Eighth Amendment to HPA — Mississippi 

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EIGHTH AMENDMENT TO 

COMMITMENT TO PURCHASE FINANCIAL INSTRUMENT 

and 

HFA PARTICIPATION AGREEMENT 

This Eighth Amendment to Commitment to Purchase Financial Instrument and HFA 

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

Schedule A attached hereto as the Eighth 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”), 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”), and as further amended 

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

Participation Agreement (the “Seventh Amendment”; and together with the Original HPA as 

amended thereby and by the First Amendment, Second Amendment, Third Amendment, Fourth 

Amendment, Fifth Amendment, and Sixth 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, as applicable, and Treasury has agreed to the 

same; 

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

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

applicable; 
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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 Eighth 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 

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

further amended by this Eighth 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 Eighth 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 Eighth 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 Eighth 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 Eighth Amendment and any other closing documentation delivered to 

Treasury in connection with this Eighth 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 

Eighth Amendment and any other closing documentation delivered to Treasury in 
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connection with this Eighth Amendment, and to perform its obligations hereunder and 

thereunder. 

3. Miscellaneous 

A. The recitals set forth at the beginning of this Eighth 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 Eighth 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 Eighth Amendment shall be treated as originals for all purposes. 

[SIGNATURE PAGE FOLLOWS; REMAINDER OF PAGE 

INTENTIONALLY LEFT BLANK] 
[Signature Page to Eighth Amendment to HPA — Mississippi]

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

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

Instrument and HFA Participation Agreement as of the Amendment Date. 

HFA: TREASURY: 

MISSISSIPPI HOME CORPORATION UNITED STATES DEPARTMENT OF THE 

TREASURY 

By: /s/ Dianne Bolen By: 

Name: Dianne Bolen Name: Timothy J. Bowler 

Title: Executive Director Title: Deputy Assistant Secretary for 

 Financial Stability 

 

ELIGIBLE ENTITY:

MISSISSIPPI HOME CORPORATION 

By: /s/ Dianne Bolen 

Name: Dianne Bolen 

Title: Executive Director 

 
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EXHIBITS AND SCHEDULES 

Schedule A Basic Information 

Schedule B Service Schedules 

Schedule C Permitted Expenses 
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SCHEDULE A 

BASIC INFORMATION 

Eligible Entity Information: 

Name of the Eligible Entity: Mississippi Home Corporation 1

Corporate or other organizational form: public body corporate and politic, separate 

 and apart from the State of Mississippi 

 constituting a governmental instrumentality 

 under the constitution and laws of the State 

 of Mississippi.

Jurisdiction of organization: Mississippi

Notice Information: 

HFA Information: 

Name of HFA: Mississippi Home Corporation 1

Organizational form: public body corporate and politic, separate 

 and apart from the State of Mississippi 

 constituting a governmental instrumentality 

 under the constitution and laws of the State 

 of Mississippi. 

Date of Application: September 1, 2010 

Date of Action Plan: September 1, 2010 

Notice Information: Same as notice information for Eligible 

 Entity. 

Program Participation Cap: $101,888,323.00 

Portion of Program Participation Cap 

Representing Original HHF Funds: $38,036,950.00 

Portion of Program Participation Cap 

Representing Unemployment HHF Funds: $38,036,950.00

 

1 References in the Agreement to the term “HFA” shall mean the Mississippi Home Corporation (“MHC”) 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 MHC, in its capacity as Eligible Entity as such term is used in the Agreement. 
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Permitted Expenses: $15,200,329.00

Closing Date: September 23, 2010 

First Amendment Date: September 29, 2010 

Second Amendment Date: December 16, 2010 

Third Amendment Date: December 8, 2011 

Fourth Amendment Date: January 25, 2012 

Fifth Amendment Date: September 28, 2012 

Sixth Amendment Date: April 25, 2013 

Seventh Amendment Date: September 20, 2013 

Eighth Amendment Date: December 18, 2014 

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. 
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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.
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SERVICE SCHEDULE B-1 

Mississippi Home Corporation 

Home Saver Program 

Summary Guidelines 

1. Program Overview Mortgage Assistance Option. Mississippi Home Corporation 

(MHC) will offer its Home Saver Program (HSP) to borrowers 

that are unemployed or substantially underemployed, or that 

have experienced a death or divorce of a spouse that resulted in 

at least a 15% reduction in income. MHC will pay 100% of the 

monthly mortgage payment for up to twenty-four (24) months. 

Borrowers that choose Mortgage Assistance Option are eligible 

for up to a total of $50,000 of arrearage assistance which must 

cover a minimum of twenty-four (24) months of mortgage 

payments as specified in the HSP guidelines. A cap of $50,000 

is the maximum amount permitted for the Mortgage Assistance 

Option regardless of whether or not the Education Option 

(described below) is included. 

