ELEVENTH AMENDMENT TO 

COMMITMENT TO PURCHASE FINANCIAL INSTRUMENT 

and 

HFA PARTICIPATION AGREEMENT 

This Eleventh Amendment to Commitment to Purchase Financial Instrument and HFA 

Participation Agreement (the "Eleventh Amendment") is entered into as of the date set forth on 

Schedule A attached hereto as the Eleventh 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 HP A") 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"), as further amended by that certain Fifth Amendment to Commitment 

to Purchase Financial Instrument and HFA Participation Agreement (the "Fifth Amendment"), as 

further amended by that certain Sixth Amendment to Commitment to Purchase Financial 

Instrument and HFA Participation Agreement (the "Sixth Amendment"), as further amended by 

that certain Seventh Amendment to Commitment to Purchase Financial Instrument and HFA 

Participation Agreement (the "Seventh Amendment"), as further amended by that certain Eighth 

Amendment to Commitment to Purchase Financial Instrument and HFA Participation Agreement 

(the "Eighth Amendment"), and as further amended by that certain Ninth Amendment to 

Commitment to Purchase Financial Instrument and HFA Participation Agreement (the "Ninth 

Amendment"), and as further amended by that certain Tenth Amendment to Commitment to 

Purchase Financial Instrument and HFA Participation Agreement (the "Tenth Amendment": and 

together with the Original HPA as amended thereby and by the First Amendment, Second 

Amendment, Third Amendment, Fourth Amendment, Fifth Amendment, Sixth Amendment, 

Seventh Amendment, the Eighth Amendment and the Ninth 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"); 

Eleventh Amendment to HPA — Arizona 

Doc#:USl:8610863v2 
WHEREAS, HFA and Eligible Entity submitted a request to Treasury to make certain revisions 

to their existing Service Schedules and Permitted Expenses, as applicable, and Treasury has 

agreed to the same; 

WHEREAS, HFA, Eligible Entity and Treasury wish to enter into this Eleventh Amendment to 

document all approved modifications to the Service Schedules and Permitted Expenses, as 

applicable; 

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 Eleventh 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 

Eleventh Amendment. All references herein to the "HPA" shall mean the Current HPA, as 

further amended by this Eleventh 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 Eleventh 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 Eleventh 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 Eleventh 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. 

Doc#: USl:8610863v2 
(2) Eligible Entity has the full corporate power and authority to enter into, execute, 

and deliver this Eleventh Amendment and any other closing documentation delivered to 

Treasury in connection with this Eleventh 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 

Eleventh Amendment and any other closing documentation delivered to Treasury in 

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

thereunder. 

Miscellaneous 

A. The recitals set forth at the beginning of this Eleventh 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 

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

jurisdiction. 

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

[SIGNATURE PAGE FOLLOWS; REMAINDER OF PAGE 

INTENTIONALLY LEFT BLANK] 

Doc#:USl:8610863v2 
In Witness Whereof, HFA, Eligible Entity and Treasury by their duly authorized officials 

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

Instrument and HFA Participation Agreement as of the Amendment Date. 

HFA. TREASURY. 

STATE OF ARIZONA, ARIZONA 

DEPARTMENT OF HOUSING 

UNITED STATES DEPARTMENT OF THE 

TREASURY 

By: /s/ Michael Trailer 

Name: Michael Trailer 

Title: Director 

By: 

Name: Timothy G. Massad 

Title: Assistant Secretary for 

Financial Stability 

ELIGIBLE ENTITY: 

ARIZONA HOME FORECLOSURE 

PREVENTION FUNDING CORPORATION 

By: /s/ Michael Trailor 

Name: Michael Trailor 

Title: Chairman 

Doc#-.USl;8610863v2 

[Signature Page to Eleventh Amendment to HPA — Arizona] 
In Witness Whereof, HFA, Eligible Entity and Treasury by their duly authorized officials 

hereby execute-and deliver this Elevendi Amendmentto Commitmenrto Purchase Finamcial 

Instrument and HFA Participation Agreement as of the Amendment Date. 

