, 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, (i) annual 

audited financial statements shall be due no later than one hundred eighty (180) days after the end of IHCDA’s fiscal 

year, and (ii) quarterly financial statements shall be due no later than forty-five (45) days after the end of each 

quarter commencing with the first full quarter ending after the Effective Date; provided that for any quarter IHCDA 

does not prepare unaudited financial statements for its internal use, or to be sent to a third party, such quarterly 

unaudited financial statement shall not be required and instead IHCDA shall provide to Treasury, no later than fortyfive (45) days after the end of each quarter commencing with the first full quarter ending after the Effective Date, 

summary expenses by category [e.g., in-take partners, IHCDA specific expenses (e.g. salaries)], and last business 

day of the quarter’s Depository Account bank statement, which information will allow Treasury to review and 

confirm the funds used for the Services and Permitted Expenses; (B) for purposes of Section 7 thereof, the powers 

and authority of IHCDA shall be governed by and construed in accordance with the laws of the State of Indiana; and 

(C) for the purposes of Sections 2(C)(1) and 6(A)(2) thereof, references to the term “instrumentality” shall mean 

“body corporate and politic”. 
TAMPA/143471.1 

Notice Information: Same as notice information for Eligible 

 Entity. 

Program Participation Cap: $221,694,139.00 

Portion of Program Participation Cap 

Representing Original HHF Funds: $82,762,859.00 

Portion of Program Participation Cap 

Representing Unemployment HHF Funds: $82,762,859.00 

Permitted Expenses: $39,041,587.00

Closing Date: September 23, 2010 

First Amendment Date: September 29, 2010 

Second Amendment Date: March 9, 2011 

Eligible Entity Depository Account Information: See account information set forth in the 

Depository Account Control Agreement 

between Treasury and Eligible Entity 

regarding the HHF Program. 
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. 

TAMPA/143471.1 
SERVICE SCHEDULE B-1

Indiana 

Hardest Hit Fund Unemployment Bridge Program 

Summary Guidelines 

1. Program 

Overview

Under Indiana’s Hardest Hit Fund Unemployment Bridge Program (UBP) 

the Indiana Housing and Community Development Authority (IHCDA) 

will offer individuals who are unemployed through no fault or neglect of 

their own a monthly benefit to cover a portion of their first mortgage and 

related expenses while the individual seeks new employment. When 

necessary, IHCDA may also provide a limited amount of funding at the 

outset of assistance to bring a mortgage current so that IHCDA may 

provide future monthly payments. IHCDA may also provide assistance to 

currently substantially underemployed homeowners who accumulated a 

delinquency during a period of unemployment but cannot bring their 

mortgage current with their current income. This last category of 

assistance will only apply if borrowers: (a) qualify in all other respects for 

assistance; (b) have demonstrated that they can afford mortgage payments 

with their post-unemployment income; and (c) cannot qualify for mortgage 

reinstatement but for HHF assistance. Assistance is subject to approval of 

the homeowner’s HHF Action Plan, which is a plan relating solely to 

TARP funded modification programs that will be developed by a housing 

counseling agency in connection with the initial intake eligibility screening 

and file underwriting process, and approved by IHCDA (the “HHF Action 

Plan”). 

2. Program Goals The goal of the UBP is to cover a portion of PITI for eligible unemployed 

and substantially underemployed homeowners, allowing them to: 

1) Secure re-employment in their occupation; or 

2) Access training made available through the Indiana Department of 

Workforce Development that will help them secure employment in a 

new occupation. 

3. Target 

Population / 

Areas 

Our target population is low- to moderate-income homeowners in any 

county in Indiana. Homeowners in the 46 counties classified as hardest hit 

will be eligible for a longer term of assistance (18 months) than 

homeowners residing in other counties (12 months). 

4. Program 

Allocation 

(Excluding 

Administrative 

Expenses) 

$182,652,552.00 

5. Borrower 

Eligibility 

Criteria 

1) Unemployed and eligible for unemployment insurance or (in limited 

cases) substantially underemployed and able to document both current 

financial hardship and a prior period of unemployment resulting in a 

current delinquency; 

2) Engaged in approved training, education or structured volunteer work 

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(as defined by IHCDA) except for the limited number of cases in 

which we will assist currently underemployed individuals; 

3) Current household income below 140% AMI adjusted for borrower 

household size; 

4) Documentation of six months of pre-hardship timely payments; 

5) Agreement to pay a minimum of 30% of household income at time of 

enrollment toward PITI based on documentation of unemployment 

benefits, except for the limited number of cases in which we will assist 

currently underemployed individuals; in those cases, individuals will 

be expected to make some contribution toward clearing their 

delinquency, with 30% of household income serving as the standard; 

6) Owning only one home; 

7) Submission of hardship affidavit documenting inability to pay 

mortgage; 

8) Priority of service will be extended to veterans and military personnel 

(active or reserve); 

9) Receiving unemployment insurance benefits from the Indiana 

Department of Workforce Development (“DWD”) on or after the UBP 

implementation date; 

10) At IHCDA’s sole discretion, Borrower may be removed from the 

program for failing to make their required payments, 

6. Property / 

Loan 

Eligibility 

Criteria 

1) Owner-occupied primary residence located in Indiana. 

2) The unpaid principal balance of the borrower’s first lien mortgage 

cannot exceed the conforming loan limit established by the Federal 

Housing Finance Agency, as modified from time to time. 

