10th Amendment to HPA — IL

Doc#: US1:9356892v1

TENTH AMENDMENT TO

COMMITMENT TO PURCHASE FINANCIAL INSTRUMENT

and

HFA PARTICIPATION AGREEMENT

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

Agreement (the “Tenth Amendment”) is entered into as of the date set forth on Schedule A

attached hereto as the Tenth 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”), 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 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, and Eighth 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, Eligible Entity and Treasury wish to implement a process for making changes 

to program allocations and Permitted Expenses relating to the Services described in the Service 

Schedules, and to amend the Current HPA to provide for such process.
- 2 - Doc#: US1:9356892v1

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 Tenth Amendment to 

document the process for making changes to program allocations and Permitted Expenses

relating to the Services described in the Service Schedules, as well as 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 Tenth Amendment; and all references in the 

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

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

amended by this Tenth Amendment.

B. Section 9 of the Current HPA. 

(1) Section 9.C. of the Current HPA is hereby amended to insert the following after 

the last sentence therein: 

“Notwithstanding the foregoing, the Eligible Entity shall not be required 

to execute and deliver a replacement service schedule in the event that the 

Eligible Entity desires solely to make, and Treasury approves, changes to 

the program allocations and Permitted Expenses relating to the Services 

described in the Service Schedules (such changes, “Program 

Allocations/Permitted Expenses Changes”), as provided in Section 9.D.

(2) A new Section 9.D. to the Current HPA is hereby inserted as follows:

“Program Allocations/Permitted Expenses Changes shall not be deemed 

modifications to this Agreement. In order to make Program

Allocations/Permitted Expenses Changes, Eligible Entity shall complete 

and submit to Treasury and its designee a Program Allocations/Permitted

Expenses Change Request form (a “Program Allocations/Permitted

Expenses Change Request”) using the form attached hereto as Exhibit E, 

without modification other than completing requested information fields, 

and shall provide any additional certifications or information as may be 

requested by Treasury or its designee. Treasury shall have ten (10) 

business days to notify the Eligible Entity of its approval or denial of such 

Program Allocations/Permitted Expenses Change Request, in Treasury’s 
- 3 - Doc#: US1:9356892v1

sole discretion, which time frame may be extended in Treasury’s sole 

discretion. The conditions precedent to Treasury’s approval of a Program

Allocations/Permitted Expenses Change Request are, among other things,: 

(i) delivery to Treasury and its designee of an executed and completed 

Program Allocations/Permitted Expenses Change Request; (ii) the 

performance by Eligible Entity of the Services described in the Service 

Schedules, in accordance with the terms and conditions of this Agreement; 

and (iii) the satisfaction by HFA and Eligible Entity of such other 

obligations as are set forth in this Agreement.”

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

and replaced with Schedule A attached to this Tenth Amendment.

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

and replaced with Schedule B attached to this Tenth Amendment.

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

All references in the Current HPA to “Schedule C” shall mean Exhibit 2 Permitted 

Administrative Expenses to the most current Program Allocations/Permitted Expenses 

Change Request on file with Treasury.

F. Exhibit E. The form of Program Allocations/Permitted Expenses Change Request 

attached as Exhibit E to this Amendment is hereby attached as Exhibit E to the Agreement. 

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 Tenth Amendment and any other closing documentation delivered to 

Treasury in connection with this Tenth Amendment, and to perform its obligations 

hereunder and thereunder.
- 4 - Doc#: US1:9356892v1

(3) HFA has the full legal power and authority to enter into, execute, and deliver this 

Tenth Amendment and any other closing documentation delivered to Treasury in 

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

thereunder.

3. Miscellaneous

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

[SIGNATURE PAGE FOLLOWS; REMAINDER OF PAGE

INTENTIONALLY LEFT BLANK]
[Signature Page to 10th Amendment to HPA — Illinois]

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

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

Instrument and HFA Participation Agreement as of the Amendment Date.