HFA: TREASURY: 

STATE OF ARIZONA, ARIZONA 

DEPARTMENT OF HOUSING 

By: 

Name: Michael Trailor 

Title: Director 

UNITED STATES DEPARTMENT OF THE 

TREASURY 

By: 

Name: Timothy G. Massad 

Title: Assistant Secretary for 

Financial Stability 

ELIGIBLE ENTITY: 

ARIZONA HOME FORECLOSURE 

PREVENTION FUNDING CORPORATION 

By: 

Name: Michael Trailor 

Title: Chairman 

Doctf; USI:8610863v2 

[Signature Page to Eleventh Amendment to HPA — Arizona] 
EXHIBITS AND SCHEDULES 

Schedule A Basic Information 

Schedule B Service Schedules 

Schedule C Permitted Expenses 

Doc#: USl:8610863v2 
SCHEDULE A 

BASIC INFORMATION 

Eligible Entity Information: 

Name of the Eligible Entity: 

Corporate or other organizational form: 

Jurisdiction of organization: 

Notice Information: 

Arizona Home Foreclosure Prevention 

Funding Corporation 

Arizona Non-Profit corporation 

Arizona domiciliary 

HFA Information: 

Name of HFA: 

Organizational form: 

Date of Application: 

Date of Action Plan: 

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: 

State of Arizona, Arizona Department of 

Housing 

Constituent Department of the State of 

Arizona 

April 16, 2010 

September 1,2010 

$267,766,006.00 

$125,100,000.00 

N/A 

$34,864,954.00 

June 23, 2010 

September 23, 2010 

September 29, 2010 

December 16, 2010 

A-l 

Doc#:USl:86I0863v2 
Fourth Amendment Date: 

Fifth Amendment Date: 

Sixth Amendment Date: 

Seventh Amendment Date: 

Eighth Amendment Date: 

Ninth Amendment Date: 

Tenth Amendment Date: 

Eleventh Amendment Date: 

Eligible Entity Depository Account Information: 

January 26, 2011 

March 31, 2011 

May 25, 2011 

August 31, 2011 

March 29, 2012 

July 17, 2012 

August 24, 2012 

June 6, 2013 

See account information set forth in the 

Depository Account Control Agreement 

between Treasury and Eligible Entity 

regarding the HHF Program. 

A-2 

Doc#:USl:8610863v2 
SCHEDULE B 

SERVICE SCHEDULES 

The Service Schedules attached as Schedule B to the Current HPA are hereby deleted in their 

entirely and replaced with the attached Service Schedules (numbered sequentially as Service 

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

HPA. 

B-l 
SERVICE SCHEDULE B-l 

SAVEMYHOMEAZ 

Principal Reduction Assistance 

Summary Guidelines 

1. Program Overview 

2. Program Goals 

3. Target 

Population/Areas 

Principal Reduction Assistance is being administered by the 

Arizona Deparlment of Housing ("ADOH") on behalf of the 

Arizona Home Foreclosure Prevention Funding Corporation 

("AHFPFC"). Efforts may include principal reduction, interest 

rate reduction, and/or term extension to achieve a permanent 

modification of a borrower's primary mortgage. Borrowers who 

are suffering an approved hardship may be eligible for principal 

reduction assistance, provided they have: (a) principal 

outstanding mortgage balance(s) exceeding 120% of the present 

market value of their residence, or (b) at least $20,000 in 

negative equity. 

Depending on the agreement with the servicer, one of two 

methods will be used to reduce the principal balance of a 

borrower's primary mortgage: 

• An up-front forgivable loan of up to $100,000 may be 

made to eligible borrowers; or 

• Up to $100,000 in assistance may be provided over a 

three-year period. 

A borrower's primary mortgage lender may agree to make a 

matching reduction to the principal balance of the primary loan. 

The structure of these two types of assistance is further discussed 

in Section 8. 

The central goal of Principal Reduction Assistance is to help 

homeowners avoid foreclosure by permanently modifying a 

borrower's primary mortgage to achieve a monthly payment that 

does not exceed 31% of the borrower's monthly income and/or 

reduces a borrower's negative equity position. 

The targeted populations are households whose income does not 

exceed 150% of Area Median Income ("AMI"). Each household 

will be evaluated to determine an affordable and sustainable 

monthly mortgage payment according to such household's gross 

monthly income. Affordability for Home Affordable Refinance 

Program ("HARP") structured assistance is determined by the 

lender's approval of the transaction, otherwise it is 31% of the 

household's monthly gross income. 

B-l-1 
4. Program Allocation 

(Excluding 

Administrative 

Expenses) 

5. Borrower 

Eligibility Criteria 

6. Property/Loan 

Eligibility Criteria 

7. Program 

It is projected that Component assistance will be provided to 

targeted areas according to the following breakdown of counties. 

These projections are based on population, delinquent loans and 

pending foreclosures in these areas. 

