Fourth Amendment to HPA — Michigan 

TAMPA/186094.1

FOURTH AMENDMENT TO 

COMMITMENT TO PURCHASE FINANCIAL INSTRUMENT 

and 

HFA PARTICIPATION AGREEMENT 

This Fourth Amendment to Commitment to Purchase Financial Instrument and HFA 

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

Schedule A attached hereto as the Fourth 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”), and as further 

amended by that certain Third Amendment to Commitment to Purchase Financial Instrument and 

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

amended thereby and by the First Amendment and Second Amendment, the “Current HPA”), 

dated as of their respective dates as set forth on Schedule A attached hereto, in connection with 

Treasury’s federal housing program entitled the Housing Finance Agency Innovation Fund for 

the Hardest Hit Housing Markets (the “HHF Program”), which was established pursuant to the 

Emergency Economic Stabilization Act of 2008 (P.L. 110-343), as amended, as the same may be 

amended from time to time (“EESA”); 

WHEREAS, HFA and Eligible Entity submitted a request to Treasury to make certain revisions 

to their Service Schedules and Permitted Expenses and Treasury has agreed to the same; 

WHEREAS, HFA, Eligible Entity and Treasury wish to enter into this Fourth 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 Fourth Amendment; and all references in the 
- 2 - 

TAMPA/186094.1 

Current HPA to Schedules A, B or C shall mean the Schedules A, B or C attached to this 

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

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

Treasury in connection with this Fourth 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 

Fourth Amendment and any other closing documentation delivered to Treasury in 

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

thereunder. 

3. Miscellaneous

A. The recitals set forth at the beginning of this Fourth 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. 
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TAMPA/186094.1 

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 Fourth 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 Fourth Amendment shall be treated as originals for all purposes. 

[SIGNATURE PAGE FOLLOWS; REMAINDER OF PAGE 

INTENTIONALLY LEFT BLANK] 
[Signature Page to Fourth Amendment to HPA — Michigan] 

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

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

Instrument and HFA Participation Agreement as of the Amendment Date. 

HFA: TREASURY: 

MICHIGAN STATE HOUSING 

DEVELOPMENT AUTHORITY 

UNITED STATES DEPARTMENT OF THE 

TREASURY 

By: /s/ Gary Heidel By: 

Name: Gary Heidel Name: Timothy G. Massad 

Title: Executive Director Title: Acting Assistant Secretary for 

 Financial Stability 

 

ELIGIBLE ENTITY:

MICHIGAN HOMEOWNER ASSISTANCE 

NONPROFIT HOUSING CORPORATION 

By: /s/ Edwin Harlin 

Name: Edwin Harlin 

Title: President 

 

TAMPA/186094.1 

EXHIBITS AND SCHEDULES

Schedule A Basic Information 

Schedule B Service Schedules 

Schedule C Permitted Expenses 
TAMPA/186094.1 

SCHEDULE A

BASIC INFORMATION

Eligible Entity Information: 

Name of the Eligible Entity: Michigan Homeowner Assistance Nonprofit 

Housing Corporation

Corporate or other organizational form: Domestic Nonprofit Corporation

Jurisdiction of organization: State of Michigan

Notice Information: Mary Townley, Director of Homeownership 

Michigan State Housing Development Authority 

735 East Michigan Avenue, PO Box 30044 

Lansing, Michigan 48909 

townleym1@michigan.gov 

517-373-6864 (phone) 

517-335-7081 (fax) 

 

HFA Information: 

Name of HFA: Michigan State Housing Development 

Authority 

Organizational form: Public body corporate and politic of the 

State of Michigan 

Date of Application: April 14, 2010 

Date of Action Plan: September 1, 2010 

Notice Information: Gary Heidel, Executive Director 

Michigan State Housing Development Authority 

735 East Michigan Avenue, PO Box 30044 

Lansing, Michigan 48909 

heidelg@michigan.gov 

517-373-6022 

517-335-4797 (fax) 

With a copy of all correspondence to: 

Mary Townley, Director of Homeownership 

Michigan State Housing Development Authority 

735 East Michigan Avenue, PO Box 30044 
TAMPA/186094.1 

Lansing, Michigan 48909 

townleyml@michigan.gov 

517-373-6864 (phone) 