HFA: TREASURY:

ILLINOIS HOUSING DEVELOPMENT 

AUTHORITY

UNITED STATES DEPARTMENT OF THE 

TREASURY

By: /s/ Mary R. Kenney By:

Name: Mary R. Kenney Name: Timothy J. Bowler

Title: Executive Director Title: Acting Assistant Secretary for 

Financial Stability

ELIGIBLE ENTITY:

ILLINOIS HOUSING DEVELOPMENT 

AUTHORITY

By: /s/ Mary R. Kenney

Name: Mary R. Kenney

Title: Executive Director
Doc#: US1:9356892v1

EXHIBITS AND SCHEDULES

Schedule A Basic Information

Schedule B Service Schedules

Exhibit E Form of Program Allocations/Permitted Expenses Change Request
Doc#: US1:9356892v1

SCHEDULE A

BASIC INFORMATION

Eligible Entity Information:

Name of the Eligible Entity: Illinois Housing Development Authority1

Corporate or other organizational form: a body politic and corporate under the laws 

of the State of Illinois, pursuant to the 

Illinois Housing Development Act, 20 ILCS 

3805/1 et seq., as amended

Jurisdiction of organization: Illinois

Notice Information:

HFA Information:

Name of HFA: Illinois Housing Development Authority1

Organizational form: a body politic and corporate under the laws 

of the State of Illinois, pursuant to the 

Illinois Housing Development Act, 20 ILCS 

3805/1 et seq., as amended

Date of Application: September 1, 2010

Date of Action Plan: September 1, 2010

Notice Information:

Program Participation Cap: $445,603,557.00

Portion of Program Participation Cap

 

1 References in the Agreement to the term “HFA” shall mean the Illinois Housing Development Authority

(“IHDA”) in its capacity as an HFA as such term is used in the Agreement; references in the Agreement to the term

“Eligible Entity” shall mean IHDA, in its capacity as Eligible Entity as such term is used in the Agreement. 

Notwithstanding anything to the contrary in the Agreement, (A) for purposes of Section 4(G) thereof, (i) annual

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

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

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

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

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

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

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

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

authority of IHDA shall be governed by and construed in accordance with the laws of the State of Illinois.
Doc#: US1:9356892v1

Representing Original HHF Funds: N/A

Portion of Program Participation Cap 

Representing Unemployment HHF Funds: $166,352,726.00

Permitted Expenses: $64,207,357.00

Closing Date: September 23, 2010

First Amendment Date: September 29, 2010

Second Amendment Date: December 16, 2010

Third Amendment Date: May 11, 2011

Fourth Amendment Date: August 3, 2011

Fifth Amendment Date: January 25, 2012

Sixth Amendment Date: August 24, 2012

Seventh Amendment Date: September 28, 2012

Eighth Amendment Date: March 8, 2013

Ninth Amendment Date: August 9, 2013

Tenth Amendment Date: April 11, 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.
Doc#: US1:9356892v1

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.
B-1-1

Doc#: US1:9356892v1

SERVICE SCHEDULE B-1

Illinois Housing Development Authority

Hardest Hit Fund Homeowner Emergency Loan Program (HHF HELP)

Summary Guidelines 

1. Program Overview Illinois’ Homeowner Emergency Loan Program (HHF HELP or 

the Program) will assist homeowners who have experienced an 

income reduction due to unemployment or underemployment in 

two ways: Monthly Mortgage Payment Assistance and 

Reinstatement Assistance. Monthly Mortgage Payment 

Assistance will be provided for up to 18 months. Reinstatement 

Assistance will pay a homeowner’s delinquent balance and other 

associated fees and costs. Borrowers may be eligible for 

Reinstatement Assistance combined with Monthly Mortgage 

Payment Assistance or Reinstatement Assistance as determined 

by first mortgage DTI program parameters.

For Monthly Mortgage Payment Assistance, IHDA will make 

full mortgage payments to the servicer on behalf of the borrower 

while the household remains eligible for assistance. While full 

mortgage payments are made on their behalf, the borrower must 

contribute partial mortgage payments to IHDA on a monthly 

basis. Timely partial payments to IHDA are required for 

continued program assistance.

After a maximum of 18 months of full mortgage payments, 

borrowers will resume making their mortgage payments 

independently. If borrowers regain employment and earn 

sufficient income to adequately afford their mortgage during the 

18 months, borrowers will be transitioned from the Program. If 

the household maximum assistance level available is reached, 

IHDA will end assistance. 

Borrowers will be referred to the Program through the HHF 

HELP website and/or hotline, a housing counselor, or other 

entities. All client intakes of borrowers will be performed by 

IHDA approved intake agencies or IHDA staff. Intake agencies 

will screen applications and provide a full application package 

to IHDA for final approval. 