Education Option. MHC will pay 100% of a borrower’s 

monthly mortgage payment for up to twenty-four (24) months 

and up to an additional twelve (12) months if a borrower (at 

their own expense) enters an educational program that leads to a 

certification or degree from one of the state’s community 

colleges or a four-year institution if such program can be 

completed within thirty-six (36) months. If borrower ceases to 

participate in the educational program within the first twentyfour (24) months thereof, mortgage support will continue 

through the first twenty-four (24) months. If borrower ceases to 

participate in the educational program after twenty-four (24) 

months, benefits end no later than the end of the quarter or 

semester in which the borrower discontinues his or her 

participation in such education program. 

Borrowers in distressed counties will be eligible for up to six (6) 

additional months of monthly mortgage payment assistance to 

find a job after they complete the educational program of their 

choice. Assistance may also be provided to pay arrearage 

accumulated during a period of unemployment or substantial 

underemployment not to exceed $50,000. 

Reinstatement Option. Homeowners who have fallen behind on 

their mortgage and need help catching up, but who have 
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recovered and can now sustain the mortgage can receive up to 

$50,000, which can be applied toward delinquent first mortgage 

payments, delinquent property taxes and any accrued escrow 

shortages. 

Unemployed borrowers will enter the HSP through the MHC 

intake process. MHC will not limit the monthly mortgage 

payment amount per month, but will limit the total HSP 

assistance to $50,000. 

Underemployed and Self-employed borrowers will enter the 

HSP through the intake process of the housing counseling 

agencies. MHC will not limit the monthly mortgage payment 

amount per month, but will limit the total HSP assistance to 

$50,000. 

Borrowers experiencing a death or divorce of a spouse that 

resulted in at least a 15% reduction in income will enter the HSP 

through the MHC intake process. MHC will not limit the 

monthly mortgage payment amount per month, but will limit the 

total HSP assistance to $50,000. The borrowers will not make 

any payments. 

2. Program Goals The goal of the HSP is to provide borrowers the time necessary 

to improve their chances of finding a job that pays them enough 

to cover their monthly mortgage payments. 

3. Target Population / 

Areas 

The HSP will allow borrowers in distressed counties, those with 

unemployment rates above 11.4% (Mississippi’s June 2010 

average unemployment rate) to receive up to 6 additional 

months of monthly mortgage payment assistance. Distressed 

counties account for 79%, or 65 of Mississippi’s 82 counties. 

4. Program Allocation 

(Excluding 

Administrative 

Expenses) 

$86,687,994.00 
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5. Borrower Eligibility 

Criteria 

• The borrower must have a monthly mortgage payment that 

they cannot afford due to unemployment or a reduction in 

income due to underemployment that can be documented, as 

specified in the HSP guidelines. All borrowers are required 

to submit a hardship affidavit documenting inability to pay 

their mortgage. 

• Job loss, death, or divorce of a spouse that resulted in at least 

a 15% reduction in income had to occur on or after January 

1, 2008. 

• Mortgage must have been made prior to hardship for 

borrowers applying for HSP funds except if borrower is 

seeking to use HAMP UP program, where mortgage must 

have been closed prior to January 1, 2009. 

• The unemployed borrower must be eligible to receive or 

have exhausted unemployment compensation from the 

Mississippi Department of Employment Security (MDES) or 

the unemployment insurance fund in another state. 

• Self-employed borrowers must be eligible to receive or have 

exhausted unemployment compensation from MDES, or be 

able to document loss of income, as specified in the HSP 

guidelines. 

• Borrowers experiencing a death or divorce of a spouse that 

resulted in at least a 15% reduction in income must provide a 

legally recognized death certificate or divorce decree. 

• The borrower must be a resident of the State of Mississippi. 

• The housing counseling agencies will review underemployed and self-employed borrower’s applications and 

make a recommendation to MHC about eligibility.

6. Property / Loan 

Eligibility Criteria 

• The property must be located in the State of Mississippi. 

• The property must be occupied as the borrower’s primary 

residence. 

• The property must be a single-family, one- to five-unit 

dwelling, condominium or townhome, must be classified as 

real estate and affixed on a permanent foundation if a 

manufactured or mobile home. 

• Mortgage must have been made prior to hardship for 
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borrowers applying for HSP funds except if borrower is 

seeking to use HAMP UP program, where mortgage must 

have been closed prior to January 1, 2009. 

• The unpaid principal balance of first mortgage must not be 

greater than $271,000. 

• Members of the U.S. Armed Forces who have experienced 

any drop in income due to deployment. 

7. Program Exclusions • Although a borrower with a second mortgage may be 

eligible for HSP, HSP payments will only be made towards 

the first mortgage. 

• Borrowers in active bankruptcy. 

• Seasonal workers. 

