SIXTH AMENDMENT TO 

COMMITMENT TO PURCHASE FINANCIAL INSTRUMENT 

and 

HFA PARTICIPATION AGREEMENT 

This Sixth Amendment to Commitment to Purchase Financial Instrument and HFA Participation 

Agreement (the "Sixth Amendment"^) is entered into as of the date set forth on Schedule A 

attached hereto as the Sixth 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"), and 

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 as further amended by that certain Fifth Amendment to 

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

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

Amendment, the Second Amendment, the Third Amendment and the Fourth 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 Sixth 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. 

Sixth Amendment to HPA — Kentucky 

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Agreement 

Amendments 

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

Current HPA, as further amended by this Sixth 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 Sixth 

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

amended by this Sixth 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 Sixth 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 Sixth 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 Sixth Amendment. 

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 Sixth Amendment and any other closing documentation delivered to 

Treasury in connection with this Sixth 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 

Sixth Amendment and any other closing documentation delivered to Treasury in 

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

thereunder. 

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3. Miscellaneous 

A. The recitals set forth at the beginning of this Sixth 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 sueh provision in any other 

jurisdiction. 

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

[SIGNATURE PAGE FOLLOWS; REMAINDER OF PAGE 

INTENTIONALLY LEFT BLANK] 

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

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

Instrument and HFA Participation Agreement as of the Amendment Date. 

HFA: 

KENTUCKY HOUSING CORPORATION 

TREASURY: 

UNITED STATES DEPARTMENT OF THE 

TREASURY 

By: /s/ Richard L. McQuady 

Name: Richard L. McQuady 

Title: Chief Executive Officer 

By: 

Name: Timothy G. Massad 

Title: Assistant Secretary for 

Financial Stability 

ELIGIBLE ENTITY: 

KENTUCKY HOUSING CORPORATION 

By: I si Richard L. McQuady 

Name: Richard L. McQuady 

Title: Chief Executive Officer 

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

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

Instrument and HFA Participation Agreement as of the Amendment Date. 

HFA: TREASURY: 

KENTUCKY HOUSING CORPORATION UNITED STATES DEPARTMENT OF THE 

TREASURY 

By: By: / Oju 

Name: Name: Timothy G. Massad 

Title: Title: Assistant Secretary for 

Financial Stability 

ELIGIBLE ENTITY: 

KENTUCKY HOUSING CORPORATION 

By: 

Name; 

Title: 

[Signature Page to Sixth Amendmeffl to HPA—Kentucky] 
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: 

Corporate or other organizational form: 

Jurisdiction of organization: 

Notice Information: 

Kentucky Housing Corporation1 

independent, dejure Municipal Corporation 

Kentucky 

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: 

Kentucky Housing Corporation1 

independent, dejure Municipal Corporation 

September 1, 2010 

September 1,2010 

Same as notice information for Eligible 

Entity. 

$148,901,875.00 

N/A 

$55,588,050.00 

$15,351,875.00 

1 References in the Agreement to the term "HFA" shall mean the Kentucky Housing Corporation ("KHC") 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 KHC, in its capacity as Eligible Entity as such term is used in the Agreement. 

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Closing Date: 

First Amendment Date: 

Second Amendment Date: 

Third Amendment Date: 

Fourth Amendment Date: 

Fifth Amendment Date: 

Sixth Amendment Date: 

Eligible Entity Depository Account Information: 

September 23, 2010 

September 29, 2010 

December 16, 2010 

March 31, 2011 

September 28, 2011 

May 3, 2012 

December 14, 2012 

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-l, 

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

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SERVICE SCHEDULE B-l 

KENTUCKY HOUSING CORPORATION 

KENTUCKY UNEMPLOYMENT BRIDGE PROGRAM 

Summary Guidelines 

1. Program Overview 

2. Program Goals 

3. Target Population / 

Areas 

4. Total Allocation 

(Excluding 

Administrative 

The Kentucky Housing Corporation's (KHC) Kentucky 

Unemployment Bridge Program (UBP) will provide funds to 

lenders and servicers on behalf of qualified homeowners who 

are delinquent on their mortgage payments or anticipate default 

due to unemployment or substantial underemployment (loss of 

income). Maximum assistance per household is set at $30,000. 

There is a time limit of eighteen (18) months for households to 

utilize the assistance - assistance ends at the earlier to occur of 

eighteen (18) months from the loan closing or receipt of $30,000 

in assistance, so long as other conditions of eligibility are met 

and continue. Funds will be available on a first-come firstserved basis. 

Borrowers will enter the UBP through the statewide 

Homeownership Protection Center operated by KHC. 

Applications will be processed by housing counseling agencies 

who will return the application to KHC for final underwriting, 

loan closing, disbursements and loan servicing. Borrowers will 

not be required to make any portion of the monthly payment. If 

a household qualifies for the UBP, program funds will be used 

for 100 percent of the monthly payment and up to $12,500 in 

reinstatement fees to include homeowner's delinquent balance 

late fees, penalty interest, taxes, insurance, and protective 

advances. 

To prevent avoidable foreclosure for homeowners who have 

experienced loss of income due to unemployment or substantial 

underemployment by providing funds to reinstate, pay the 

household's mortgage payments during the period of 

unemployment/underemployment and for two (2) months after 

re-employment or substantially increased employment, if 

needed, up to the maximum dollar threshold for assistance of 

$30,000. 

The UBP will be available statewide. No specific population is 

targeted. During the first twelve (12) months of the UBP, 

$10,000,000 will be set aside to serve rural counties. 