2. Program Goal The goal of the Program is to assist homeowners who have 

experienced an income reduction due to unemployment or 

underemployment with Monthly Mortgage Payment Assistance 

and Reinstatement Assistance that will allow them to pursue 

sustainable income and homeownership without the immediate 
B-1-2

Doc#: US1:9356892v1

threat of default or foreclosure. 

3. Target Population / 

Areas

The Program aims to serve all areas of the State and all 

employment sectors as the foreclosure crisis and unemployment 

crisis in Illinois is diverse. Funds will only be available to 

households at or below the moderate income level for the State 

(120% of area median, as defined by HUD). 

4. Program Allocation 

(Excluding 

Administrative 

Expenses)

Program allocation amount on file with Treasury.

5. Borrower Eligibility 

Criteria

Homeowners must meet the following program criteria:

• Present income at or below 120% of area median;

• Experienced a substantial reduction in income due to 

unemployment or underemployment event;

• Certification that the loss of income was involuntary 

(hardship affidavit required);

• Fee simple title ownership on a property not exceeding 

four units;

• Liquid assets cannot exceed program guidelines; and

• Reinstatement Assistance and Monthly Mortgage 

Payment Assistance will be made available to eligible 

borrowers based on first mortgage DTI program 

parameters.

6. Property / Loan 

Eligibility Criteria

Property criteria includes:

• Property must be owner-occupied;

• Property can be one, two, three, and four units;

• Property must be the primary residence of the borrowers; 

and

• Property types can include single-family homes, 

detached or attached houses, town homes, condos, 

mobile homes on permanent foundations recorded as real 

property.

Loan criteria includes: 

• Loan must be secured by a first position lien;

• Homeowners can have a maximum present mortgage 

amount of $500,000; and

• Homeowners must carry a fixed rate mortgage or an 

adjustable rate mortgage.
B-1-3

Doc#: US1:9356892v1

7. Program Exclusions • Homeowners with interest-only or negative amortization 

mortgages; 

• Assistance for subordinate mortgages; 

• Homeowners that own and/or are a party to mortgages 

on multiple residential properties; and

• Applicants unable to substantiate past and current 

income or failing to provide required program 

documentation as requested.

8. Structure of Assistance Assistance will be in the form of a non-recourse, nonamortizing, zero-percent interest, ten-year forgivable loan. The 

forgivable loan will be recorded as a subordinate lien and will 

only be repaid if net equity proceeds exist in the event of sale or 

refinance. Following the first five years, the forgivable loan will 

be forgiven on a monthly pro rata basis for the remaining fiveyear term. On or before December 31, 2017, any remaining 

funds will be returned to Treasury.

9. Per Household 

Assistance

The maximum amount of assistance per homeowner is 

$35,000.00.

10. Duration of Assistance Homeowners can receive assistance for a maximum of 18 

months. Upon expending the maximum amount per household, 

assistance will terminate. If borrowers regain employment and 

earn sufficient income to adequately afford their mortgage 

during the 18 months, borrowers will be transitioned from the 

Program. Failure to make the partial monthly mortgage 

payment or any violation of program terms may terminate the 

homeowner’s assistance. 

11. Estimated Number of 

Participating 

Households

IHDA anticipates that 10,000 - 12,000 households will be 

assisted through the HHF HELP Program. 

12. Program Inception / 

Duration

The statewide Program launch is currently operational. 

Implementation of $35,000.00 per borrower allocation will 

begin approximately 30 - 90 days after the Eighth Amendment 

Date.

13. Program Interactions 

with Other HFA 

Programs

Households served under the National Foreclosure Mitigation 

Counseling (NFMC) Program may also be reviewed for HHF 

HELP eligibility.

14. Program Interactions 

with HAMP

Clients denied for a HAMP modification may be eligible for 

assistance through this Program. Intake agencies evaluating 

eligibility for clients may also review for possible HAMP 

eligibility. Clients eligible for forbearance under the HAMP 

Unemployment Program may be eligible for assistance through 
B-1-4

Doc#: US1:9356892v1

HHF HELP. HHF HELP may precede, follow, or run 

concurrently with the HAMP UP forbearance. 

15. Program Leverage with 

Other Financial 

Resources

The Program requires no financial contribution from servicers or 

lenders, but they will be encouraged to waive fees as the HHF 

HELP Program provides direct benefit to their loan portfolio. 