Maricopa County: 79% of program funds 

Pima County: 9% of program funds 

Pinal County: 9% of program funds 

All other areas: 3% of program funds 

$119,818,609 

• Eligible financial hardship. Eligible financial hardships 

include reduced income due to under employment, medical 

condition divorce or death. Negative equity is considered an 

eligible financial hardship with respect to forbearance or 

HARP 2.0 as well as other refinance related principal 

reductions. 

• Property must be borrower's primary residence. 

• For forbearance assistance, borrower must be in good 

standing with their modification. 

• 150% of AMI maximum household income. 

• Depending on the agreement with the servicer, the eligibility 

will either be determined through an application process and 

application evaluation by ADOH and approved counselors or 

may be determined through an application evaluation by the 

servicer and ADOH. 

• Requests for Mortgage Assistance ("RMA") with hardship 

and Dodd Frank Certification. 

• Property must be owner-occupied. 

• Outstanding mortgage amount must be no greater than 

$500,000. 

• Depending on the agreement with the servicer, mortgage 

may be required to be a minimum of seven (7) days prior to 

the scheduled date of a trustee's sale with respect to 

borrower's residence. 

• Loan to value greater than 120% or at least $20,000 negative 

equity. 

• Single-family dwelling (1 to 4 units). 

• Affordability for HARP structured assistance is determined 

by the lender's approval of the transaction, otherwise it is 

31% of the household's monthly gross income. 

• Properties that have an outstanding mortgage(s) in excess of 

150% of the purchase price. 

B-l-2 
Exclusions Assistance of $10,000 or less. 

The principal reduction contribution may not exceed the 

lesser of: (a) the maximum household assistance of $100,000 

or (b) the amount necessary to bring the outstanding 

mortgage balance to 100% of the property's fair market 

value. 

Properties that have an outstanding mortgage(s) in an amount 

greater than $500,000. 

Structure of 

Assistance 

Depending on the agreement with the servicer, the structure of 

assistance may be provided in one of the following ways: 

• Principal Reduction Assistance may provide an up-front, 

forgivable loan of up to $100,000 to eligible borrowers. 

Notes evidencing these loans will be for a term of five (5) 

years in favor of the Eligible Entity and placed on the 

property as a junior lien. A forgiveness clause will extinguish 

the loan amount at the end of five (5) years, provided the 

consumer has satisfied all terms of the loan. The terms of 

these loans will be zero-interest, zero-payment for the 

duration of the loan. The assistance loan will be considered 

satisfied upon expiration of five-year term and ADOH will 

release the lien connected with the note. These loans will be 

utilized to reduce a portion of the principal on the first 

mortgage loan, the amount of which may be matched by the 

primary lender/servicer. During the term of the assistance 

loan, it will be "due on sale", if the home has increased in 

equity. If the home has not increased in equity to the degree 

necessary to repay the note, all or a portion of the note may 

be forgiven as not to create additional hardships on the 

borrower/seller at the time of closing. Any loan proceeds that 

are returned to the Component will be reutilized to assist 

additional homeowners. 

• Assistance of up to $100,000 may be provided as a one-time 

installment or in equal installments over a three-year period, 

at months thirteen (13), twenty-five (25) and thirty-seven 

(37), provided the homeowner continues to make current 

mortgage payments. In the case of assistance paid out in 

equal installments over a three-year period, assistance will be 

matched dollar for dollar and, as a result, a loan will not be 

required in favor of the Eligible Entity and no junior lien will 

be placed on the property. 

• HARP or other approved refinances are eligible for up to 

$100,000 as a one-time forgivable loan evidenced by a 

promissory note with a five-year term. The principal 

B-l-3 
9. Per Household 

Assistance 

10. Duration of 

Assistance 

11. Estimated Number 

of Participating 

Households 

12. Program 

Inception/Duration 

13. Program 

Interactions with 

Other Programs 

(e.g. other HFA 

programs) 

14. Program 

Interactions with 

HAMP 

reduction contribution may not exceed the lesser of: (a) the 

maximum household assistance of $100,000 or (b) the 

amount necessary to bring the outstanding mortgage balance 

to 100% of the property's fair market value. 

• Forbearance assistance will extinguish existing or newly 

approved forbearance balances. Eligible forbearance will 

include any forbearance structured through the Home 

Affordable Modification Program ("HAMP"), proprietary or 

other loan modification. The assistance may not exceed the 

lesser of: (a) the maximum household assistance of $100,000 

or (b) the amount necessary to bring the outstanding 

mortgage balance to 100% of the property's fair market 

value. 