7. Program 

Exclusions 

1) Property is vacant, abandoned or condemned. 

2) Borrower has not exhausted or been ruled ineligible for other programs 

(federal or direct lender). 

3) Borrower has liquid assets sufficient to make 6 months’ worth of 

payments, excluding retirement accounts. 

4) Borrower is ineligible for unemployment benefits (for example due to 

nature of job loss or no W-2 reportable wages). 

8. Structure of 

Assistance

All assistance is structured as a forgivable, non-recourse, non-amortizing 

loan, secured by a junior lien on the property. The loan has a term of 10 

years and is forgiven at a rate of 20% per year in years 6 through 10 of the 

loan term. If the borrower sells the property before the forgiveness period 

expires; all net sale proceeds up to the full principal balance outstanding 

will be due and payable to IHCDA. All funds returned to the UBP may be 

recycled until December 31, 2017; thereafter they will be returned to 

Treasury. 

9. Per Household 

Assistance 

Total assistance per household is not to exceed $18,000 in hardest hit 

counties or $12,000 in balance of state. 

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10. Duration of 

Assistance 

In hardest hit counties, up to eighteen months or three months after reemployment, whichever comes first; in balance of state, up to one year or 

three months after re-employment, whichever comes first. In either case, 

assistance will terminate upon household’s receipt of the maximum 

assistance. As applicable, total assistance will be reduced by 1) the 

number of months’ payment required to bring a homeowner current on 

their mortgage and/or 2) the amount required to pay for taxes and 

insurance on non-escrowed loans. Once homeowner is brought current, 

the maximum amount of monthly assistance per household may not exceed 

$1,000.00. 

11. Estimated 

Number of 

Participating 

Households 

An estimated 16,257 households will receive assistance, at an average 

assistance level of about $702 per month for an average of approximately 

sixteen (16) months of assistance, inclusive of payments to clear 

delinquencies and assistance after re-employment. 

12. Program 

Inception / 

Duration 

Provided that IHCDA receives prompt and reasonable cooperation from 

servicers, IHCDA anticipates that the pilot period will begin as soon as 

November 1, 2010 (but no later than March 1, 2011) and will last for five 

(5) months. After the pilot period, IHCDA anticipates that the program 

will last for approximately two (2) years. 

13. Program 

Interaction 

with Other 

Programs (e.g. 

other HFA 

programs) 

IHCDA manages the Homeless Prevention and Rapid Re-Housing 

Program (HPRP) funding for the balance of state Continuum of Care. 

IHCDA assessment tool for HPRP will incorporate screening for HHF 

eligibility for homeowners at risk of homelessness through foreclosure. 

HPRP administrators will be trained on eligibility requirements and 

screening for HHF. IHCDA also manages the Indiana Foreclosure 

Prevention Network (IFPN), which is a coalition of community service and 

housing-related organizations, government agencies, lenders, realtors, and 

trade associations that are actively addressing Indiana’s foreclosure crisis 

through a variety of methods. IHCDA anticipates contracting with some 

of the organizations which are providing IFPN counseling services to 

provide eligibility screening, intake and preliminary underwriting for HHF. 

Finally, IHCDA will work with DWD to coordinate efforts; for example, 

the availability of HHF for qualified unemployed persons may be noted in 

Unemployment Insurance benefit determination letters from DWD. 

14. Program 

Interactions 

with HAMP 

Borrowers will be pre-screened for HAMP, HAFA and HAMP-UP and 

programs offered by lenders. HHF funds can be utilized before or after 

assistance from HAMP-UP.

15. Program 

Leverage 

No leveraging from banks and servicers is required. IHCDA anticipates 

entering into participation agreements with servicers that will set forth 

IHCDA’s expectations for servicers, including acceptance of payment 

from IHCDA and application of payment to PITI only.

16. Qualify as an 

Unemployment 

Program 

; Yes  No 
SCHEDULE C

PERMITTED EXPENSES 

Indiana 

 One-time / Start-Up Expenses: 

Initial Personnel $0.00

Building, Equipment, Technology $89,000.00

Professional Services $120,000.00

Supplies / Miscellaneous $10,000.00

Marketing /Communications $175,000.00

Travel $10,000.00

Website development /Translation $175,000.00

Contingency $5,000.00

 Subtotal $584,000.00 

Operating / Administrative 

Expenses: 

Salaries $350,000.00

Professional Services (Legal, 

Compliance, Audit, Monitoring) $2,192,000.00

Travel $87,000.00

Buildings, Leases & Equipment $71,550.00

Information Technology & 

Communications $2,500,000.00

Office Supplies/Postage and 

Delivery/Subscriptions $25,000.00

Risk Management/ Insurance $25,410.00

Training $150,000.00

Marketing/PR $375,000.00

Miscellaneous $2,794,350.00

 Subtotal $8,570,310.00 

 Transaction Related Expenses: 

Recording Fees $487,710.00

Wire Transfer Fees $156,067.00

 Counseling Expenses   

File Intake $4,000,000.00

Decision Costs $18,000,000.00

Successful File $4,877,100.00

Key Business Partners On-Going $2,366,400.00

 Subtotal $29,887,277.00 

Grand Total $39,041,587.00 

% of Total Award 17.61% 

Award Amount $221,694,139.00

TAMPA/143471.1