IHDA will work to collaborate with servicers and lenders to 

effectively manage payments and information of the borrowers. 

16. Qualify as an 

Unemployment 

Program

 Yes  No
B-2-1

Doc#: US1:9356892v1

SERVICE SCHEDULE B-2

Illinois Housing Development Authority

Mercy Housing, Inc. Mortgage Resolution Fund Program (MRF)

Summary Guidelines 

1. Program Overview The Illinois Housing Development Authority (IHDA) will 

partner with MRF, LLC, a non-profit partnership formed by 

Mercy Portfolio Services; Mercy Housing, Inc.; Enterprise 

Community Partners, Inc.; the Housing Partnership Network; 

and the National Community Stabilization Trust, to use HHF 

funds to purchase delinquent loans in hardest-hit markets from 

lending institutions and capital markets trading desks at deeply 

discounted prices, modify such loans to an affordable level for 

the homeowner and then, assuming a successful trial 

modification period, rewrite the loan and if the market is 

amenable, sell the loan. Alternatively, MRF (or the Program) 

will provide households not eligible for modification with 

support through property disposition and transition to new 

housing and in certain limited circumstances the loan will have 

to be foreclosed. 

More specifically, the Mortgage Resolution Fund Program is 

designed to: 

1) identify, source and perform loan level due diligence in order 

to purchase delinquent residential first mortgage loans from 

servicers/owners at a price consistent with the underlying 

property value and the mortgage’s net present value; 

2) upon purchase of the loan, offer qualifying homeowners an 

opportunity to enter a trial modification period where the loan 

will be restructured to achieve a front end debt ratio of not 

greater than 31 percent of the gross household income; 

3) work with the qualifying household during the trial period to 

reduce their debt to achieve a total debt ratio no greater than 

50% of the gross household income to strengthen the loan asset; 

4) upon successful completion of the trial period, permanently 

modify the first mortgage by writing down the principal to an 

amount no less 75 percent and no greater than 95 percent of the 

current appraised value, with a monthly payment no greater than 

31 percent of gross monthly income and a 30-year term and 

amortization;

5) structure a portion of the first mortgage amount equal to the 
B-2-2

Doc#: US1:9356892v1

difference between the market value of the property and the 

permanently modified loan amount, on a 0 percent, 10-year 

forgivable basis;

6) offer an alternative disposition to households with loans 

unable to be permanently modified; 

7) secure title when owners, who are otherwise qualified to 

participate in the Program, walk away from the property or are 

uninterested in an alternative disposition;

8) secure title when owners/loans are not qualified to participate 

in the Program, in which event MRF, LLC will reimburse IHDA 

for any HHF monies expended with respect to that loan;

9) provide asset management of all homes owned until a final 

disposition is reached; and

10) provide compliance and reporting functions from both a loan 

and fund level. 

2. Program Goal The Program aims to keep families in their homes or provide 

families with support for an orderly property disposition and 

transition to new housing, which will help to stabilize 

neighborhoods and housing markets. 

3. Target Population / 

Areas

The Program will be available in the six County Chicago-Metro 

areas, which includes Cook, DuPage, Kane, Kendall, Lake, and 

Will Counties, to low-to-moderate income households. 

4. Program Allocation 

(Excluding 

Administrative 

Expenses)

Program allocation amount on file with Treasury.

5. Borrower Eligibility 

Criteria

Borrower circumstances will determine whether they are placed 

into one of three options: trial modification leading to 

permanent modification, alternative disposition or foreclosure. 

Specific eligibility criteria for each of the foregoing options are 

set forth in the MRF Program Guidelines. All borrowers will be 

required to sign a financial hardship affidavit.

6. Property / Loan 

Eligibility Criteria

The following waterfall process will be used to determine those 

loans eligible for purchase:

Filter One: Geography 

• The census tracts within each eligible county will be 

analyzed and those that score between 12 and 19, as defined 
B-2-3

Doc#: US1:9356892v1

by HUD NSP2-CIS, will be eligible.

• The selected census tracks will be evaluated and those with 

a USPS vacancy rate of 10 percent or less will be eligible.

• The selected census tracks will be evaluated to determine 

market viability by analyzing sales data to determine (1) if 

the market has stabilized; (2) velocity and absorption rates; 

and, (3) purchase price ranges for the area. 