• All remaining funds including those that were recycled into 

the SAVEOURHOMEAZ program will be returned to 

Treasury after December 31, 2017. 

• $ 100,000 is the Maximum Amount of Assistance. 

• $60,000 is the Estimated Median Amount of Assistance. 

• The principal reduction contribution must be no greater than 

the lesser of: (a) the maximum household assistance of 

$100,000 or (b) the amount necessary to bring the 

outstanding mortgage balance to 100% of the property's fair 

market value. 

Permanent modification assistance will be disbursed in full at the 

initial completion of the modification agreement. 

It is anticipated that Principal Reduction Assistance will assist a 

minimum of 1,849 households in avoiding imminent 

foreclosures. 

This program component began in September 2010 and it is 

projected that assistance will be expended by December 31, 

2017. 

Borrowers may participate in other components, as long as the 

total assistance does not exceed the lesser of: (a) the maximum 

household assistance of $100,000 or (b) the amount necessary to 

bring the outstanding mortgage balance to 100% of the 

property's fair market value. 

ADOH's program may interact with aspects of the Making 

Home Affordable Program ("MHA") as ADOH tries to leverage 

the resources provided by the MHA programs to expand the pool 

of borrowers who are eligible for HAMP or other MHA options. 

B-l-4 
15. Program Leverage 

with Other 

Financial Resources 

16. Qualify as an 

Unemployment 

Program 

In some cases, the assistance the ADOH provides under HHF 

can supplement and extend assistance provided through MHA. 

To maximize the effectiveness of our foreclosure mitigation 

efforts, servicers should use reasonable efforts to ensure that 

Troubled Asset Relief Program funds are used efficiently and 

that HHF programs complement MHA programs. 

In order to leverage the funds, ADOH will attempt to have the 

lender/servicer match any principal reduction provided through 

the Principal Reduction Assistance component. 

• Yes 0 No 

B-l-5 
SERVICE SCHEDULE B-2 

SAVEMYHOMEAZ 

Second Mortgage Assistance Component 

Summary Guidelines 

1. Program Overview Under the Second Mortgage Assistance Component, assistance 

will be provided to eliminate second mortgages on eligible 

transactions to modify the terms of primary loans or to enable a 

short sale. 

2. Program Goals The goals of the Second Mortgage Assistance Component are to 

help homeowners avoid foreclosure by eliminating a second 

mortgage if necessary to modify the terms of the primary loan, 

achieve affordability and to reduce the likelihood that a borrower 

will re-default under its primary loan as a result of the burden of 

a second mortgage. 

3. Target 

Population/Areas 

The targeted populations are households whose income does not 

exceed 150% of AMI. 

It is projected that Component assistance will be provided to 

targeted areas according to the following breakdown of counties. 

These projections are based on population, delinquent loans and 

pending foreclosures in these areas. 

Maricopa County: 75% of program funds 

Pima County: 8% of program funds 

Pinal County: 9% of program funds 

All other areas: 8% of program funds 

4. Program Allocation 

(Excluding 

Administrative 

Expenses) 

$8,962,911 

5. Borrower Eligibility 

Criteria 

Eligible financial hardship. Eligible financial hardships 

include (a) reduced income due to under employment, 

medical condition, divorce or death or (b) negative equity. 

Property must be borrower's primary residence (singlefamily dwelling (1 to 4 units)). 

150% of AMI maximum household income. 

Requests for Mortgage Assistance ("RMA") with hardship 

and Dodd Frank Certification. 

Affordability for HARP structured assistance is determined 

by the lender's approval of the transaction, otherwise it is 

31% of the household's monthly gross income. 

6. Property/Loan 

Eligibility Criteria 

Property must be owner-occupied. 

Outstanding mortgage amount must be no greater than 

B-2-1 
$500,000. 

Mortgage(s) must be delinquent by at least two (2) payments; 

provided, however, in the case of a borrower that is current 

or has only one payment due and unpaid by the end of the 

month in which it is due, and makes application for 

Component assistance, such borrower will be evaluated to 

determine if it is at risk of imminent default. 

Single-family dwelling (1 to 4 units). 

7. Program Exclusions Properties that have an outstanding mortgage(s) in excess of 

150% of the purchase price. 

The assistance may not exceed the lesser of: (a) $60,000 or 

(b) the amount necessary to bring the outstanding mortgage 

balance to 100% of the property's fair market value. 

Properties that have an outstanding mortgage(s) in an amount 

greater than $500,000. 