517-335-7081 (fax)

Program Participation Cap: $498,605,738.00 

Portion of Program Participation Cap 

Representing Original HHF Funds: $154,500,000.00 

Portion of Program Participation Cap 

Representing Unemployment HHF Funds: $128,461,559.00 

Permitted Expenses: $44,126,274.00

Closing Date: June 23, 2010 

First Amendment Date: September 23, 2010 

Second Amendment Date: September 29, 2010 

Third Amendment Date: December 16, 2010 

Fourth Amendment Date: August 3, 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. 
TAMPA/186094.1 

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/186094.1 

SERVICE SCHEDULE B-1

Michigan State Housing Development Authority 

PRINCIPAL CURTAILMENT PROGRAM 

Summary Guidelines 

1. Program Overview The Principal Curtailment Program will provide a one-time 

matching fund of up to $10,000 to homeowners seeking to 

modify their loans. The Lender/Servicer must agree to provide 

matching forgiveness of principal overhang and to modify the 

reduced loan balance. 

2. Program Goals The Principal Curtailment will prevent avoidable foreclosures by 

helping homeowners who currently cannot refinance or modify 

their mortgages due to negative equity positions. Homeowners 

will benefit from both a restructured loan payment and the 

reduction in principal balance, reducing monthly payments and 

increasing sustainability. 

3. Target 

Population/Areas 

The Authority does not anticipate targeting this assistance on a 

geographic basis, nor have we anticipated targeting specific 

income limits. However, in practical terms this program will 

most likely assist working and middle-income families although 

there are no hard income limits. 

4. Program Allocation 

(Excluding 

Administrative 

Expenses) 

$30,400,000.00 

5. Borrower Eligibility 

Criteria 

Homeowners presently having severe negative equity, greater or 

equal to 115% of Combined Loan to Value (CLTV), and need 

principal curtailment in order to reach a sustainable mortgage 

payment. Homeowners will be required to provide a financial 

hardship affidavit. First mortgage LTV may not be reduced 

below 100%. The Lender will determine homeowners’ 

qualifying ratios for eligibility according to their own 

standardized modification guidelines; MSHDA allows housing 

ratios (gross household income to PITI payments) of 45%, or 

higher on a case by case basis. The Lender will transmit 

modification terms and/or eligible homeowner data to the 

Authority for review, and agree to match MSHDA’s assistance 

dollar for dollar towards principal curtailment. Awarded funds 

will be remitted to Lender to be applied towards only the 

outstanding principal, on either 1st or 2nd mortgage. Lender to 

supply evidence to the Authority that funds were applied as 
TAMPA/186094.1 

approved. Hardest-Hit funds will be available on a first come, 

first serve basis. 

6. Property/Loan 

Eligibility Criteria 

The homeowner must currently occupy the property as his/her 

primary residence, and must be located within the state of 

Michigan. Eligible structures to include single-family, attached 

or detached, or manufactured homes on a permanent foundation 

attached to real property. Existing mortgage loan balance must 

be equal to or less than $729,250. 

7. Program Exclusions Second homes or investment properties. Homeowners with 

liquid cash reserves exceeding 6 months PITI; case by case 

exceptions granted pursuant to program guidelines. 

8. Structure of Assistance Homeowners receiving MSHDA award will execute a secured 

subordinate lien mortgage and note in favor of the Eligible 

Entity. Loan will be 0%, non-amortizing loan, forgivable over a 

5 year term at 20% per year, which will be due on sale or 

transfer of the property, or when the property ceases to be the 

principal residence of the homeowner, or if the mortgagor repays 

in full any mortgage loan encumbering the property, no other 

principal payments on the loans are due. Repayment of funds 

will be re-invested back into new homeowner awards. Mortgage 

will be recorded through public records and ongoing monitoring, 

repayments and discharges will be conducted by the Authority. 

9. Per Household 

Assistance 

Maximum of $10,000 per household with a minimum 1:1 match 

from the Lender. 

10. Duration of Assistance One time assistance to homeowner paid directly to 

Lender/Servicer for application towards principal curtailment. 

11. Estimated Number of 

Participating 

Households 

3,040 households could be served under this program if they all 

receive the maximum funding amount of $10,000. 