Filter Two: Loan Terms and Status

• Owner-occupied, single family loans

• Secured with an FHA/VA/USDA/Conventional/Sub-prime 

product (no exclusions will be made because of interest rate, 

amortization period, credit, documentation, mortgage 

insurance, origination date, LTV)

• First lien position

• Payment delinquency of 30 days or greater but prior to 

judgment 

• Property value equal to or less than $500,000

• Principal balance at or below what a borrower earning 

120 percent of area median income can afford (assuming 30 

year term, 5 percent rate)

7. Program Exclusions Any loans to homeowners that do not meet above criteria.

8. Structure of Assistance Structure a portion of the first mortgage amount equal to the 

difference between the market value of the property and the 

permanently modified loan amount, on a zero-percent, ten-year 

forgivable basis. 

Borrower payments made through the trial and permanent 

modification periods as well as any funds generated through the 

sale of the permanently modified loans, or sale or rental of 

properties, will be used to pay program costs, program fees and 

repay HHF. HHF monies returned to IHDA will undergo a 

close out review and, subject to IHDA’s approval, will be 

returned to IHDA. On or before December 31, 2017, any 

remaining funds will be returned to Treasury.

9. Per Household 

Assistance

The maximum refinance amount will be equal to or less than 

$500,000. The median refinance amount is expected to be 

approximately $130,000.

10. Duration of Assistance Duration of assistance will vary from borrower to borrower 

based on circumstances surrounding each and market 

conditions. However, all borrowers will be refinanced or 

transitioned to another managed option prior to the expiration of 
B-2-4

Doc#: US1:9356892v1

the Program in 2017 with exceptions permitted upon approval 

by MRF, LLC. 

11. Estimated Number of 

Participating 

Households

Estimated number of households – 250 to 1,000

12. Program Inception / 

Duration

It is expected that the Program will begin approximately 120 

days from the date of Treasury approval and the first loans will 

be purchased within approximately 60 days thereafter. 

13. Program Interactions 

with Other HFA 

Programs

It is expected that certain MRF Trial Modification Program 

(TMP) ineligible loans (those with inadequate income to support 

the required minimum mortgage loan amount) will be eligible 

for IHDA’s standard HHF program and will be referred to 

IHDA to submit an application and have eligibility determined.

14. Program Interactions 

with HAMP

It is expected that some of the delinquent mortgages purchased 

under this Program may have been unsuccessful under HAMP. 

No currently performing loans under the HAMP program will be 

eligible.

15. Program Leverage with 

Other Financial 

Resources

Loans will be purchased at a discount.

16. Qualify as an 

Unemployment 

Program

 Yes  No
B-3-1

Doc#: US1:9356892v1

SERVICE SCHEDULE B-3

Illinois Housing Development Authority

Hardest Hit Fund Home Preservation Program (HPP)

Summary Guidelines 

1. Program Overview Illinois’ Home Preservation Program (HPP or the Program) will 

leverage HHF dollars to facilitate a refinance, recast (for recast 

initial LTV must be 95% or higher), or permanent modification of 

the first mortgage through an escrow arrearage (including related 

fees and costs), principal reduction, and/or reinstatement payment 

to bring the household monthly payment to an affordable level 

(maximum housing DTI of 38%). A second lien payoff payment 

may also be provided to facilitate a first mortgage 

modification/recast/refinance. HPP will assist homeowners who 

are financially unable to make their mortgage payments due to a 

program-eligible hardship causing a decrease in income or an 

increase in expenses.

2. Program Goal The goal of this Program is to facilitate long-term mortgage 

sustainability by leveraging HPP funds with a servicer-specific 

loan reinstatement, modification, recast, and/or refinance. This 

will reduce the likelihood of continued mortgage delinquency, redefault, or long-term unaffordability due to negative equity. 

3. Target Population / 

Areas

The Program aims to serve all areas of Illinois. Funds will only be 

available to households at or below the moderate income level for 

the State (120% of area median, as defined by HUD). 

4. Program Allocation

(Excluding 

Administrative 

Expenses)

Program allocation amount on file with Treasury.

5. Borrower Eligibility 

Criteria

Homeowners must meet the following program criteria:

• Present income at or below 120% of area median;

• Current housing debt-to-income ratio of 25% or higher;

• Loan is delinquent or in imminent default;

• At least one person in the household must have consistent 

employment and/or income sources; 

• Hardship reason must be affirmed through a signed 

affidavit and conform to program guidelines; and

• Liquid assets cannot exceed program guidelines.