Structure of 

Assistance 

The Second Mortgage Assistance Component will provide 

up-front, forgivable, loans to eligible borrowers. Notes on the 

forgivable loans will be for a term of five (5) years in favor 

of the Eligible Entity and placed on the property as a junior 

lien. A forgiveness clause will extinguish the loan amount at 

the end of five (5) years, provided the consumer has satisfied 

all terms of the loan. The terms of the loan are zero-interest, 

zero-payment for the duration of the loan. The assistance 

loan will be considered satisfied upon expiration of five-year 

term and ADOH will release the second lien connected with 

the note. These loans will be utilized to reduce a portion of 

the principal on the existing second mortgage and the 

remaining balance will be extinguished by the 

lender/servicer, if the assistance is less than the outstanding 

principal balance due. During the term of the assistance 

loan, it will be "due on sale", if the home has increased in 

equity. If the home has not increased in equity to the degree 

necessary to repay the note, all or a portion of the note may 

be forgiven as not to create additional hardships on the 

borrower/seller at the time of closing. 

Second Mortgage Assistance provided as a part of a Home 

Affordable Refinance Program ("HARP") or other approved 

refinance will be provided as a one-time forgivable loan 

evidenced by a promissory note with a five-year term. If 

coupled with Principal Reduction Assistance on a first 

mortgage the amount of the promissory note will be for the 

combined total of all assistance under both components. 

Any loan proceeds that are returned to the Component will 

B-2-2 
9. Per Household 

Assistance 

10. Duration of 

Assistance 

11. Estimated Number 

of Participating 

Households 

12. Program 

Inception/Duration 

13. Program 

Interactions with 

Other Programs 

(e.g. other HFA 

programs) 

14. Program 

Interactions with 

HAMP 

15. Program Leverage 

with Other 

Financial Resources 

16. Qualify as an 

Unemployment 

Program 

be reutilized to assist additional homeowners. All remaining 

funds including those that were recycled into the 

SAVEOURHOMEAZ program will be returned to Treasury 

after December 31, 2017. 

• A maximum of $60,000. 

• Up to $100,000 maximum for all components combined. 

• The average anticipated assistance is $50,000. 

Second mortgage assistance will be disbursed in full in a onetime payment contingent upon the closing of the transaction. 

It is anticipated that the Second Mortgage Assistance Component 

will assist a minimum of 180 households. 

This program component began in September 2010 and it is 

projected that assistance will be expended by December 31, 

2017. 

ADOH will, on behalf of an approved seller, attempt to 

extinguish the second mortgage as part of a short sale that is part 

of the short sale assistance component. Assistance is capped at 

$8,500 when combined with the short sale component. 

Assistance is capped at $100,000 across all programs and/or 

components. 

ADOH's program may interact with aspects of the Making 

Home Affordable Program ("MHA") as ADOH tries to leverage 

the resources provided by the MHA programs to expand the pool 

of borrowers that are eligible for HAMP or other MHA options. 

In some cases, the assistance the ADOH provides under HHF 

can supplement and extend assistance provided through MHA. 

To maximize the effectiveness of our foreclosure mitigation 

efforts, servicers should use reasonable efforts to ensure that 

TARP funds are used efficiently and that HHF programs 

complement MHA programs. 

N/A 

• Yes Ef No 

B-2-3 
SERVICE SCHEDULE B-3 

SAVEMYHOMEAZ 

Unemployment/Underemployment/Reinstatement Mortgage Assistance Component 

Summary Guidelines 

1. Program Overview 

2. Program Goals 

3. Target 

Population/Area 

4. Program Allocation 

(Excluding 

Administrative 

The Unemployment/Underemployment/Reinstatement 

Mortgage Assistance Component will provide mortgage relief 

for qualified unemployed and underemployed borrowers. 

ADOH may, on behalf of the eligible borrower, bring the first 

mortgage current by curing all past due payments, accrued 

interest and legal fees. Additional benefits may consist of a 

full monthly mortgage payment to the servicer until the 

applicable program cap is reached or the borrower becomes 

sufficiently employed and is able to sustain the payment at 

31% of gross monthly income. 

The borrower will be required to pay a portion of the mortgage 

payment to ADOH in the amount of 31% of household 

monthly gross income, excluding unemployment benefits. 

ADOH will be responsible for ongoing monitoring of 

borrowers to ensure continued eligibility if receiving monthly 

assistance. 