12. Program Inception/ 

Duration 

This Program began July 2010 and will last up to three years. 

However, based on the overwhelming need, funds allocated to 

this Program will likely be exhausted second quarter 2013. 

13. Program Interactions 

with Other HFA 

Programs 

Homeowners will only be eligible for one MSHDA HHF 

Program. MSHDA owned and serviced loans are eligible for 

this program. 

14. Program Interactions 

with HAMP 

Borrowers can receive HAMP assistance (including UP program 

assistance) prior to or after receiving Hardest Hit Fund 

assistance. 

15. Program Leverage 

with Other Financial 

Resources 

Existing Lender/Servicer will be required to match HHF 

Program funds 1:1. The matching funds will be paid at closing. 

Lender/Servicer agrees to waive late fees and NSF fees. 
TAMPA/186094.1 

16. Qualify as an 

Unemployment 

Program 

 Yes ; No 
TAMPA/186094.1 

SERVICE SCHEDULE B-2

Michigan State Housing Development Authority 

LOAN RESCUE PROGRAM 

Summary Guidelines 

1. Program Overview Whether it was a divorce, a serious illness, or a recent period of 

unemployment, many Michigan families have encountered some 

significant obstacle in their lives that resulted in mortgage 

delinquency. This program will provide up to $10,000 in 

assistance to households who had an involuntary hardship and 

can now sustain homeownership, but need assistance to catch up 

on delinquent payments, negative escrow, and/or delinquent 

property taxes to avoid foreclosure. 

2. Program Goals This program will prevent avoidable foreclosures by putting 

homeowners, who otherwise are on the brink of foreclosure, but 

can now afford to sustain homeownership, back on solid footing 

without increasing their indebtedness. In so doing, the program 

will stem the oversupply of foreclosed homes and short sales that 

dominate many markets and help stabilize the broader housing 

market in Michigan. 

3. Target 

Population/Areas 

The Authority does not anticipate targeting this assistance on a 

geographic basis, nor have we anticipated targeting specific 

income limits. However, in practical terms this program will 

most likely assist working and middle-income families although 

there are no hard income limits. 

4. Program Allocation 

(Excluding 

Administrative 

Expenses) 

$110,205,000.00 

5. Borrower Eligibility 

Criteria 

Homeowners must be able to document a “recovery” from an 

involuntary hardship and have the future ability to sustain their 

current mortgage. Homeowners will be required to provide a 

financial hardship affidavit. The Portal operation staff will 

determine borrower’s eligibility for HHF assistance according to 

program guidelines; 

• Property must be owner occupied and located in the 

state of Michigan. 

• Qualifying ratio (gross household income to PITI 

payments) of 45% or higher on a case by case basis. 

• Liquid cash reserves cannot exceed 6 months PITI; 

case by case exceptions granted pursuant to program 

guidelines. 

• Reasonable recovery documented. 
TAMPA/186094.1 

MSHDA will communicate approval to Servicer via Portal 

process. Hardest Hit Funds will be available on a first come, 

first serve basis. 

6. Property/Loan 

Eligibility Criteria 

Owner-occupied, primary residence, located in the state of 

Michigan. Include single family, one-unit properties, attached or 

detached condominiums, single or double-wide manufactured 

homes on a permanent foundation that are taxed as real property. 

Existing mortgage loan balance must be equal to or less than 

$729,250. 

7. Program Exclusions Second homes, investment property, multi-unit properties. 

Homeowners with liquid assets exceeding 6 months PITI. The 

Servicer is not required to accept mortgage assistance payments 

if a notice of trustee/sheriff sale has been recorded and the 

trustee/sheriff sale is scheduled less than seven days from date 

the Servicer is notified of borrower approval. 

8. Structure of Assistance Homeowners receiving award will execute a secured subordinate 

lien mortgage and note in favor of the Eligible Entity. Loan will 

be 0%, non-amortizing loan, forgivable over a 5 year term at 

20% per year, which will be due on sale or transfer of the 

property, or when the property ceases to be the principal 

residence of the homeowner, or if the mortgagor repays in full 

any mortgage loan encumbering the property, no other principal 

payments on the loan are due. Repayment of funds will be reinvested back into new homeowner awards. All funds recycled 

into the program will be returned to Treasury after December 31, 

2017. Mortgage will be recorded through public records and 

ongoing monitoring, repayments and discharges will be 

conducted by MSHDA and Servicer. 