$133,550,000.00 

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Expenses) 

5. Borrower Eligibility 

Criteria 

All borrowers must submit a hardship affidavit 

documenting inability to pay their mortgage. 

Housing counselors and KHC will determine eligibility for the 

UBP. Eligible households must meet ALL of the following 

requirements: 

• The homeowners must be legal U.S. residents. 

• The financial hardship must be loss of employment 

income. 

• Monthly payment of principal, interest, taxes and 

insurance (PITI) including both first and second lien 

mortgages must exceed 31 percent of the borrower's 

monthly gross income at time of application for the HHF 

funds, including any unemployment benefits, or the 

homeowner must experience at least a 15 percent 

reduction in income. 

• The homeowner's cash reserves cannot exceed six (6) 

months, excluding retirement. For purposes of the UBP, 

"cash reserves" is defined as non-retirement liquid assets 

sufficient to pay the household's PITI for their home 

mortgage(s). 

• The homeowner must be experiencing a financial 

hardship due to involuntary loss or reduction in 

homeowner's income documented by an executed 

hardship affidavit. 

• The homeowner must contact KHC or their counselor if 

there is a change in income or employment during the 

eighteen (18) months of UBP participation. 

6. Property / Loan 

Eligibility Criteria 

Property/Loan Eligibility Requirements: 

• Owner-occupied primary residence located in Kentucky. 

• Existing single-family homes or condominiums (attached 

or detached) and manufactured or mobile homes on 

foundations permanently affixed to real estate owned by 

the borrower. 

7. Program Exclusions A household is not eligible for the UBP if: 

• Borrower's total unpaid principal balances exceed 

$275,000, including first and second mortgages 

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8. Structure of Assistance 

9. Per Household 

Assistance 

10. Duration of Assistance 

combined. 

• Borrower owns other residential or rental property 

• Borro wer' s hardship is a result of voluntary resignation 

of employment or voluntary reduction in hours or 

income. 

• Borrower's application is for a second home or 

investment properties. 

• Borrower does not occupy the property as his/her 

primary residence. 

• Borrower's present household income is sufficient to pay 

mortgage expenses (mortgage payment does not exceed 

31 percent of gross income) or the borrower has not 

experienced at least a 15 percent reduction in income. 

The UBP will not fund job training costs. 

All assistance will be structured as a 0% interest, nonamortizing, forgivable, nonrecourse loan, secured by a 

junior lien on the property, which will be forgiven 20 

percent each year over five (5) years. 

The 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 repaid by program participants will be returned to 

UPB for use until December 31, 2017, thereafter they will be 

returned to Treasury. 

Estimated Average - $26,000 

Maximum Assistance - $30,000 

Payment of assistance will end on the first to occur of: (1) 

eighteen (18) months from assistance loan closing date, (2) two 

(2) months after re-employment or substantially increased 

employment, (3) the expenditure of the maximum amount of 

assistance ($ 30,000) or (4) the household no longer complies 

with other required program provisions. 

In the case of a new qualifying event of unemployment or 

underemployment, the household may re-apply for assistance. 

Provided, however that new assistance will be made available 

only to the extent assistance is available, up to the maximum 

total assistance for the household and the maximum time period 

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11. Estimated Number of 

Participating 

Households 

12. Program Inception / 

Duration 

13. Program Interaction 

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 

for assistance has not been exhausted. 

KHC is estimating that approximately 5960 households will be 

served over the term of the UBP. 

KHC implemented the UBP in two stages. This first phase of 

the UBP began January 3, 2011 to serve as a pilot period. Full 

implementation to all qualified borrowers statewide began April 

1,2011. The program will expire December 31,2017. 

The UBP will be leveraged with existing programs including the 

Homeownership Protection Center (HPC), the Homeownership 

Education and Counseling Program funded through HUD and 

KHC and the Neighbor Works Foreclosure Mitigation 

Counseling Program (NFMC). Homeowners who participate in 

the UBP will work with a KHC-approved counselor and utilize 

the Homeownership Protection Center website for their initial 

information. 

KHC and housing counselors will analyze borrowers for their 

eligibility for the Hardest Hit Unemployment Bridge Program as 

well as any other loss mitigation options that may be available to 

them. Where possible, HHF assistance will precede HAMP UP. 

No investor match is required for this program. 

This program will not be combined with other financial 

resources. 

0 Yes • No 

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4-
SCHEDULE C 

PERMITTED EXPENSES 

Kentucky 

, ]r 

One-time / Start-Up Expenses: 

Initial Personnel 

Building, Equipment, Technology 

Professional Services 

Supplies / Miscellaneous 

Marketing /Communications 

Travel 

Website development /Translation 

Contingency 

Subtotal 

$o 

$115,100 

$1,900 

$1,500 

$100,000 

$0 

$0 

$0 

$218,500 

11 'i i i * n ,i 

Operating 1 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 

$6,674,068.66 

$4,076,225.00 

$29,750.00 

$274,870.00 

$0.00 

$64,961.34 

$0.00 

$80,000.00 

$300,000.00 

$0.00 

$11,499,875.00 

Transaction Related Expenses: 

Recording Fees 

Wire Transfer Fees 

Counseling Expenses 

File Intake 

Decision Costs 

$106,250.00 

$89,750.00 

$0.00 

$0.00 

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Successful File 

Key Business Partners On-Going 

Subtotal 

$3,437,500.00 

$0.00 

$3,633,500.00 

+ 

Grand Total $15,351,875.00 

M 1 1 1 ^ f « 1 |i» ' ' ^ 

% of Total Award 10.31% 

$148,901,875 

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