This Component will provide assistance for a set period of 

time and/or maximum dollar amount. The purpose of the 

Component is to assist borrowers until they can obtain 

sufficient income to resume scheduled mortgage payments or 

qualify for a modified mortgage payment. 

• Sustain the unemployed/underemployed borrower's 

monthly mortgage payment until the borrower can or 

the maximum assistance has been provided. 

• Maintain the borrower's contribution towards its 

monthly mortgage payment at 31% of his or her 

current gross monthly income for the duration of the 

assistance, excluding unemployment benefits. 

The target population includes eligible homeowners whose 

hardship is caused by unemployment or underemployment. 

$100,782,837 

B-3-1 
Expenses) 

5. Borrower Eligibility 

Criteria 

General Requirements: 

• One or more of the responsible borrowers must be 

unemployed/underemployed. 

• Borrowers must participate in quarterly (face-to-face 

when possible) continued eligibility validation. 

• Borrower must occupy the subject property as his or 

her primary residence during the assistance 

disbursement period. 

• 150% of AMI maximum household income. 

• Requests for Mortgage Assistance ("RMA") with 

hardship and Dodd Frank Certification. 

Additional Unemployment Requirements: 

• If the eligible borrower is unemployed, the borrower 

must provide proof he or she applied for 

unemployment benefits and was approved or denied 

(UB107, UB100, Claim status report) for reasons 

identified as acceptable within the Component's 

guidelines. 

Additional Underemployment Requirements 

• If the eligible borrower is underemployed, the 

borrower must provide documentation of a significant 

reduction of income due to circumstances outside of 

his or her control resulting in a housing payment 

greater than 31% of his or her monthly gross income. 

Additional Requirements for Borrowers Receiving 

Reinstatement Assistance: 

1. Borrower must demonstrate that the hardship caused 

by unemployment or underemployment has passed. 

For example, one of the borrowers was unemployed 

and now the same borrower is employed, eliminating 

the hardship. 

2. There must be a correlation between the qualified 

hardship and the delinquency in the mortgage 

payments. 

3. Borrowers must demonstrate that they now have the 

ability to afford the contractual payments. 

Affordability is defined as the payment being at or 

under 31% of documented gross income, when 

combined with other assistance. 

6 Outstanding mortgage amount must be no greater than . Property/Loan 

B-3-2 
Eligibility Criteria 

7. Program Exclusions 

8. Structure of 

Assistance 

9. Per Household 

Assistance 

$500,000. 

• Property must be owner-occupied. 

• Mortgage(s) must be delinquent by at least two (2) 

payments; provided, however, in the case of a 

borrower that is current or has only one payment due 

and unpaid by the end of the month in which it is due, 

and makes application for Component assistance, such 

borrower will be evaluated to determine if it is at risk 

of imminent default. 

• Component payments must go toward a first mortgage. 

• Single-family dwelling (1 to 4 units). 

• Eligible Unemployed/Underemployed/Reinstated 

Borrower(s) whose current first mortgage PITI 

payment is greater than the program maximum of 

$2,000 or the program maximum plus the Borrower's 

31% contribution of monthly gross income, excluding 

unemployment benefits. 

• Properties that have an outstanding mortgage(s) in 

excess of 150% of the purchase price. 

• Properties that have an outstanding mortgage(s) in an 

amount greater than $500,000. 

ADOH will execute and record a non-recourse, non-interest 

bearing forgivable note of no more than five (5) years in 

duration, secured by a junior lien on the property. The note 

amount will be forgiven at the completion of the loan term. If 

the borrower refinances or sells the property within the 

forgivable period, payment will be required if there is 

sufficient equity to repay. 

All remaining funds including those, if any, that were recycled 

into the SAVEOURHOMEAZ program will be returned to 

Treasury after December 31, 2017. 

Servicers have no responsibility for monitoring individual 

program participation and are not required to refund payments 

received that exceed individual program caps. 

• Maximum monthly mortgage assistance of $2,000, for 

a maximum of twenty-four (24) months. Upfront 

reinstatement assistance required by servicers in order 

for the homeowner to participate in UMA will be 

limited to twelve (12) months of monthly mortgage 

payment assistance in order for the homeowner to have 

available at least twelve (12) months of monthly 

mortgage payment assistance. 

• Like UMA, reinstatement assistance will be limited to 

a cap of $48,000. 