9. Per Household 

Assistance 

One time award up to $10,000 per household. 

10. Duration of Assistance One time assistance to homeowner, paid directly to 

Lender/Servicer for application towards arrearage on 

homeowners’ account. 

11. Estimated Number of 

Participating 

Households 

Based upon maximum program funding of $10,000 per 

household, 11,030 households may be assisted. 

12. Program 

Inception/Duration 

Program rolled out July 12, 2010. The program is projected to 

last up to three years. Based on the overwhelming need, funds 

allocated to this Program will likely be exhausted 2nd quarter, 

2013. 

13. Program Interactions 

with Other HFA 

Programs 

MSHDA owned and serviced loans are eligible for this program. 

Homeowner will be eligible for only one MSHDA HHF 

program. 
TAMPA/186094.1 

14. Program Interactions 

with HAMP 

Borrowers can receive HAMP assistance (including UP program 

assistance) prior to or after receiving Hardest Hit Fund 

assistance. Loan Rescue funds cannot be used to make HAMP 

trial payments. 

15. Program Leverage 

with Other Financial 

Resources 

Lender/Servicer agrees to waive late fees and NSF fees. No 

further matching is required.

16. Qualify as an 

Unemployment 

Program 

 Yes ; No 
TAMPA/186094.1 

SERVICE SCHEDULE B-3 

Michigan State Housing Development Authority 

UNEMPLOYMENT MORTGAGE SUBSIDY PROGRAM 

Summary Guidelines 

1. Program Overview The Michigan State Housing Development Authority 

(MSHDA), through its Unemployment Mortgage Subsidy 

Program, is partnering with financial institutions to directly 

provide funds to subsidize an eligible borrower’s current or 

modified mortgage payment. 

 

This Program will assist the borrower in retaining 

homeownership by subsidizing 100% or $1,500 (whichever is 

less) of the first mortgage payment due after the borrower is 

approved for the program, and 50% or $750 (whichever is less) 

of the subsequent 11 mortgage payments, provided the borrower 

remains eligible. The assistance will not exceed a total of 12 

consecutive months or $9,750. Borrowers will be responsible 

for the unsubsidized portion of their monthly payment, which 

will be collected by MSHDA’s special sub-servicer and sent to 

MSHDA; MSHDA will always remit the full mortgage payment 

directly to the lender or servicer. Servicer agrees to apply the 

funds towards PITI and not Homeowner or Condominium 

Association (HOA) fees unless such payments have been 

escrowed and are included in the monthly mortgage payment. 

Borrowers will also be eligible for up to $3,000 in assistance to 

correct a mortgage delinquency that accumulated during a 

period of unemployment prior to receiving monthly mortgage 

assistance. The up to $3,000 in reinstatement funds will be 

funded after the homeowner successfully completes the terms of 

the monthly subsidized Unemployment Mortgage program. 

2. Program Goals Provide mortgage payment assistance to Michigan unemployed 

residents, helping them remain successful with homeownership. 

3. Target Population / 

Areas 

The Authority does not anticipate targeting this assistance on a 

geographic basis, nor have we anticipated specific hard income 

limits. However, in practical terms this program will most 

likely assist working and middle-income families. 

4. Program Allocation 

(Excluding 

Administrative 

Expenses) 

$313,874,464.00 

5. Borrower Eligibility Homeowners who have lost their job and are receiving Michigan 

unemployment benefits will apply for assistance through the 
TAMPA/186094.1 

Criteria Portal. Homeowners will be required to provide a financial 

hardship affidavit. The Portal operation staff will determine 

borrower’s eligibility for assistance according to program 

guidelines; 

• Property must be owner occupied and located in the 

state of Michigan. 

• Qualifying ratio (gross household income to PITI 

payments) of 45% or higher on a case by case basis. 

• Liquid cash reserves cannot exceed 6 months PITI; 

case by case exceptions granted pursuant to program 

guidelines. 

• Receipt of Michigan Unemployment Benefits. 