• Servicers that are not a state- or federally-regulated financial 

institution. (effective with applications after 8/09/2011). 

8. Structure of Assistance The HSP will be made available as assistance in the form of a 

five-year, 0% interest, non-recourse, non-amortizing, 

subordinate loan, secured by a junior lien recorded against the 

property, where 20% of the principal will be forgiven each year 

so long as the eligible borrowers continue to occupy the house 

as their primary residence and meet all terms and conditions of 

the loan. This loan will only be repayable if the borrower sells 

the property before the period expires and there is sufficient 

equity to pay the loan. All funds returned to the HSP will be 

returned to the program until December 31, 2017, thereafter they 

will be returned to Treasury.

9. Per Household 

Assistance 

The estimated median amount that the typical borrower will 

receive is $33,989.64. The maximum amount of assistance that a 

borrower can receive from the HSP is $50,000. 

10. Duration of Assistance In non-distressed counties, borrowers can receive: 1) a one-time 

payment for arrearage accumulated during the period of 

unemployment or substantial underemployment, not to exceed 

the maximum assistance the borrower is eligible for; 2) up to 

twenty-four (24) months of monthly mortgage payment 

assistance; and 3) up to twelve (12) additional months for 

participation at their own expense in an educational program 

that leads to a certification or degree at one of the state’s 

community colleges or a four-year institution. 

In distressed counties, borrowers can receive: 1) a one-time 

payment of arrearage accumulated during the period of 

unemployment or substantial underemployment, not to exceed 
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the maximum assistance the borrower is eligible for; 2) up to 

twenty-four (24) months of monthly mortgage payment 

assistance; 3) up to twelve (12) additional months for 

participation in an educational program that leads to a 

certification or degree at one of the state’s Community Colleges 

or a four-year institution, and; 4) up to six (6) additional months 

for extended job search after completion of an educational 

program that leads to a certification or degree at one of the 

state’s community colleges or a four-year institution. 

Assistance will end when: 1) the HSP term ends; 2) the eligible 

borrower becomes able to resume payments; 3) the eligible 

borrower sells or abandons the property; 4) the eligible borrower 

exhausts the $50,000 maximum assistance amount before the 

term ends, or; 5) an unanticipated event occurs deeming the 

eligible borrower or the property ineligible to receive assistance, 

i.e., death or fire. Assistance will end no later than end of 

quarter or semester during which a borrower discontinues his or 

her participation in such education program. 

11. Estimated Number of 

Participating 

Households 

The HSP will assist approximately 3,500 borrowers. 

12. Program Inception / 

Duration 

MHC will launch a pilot program within thirty (30) days after 

approval from the Treasury, and the full program within one 

hundred twenty (120) days after approval. The HSP will be 

available to offer assistance up to three (3) years from inception 

or until funds are used up. 

13. Program Interactions 

with Other Programs 

(e.g. other HFA 

programs) 

MHC expects that some borrowers will come out of the National 

Foreclosure Mitigation Counseling program, which program is 

not funded with HHF funds. 

14. Program Interactions 

with HAMP 

Borrowers will still be eligible for HSP funds if eligible under 

HAMP UP. HSP assistance will be available to borrowers 

preceding or following UP assistance.

15. Program Leverage with 

Other Financial 

Resources 

MHC will not solicit matching funds for the HSP due to the 

short time frame required to submit the HHF application. 

16. Qualify as an 

Unemployment 

Program 

 Yes  No 
SCHEDULE C 

Permitted Administrative Expenses 

Mississippi 

 

 

 One-time / Start-Up Expenses: 

Initial Personnel $15,000.00

Building, Equipment, Technology $0.00

Professional Services $20,500.00

Supplies / Miscellaneous $0.00

Marketing /Communications $9,973.00

Travel $0.00

Website development /Translation $50,000.00

Contingency $50,017.00

 Subtotal $145,490.00

 

Operating / Administrative 

Expenses: 

Salaries $6,303,011.00

Professional Services (Legal, 

Compliance, Audit, Monitoring) $2,288,003.00

Travel $82,249.00

Buildings, Leases & Equipment $79,768.00

Information Technology & 

Communications $675,391.00

Office Supplies/Postage and 

Delivery/Subscriptions $38,141.00

Risk Management/ Insurance $0.00

Training $53,208.00

Marketing/PR $429,672.00

Miscellaneous $455,000.00

 Subtotal $10,404,443.00

 

 Transaction Related Expenses: 

Recording Fees $200,763.00 

Wire Transfer Fees $0.00 

 Counseling Expenses 

File Intake $0.00 

Decision Costs $0.00 

Successful File $0.00 
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Key Business Partners On-Going $4,449,633.00 

 Subtotal $4,650,396.00

 

 Grand Total $15,200,329.00

 

% of Total Award 14.92%

Award Amount $101,888,323.00