B-3-3 
10. Duration of 

Assistance 

11. Estimated Number of 

Participating 

Households 

12. Program 

Inception/Duration 

13. Program Interactions 

with Other Programs 

(e.g. other HFA 

Programs) 

14. Program Interactions 

with HAMP 

15. Program Leverage 

with Other Financial 

• Homeowners who graduate from the UMA program 

may also receive principal reduction assistance and/or 

second mortgage assistance to mitigate negative equity, 

up to the $100,000 limit per household for all total 

combined assistance. Homeowners are considered to 

have "graduated" when their monthly mortgage 

payment becomes affordable to them, i.e., 31% of 

documented monthly gross income. 

Servicers have no responsibility for monitoring payment 

duration. 

• Up to twenty-four (24) months' of mortgage payment 

assistance. 

• Benefits may be provided for up to two (2) months 

post re-employment, provided the twenty-four (24) 

months' maximum of mortgage payment assistance has 

not been met. 

It is anticipated that the unemployment/underemployment 

mortgage assistance component will assist a minimum of 

4,140 households. 

• This program component began in March 2011 and 

assistance is expected to be expended by December 31, 

2017. 

• All funds still available after December 31, 2017 will be 

returned to Treasury. 

Borrowers may participate in other components, as long as the 

total assistance is less than the total program cap ($100,000). 

ADOH's program may interact with aspects of the Making 

Home Affordable Program ("MHA") as ADOH tries to 

leverage the resources provided by the MHA programs to 

expand the pool of borrowers that are eligible for HAMP or 

other MHA options. In some cases, the assistance the ADOH 

provides under HHF can supplement and extend assistance 

provided through MHA. To maximize the effectiveness of our 

foreclosure mitigation efforts, servicers should use reasonable 

efforts to ensure that TARP funds are used efficiently and that 

HHF programs complement MHA programs. 

Servicers will not charge administrative fees (e.g., NSF, late 

charges) in any month where a full contract payment is made. 

B-3-4 
Resources 

16. Qualify as an 

Unemployment 

Program 

If the loan is reinstated or modified following ADOH 

mortgage assistance, servicers will waive all administrative 

fees accrued since the beginning of the delinquency. 

0 Yes DNo 

B-3-5 
SERVICE SCHEDULE B-4 

SAVEMYHOMEAZ 

Short Sale Assistance Component 

Summary Guidelines 

1. Program Overview 

2. Program Goals 

3. Target 

Population/Area 

4. Program Allocation 

(Excluding 

Administrative 

Short sale assistance will provide the eligible seller the funds 

needed to relocate or secure a lease option purchase agreement 

on the property when a short sale has been approved by the 

homeowner's servicer. It will provide much needed 

enhancements to the short sale process for qualified sellers. 

ADOH is responsible for screening sellers to determine 

program eligibility and providing confirmation to the seller 

and servicer/lender that it intends to provide assistance to the 

seller. 

Servicers may refer potentially eligible sellers to ADOH. 

Depending on the agreement with the servicer and or 

purchaser of the subject property, one of two methods will be 

used to provide short sale assistance: 

• Assistance may be provided in order to facilitate the 

short sale. 

• Assistance may be provided in order to facilitate a 

short sale lease option transaction. 

The structure of these two types of assistance is further 

discussed in Section 8. 

ADOH may provide funds directly to the homeowner as a part 

of the short sale closing/funding process but not prior to 

closing. 

Short sale assistance was designed to help stabilize 

communities by providing assistance to consumers in 

unrecoverable situations to transition from homeownership to 

renting as well as enhance the marketability of short sale 

properties and accelerate the stabilization of property value. 

The targeted populations are households whose income does 

not exceed 150% of Area Median Income ("AMI"). 

$3,336,695 

Doc#: USl:8610863v2 

B-4-1 
Expenses) 

5. Borrower Eligibility 

Criteria 

6. Property/Loan 

Eligibility Criteria 

7. Program Exclusions 

8. Structure of 

Assistance 

• Lender-approved short sale. 

• Purchase and Sale Agreement. 

• Requests for Mortgage Assistance ("RMA") with 

hardship and Dodd Frank Certification. 

• Property must have been owner-occupied within the 

last 12 months. 

• Outstanding mortgage amount must be no greater than 

$500,000. 

• Single-family dwelling (1 to 4 units) 

• Property located outside of Arizona. 

• Properties that have an outstanding mortgage(s) in 

excess of 150% of the purchase price. 

• Sellers who apply for assistance after the short sale has 

been completed. 

• Sellers who are executing a "strategic default" 

(determination made through program underwriting 

guidelines). 

• Properties that have an outstanding mortgage(s) in an 

amount greater than $500,000. 

Assistance under this component will be structured as a onetime payment to the appropriate party. 