Ratios are calculated considering current household income 

which includes unemployment compensation. MSHDA will 

communicate approval to the Servicer via Portal process. Funds 

will be available on a first come, first serve basis. 

6. Property / Loan 

Eligibility Criteria 

Owner-occupied, primary residence, located in the state of 

Michigan. Include single family, one-unit properties, attached 

or detached condominiums, single or double-wide manufactured 

homes on a permanent foundation that are taxed as real estate. 

Unemployed homeowner must be obligated on original Note. 

Existing mortgage loan balance must be equal to or less than 

$729,750. 

7. Program Exclusions Second homes, investment property, multi-unit properties. 

Homeowners with liquid assets exceeding 6 months PITI. 

Homeowners not receiving Michigan unemployment benefits. 

8. Structure of Assistance Homeowners receiving award will execute a subordinate 

mortgage secured by a lien against the property, and a note in 

favor of the Eligible Entity. Loan will be 0%, non-recourse, 

non-amortizing, forgivable over a 5 year term at 20% per year, 

which will be due on sale or transfer of the property (if sufficient 

equity proceeds are available from the sale). In the event the 

property ceases to be the principal residence of the homeowner 

for other reasons, or if the mortgagor repays in full any 

mortgage loan encumbering the property, the loan will be 

forgiven. Repayment of funds will be re-invested back into new 

homeowner awards until December 31, 2017; thereafter all 

remaining and repaid funds will be returned to Treasury. 

Mortgage will be recorded through public records and ongoing 

monitoring, repayments and discharges will be conducted by 

MSHDA and Servicer.

9. Per Household 

Assistance 

$12,750 maximum per household. 

 

10. Duration of Assistance Subsidy ceases two months after borrower returns to work; 

maximum subsidy is never to exceed 12 months. Or, subsidy 
TAMPA/186094.1 

ceases immediately if homeowner fails to pay their portion of 

the payment. 

11. Estimated Number of 

Participating 

Households 

Based upon maximum program funding of $12,750 per 

household, 24,617 households may be assisted. 

12. Program Inception / 

Duration 

Program was rolled out July 12, 2010. Program is projected to 

last up to three years; however, based on the overwhelming 

need, funds allocated to this Program will likely be exhausted 

second quarter, 2013. 

13. Program Interactions 

with Other HFA 

Programs 

MSHDA owned and serviced loans are eligible for this program. 

Homeowner will be eligible for only one HHF program. 

14. Program Interactions 

with HAMP 

Borrowers can receive HAMP assistance (including UP program 

assistance) prior to or after receiving Hardest Hit Fund 

assistance. 

15. Program Leverage with 

Other Financial 

Resources 

Lender/Servicer agrees to waive late fees and NSF fees. No 

further matching is required. 

16. Qualify as an 

Unemployment 

Program 

; Yes  No 
TAMPA/186094.1 

SCHEDULE C

PERMITTED EXPENSES

Michigan 

 

 

 One-time / Start-Up Expenses: 

Initial Personnel $0.00

Building, Equipment, Technology $0.00

Professional Services $325,000.00

Supplies / Miscellaneous $0.00

Marketing /Communications $787,500.00

Travel $0.00

Website development /Translation $0.00

Contingency $0.00

 Subtotal $1,112,500.00 

 

Operating / Administrative 

Expenses: 

Salaries $12,091,661.00

Professional Services (Legal, 

Compliance, Audit, Monitoring) $1,840,000.00

Travel $29,400.00

Buildings, Leases & Equipment $115,000.00

Information Technology & 

Communications $225,000.00

Office Supplies/Postage and 

Delivery/Subscriptions $100,000.00

Risk Management/ Insurance   

Training $120,000.00

Marketing/PR $1,115,903.00

Miscellaneous $5,500,000.00

 Subtotal $21,136,964.00 

 

 Transaction Related Expenses: 

Recording Fees $2,590,000.00

Wire Transfer Fees $246,400.00

 Counseling Expenses   

File Intake $0.00

Decision Costs $0.00

Successful File $0.00

Key Business Partners On-Going $19,040,410.00

 Subtotal $21,876,810.00 

 

Grand Total $44,126,274.00 

 

% of Total Award 8.85% 

Award Amount $498,605,738.00