When provided to facilitate a short sale, assistance may be 

structured in the following manner: 

• Transition assistance may be available to the seller. 

• Seller-paid closing cost assistance on behalf of the 

buyer when applicable. 

• Assistance to extinguish junior liens when applicable. 

When provided to facilitate a short sale with a lease purchase 

option, assistance may be structured in the following manner: 

• Lease Purchase Option (LPO) for the subject property 

between the seller and the buyer. 

• Transaction fee paid to the buyer on behalf of the 

seller. 

• Property maintenance cash reserve payment paid to the 

buyer on behalf of the seller. 

• Financial assistance when the sales price exceeds 80% 

of the Broker Price Opinion (BPO) used to determine 

the sales price. These funds will be paid directly to the 

Doc#: USl:86I0863v2 

B-4-2 
9. Per Household 

Assistance 

10. Duration of 

Assistance 

11. Estimated Number of 

Participating 

Households 

12. Program 

Inception/Duration 

13. Program Interactions 

with Other Programs 

(e.g. other HFA 

Programs) 

14. Program Interactions 

with HAMP 

15. Program Leverage 

with Other Financial 

Resources 

16. Qualify as an 

Unemployment 

Program 

current lender to satisfy the short sale pay-off balance 

as part of the short sale closing process. 

• Maximum assistance for short sale assistance shall be 

$25,000, in accordance with program guidelines. 

• Maximum assistance for short sale assistance with a 

lease purchase option shall be $66,000, in accordance 

with program guidelines, including when combined 

with other programs. 

Program is a one-time payment per seller household, made 

upon close of escrow on the short sale. 

Based on ADOH eligibility criteria and available funding, we 

expect to provide assistance to a minimum of 338 households. 

This program component began in June 2011 and it is 

projected that assistance will be expended by December 31, 

2017. All funds still available after December 31, 2017 will be 

returned to Treasury. 

Borrowers may participate in other components, as long as the 

total assistance does not exceed the short sale assistance 

component cap. Sellers participating in Home Affordable 

Foreclosure Alternative ("HAFA") Assistance may receive up 

to $1,500 for relocation assistance. 

ADOH's program may interact with aspects of the Making 

Home Affordable Program ("MHA") as ADOH tries to 

leverage the resources provided by the MHA programs to 

expand the pool of borrowers that are eligible for HAMP or 

other MHA options. In some cases, the assistance the ADOH 

provides under HHF can supplement and extend assistance 

provided through MHA. To maximize the effectiveness of our 

foreclosure mitigation efforts, servicers should use reasonable 

efforts to ensure that TARP funds are used efficiently and that 

HHF programs complement MHA programs. 

Short sale assistance may be combined with lease purchase 

options funded by a third party. 

D Yes 0 No 

Doc#: USl:86I0863v2 

B-4-3 
SCHEDULE C 

PERMITTED EXPENSES 

Program Duration (years) 

Arizona 

i 

One-time / Start-Up Expenses: 

Initial Personnel 

Building, Equipment, Technology 

Professional Services 

Supplies / Miscellaneous 

Marketing /Communications 

Travel 

Website development /Translation 

Contingency 

Subtotal 

$59,470.00 

$6,379.00 

$57,650.00 

$0.00 

$126.00 

$1,877.00 

$67,147.00 

$0.00 

$192,649.00 

.'••. . i 

Operating /Administrative Expenses: 

Salaries 

Professional Services (Legal, Compliance, Audit, 

Monitoring) 

Travel 

Buildings, Leases & Equipment 

Information Technology & Communications 

Office Supplies/Postage and Delivery/Subscriptions 

Risk Management/ Insurance 

Training 

Marketing/PR 

Miscellaneous 

Subtotal 

Transaction Related Expenses: 

Recording Fees 

Wire Transfer Fees 

Counseling Expenses 

File Intake 

Decision Costs 

Successful File 

Key Business Partners On-Going 

Subtotal 

$9,086,947.00 

$601,962.00 

$106,905.00 

$678,720.00 

$300,000.00 

$100,000.00 

$0.00 

$4,000.00 

$1,800,000.00 

$666,087.00 

$13,344,621.00 

$8,063,860.00 

$0.00 

$0.00 

$0.00 

$0.00 

$13,263,824.00 

$21,327,684.00 

I I 

Grand Total $34,864,954.00 

i i 

% of Total Award 

Award Amount 

13.02% 

$267,766,006 

t • 

C-l 

Doc#: USl:8610863v2