6. Property / Loan • Owner-occupied and primary residence;

• Properties can be up to four units;
B-3-2

Doc#: US1:9356892v1

Eligibility Criteria • Property types can include single-family homes, detached 

or attached houses, town homes, condos, mobile homes on 

permanent foundations recorded as real property;

• Homeowners must carry a fixed rate mortgage or an 

adjustable rate mortgage;

• Homeowners with interest-only or negative amortization 

mortgages can qualify if the modification/refinance places 

them in a fully amortizing product; and

• Unpaid principal balance at application cannot exceed 

$500,000.

7. Program Exclusions Applicants unable to substantiate current income or failing to 

provide required program documentation as requested.

8. Structure of Assistance Assistance will be in the form of a non-amortizing, zero-percent 

interest, five-year forgivable loan. The forgivable loan will be 

recorded as a subordinate lien and will only be repaid if net equity 

proceeds exist in the event of sale or refinance. The loan will be 

forgiven on a monthly pro rata basis for the five-year term. On or 

before December 31, 2017, any remaining funds will be returned to 

Treasury.

9. Per Household 

Assistance

Eligible borrowers may receive up to $50,000.00, not including 

leveraged servicer dollars. If an applicant also receives or received 

assistance through Illinois’ Hardest Hit Fund Program Homeowner 

Emergency Loan Program (HHF HELP), their maximum total 

assistance amount from HHF HELP and HPP cannot exceed 

$50,000.00. 

10. Duration of Assistance Assistance under HPP is intended to be a one-time payment to the 

servicer. 

11. Estimated Number of 

Participating 

Households

Approximately 500 households. Program will be piloted with 

IHDA and expanded to other lenders if successful and funds are 

available.

12. Program Inception / 

Duration

It is estimated that HPP will begin approximately 120 days after 

approval.

13. Program Interactions 

with Other HFA 

Programs

Households served under the National Foreclosure Mitigation 

Counseling (NFMC) program may also be reviewed for HPP. 

Notes purchased through the Mortgage Resolution Fund Program 

(MRF) program are ineligible for HPP assistance. 

14. Program Interactions 

with HAMP

Clients denied for HHF HELP or Making Home Affordable 

(MHA) programs may be eligible for assistance through this 

Program. Clients approved for any HAMP or HARP with or 

without investor match may be eligible. Intake agencies evaluating 

eligibility for clients may also review for possible eligibility in 
B-3-3

Doc#: US1:9356892v1

other programs. 

15. Program Leverage with 

Other Financial 

Resources

The Program will disburse funds up to $50,000.00 if the lien holder 

agrees to a loan modification, refinance, recast, or principal 

reduction that shows direct benefit to the borrower. 

16. Qualify as an 

Unemployment 

Program

 Yes  No
B-4-1

Doc#: US1:9356892v1

SERVICE SCHEDULE B-4

Illinois Housing Development Authority

Hardest Hit Fund Blight Reduction Program (BRP)

Summary Guidelines 

1. Program Overview The purpose of the Hardest Hit Fund Blight Reduction Program 

(“BRP”) is to decrease preventable foreclosures and stabilize 

neighborhoods by strategically targeting those residential areas 

with vacant and abandoned blighted residential properties in 

need of demolition and greening. The Illinois Housing 

Development Authority (“IHDA”) will work with units of 

government and their not-for-profit partner(s) within the state of 

Illinois to implement the program.

2. Program Goal The goal of BRP is to decrease preventable foreclosures through 

neighborhood stabilization achieved through the demolition and 

greening of vacant, abandoned and blighted residential 

properties throughout Illinois. Such vacant, abandoned and 

blighted residential properties will be returned to use through a 

process overseen by approved units of government and their notfor-profit partner(s). 

IHDA will work with units of government and their not-forprofit partner(s) to identify and track meaningful indicators of 

program effectiveness throughout the life of the program.

3. Target Population / 

Areas

BRP activity will be limited to targeted areas approved by 

IHDA that are part of a comprehensive local strategy to stabilize 

home values and prevent foreclosures. IHDA guidelines will 

ensure that demolition and greening will have a positive effect 

on preserving existing neighborhoods.

4. Program Allocation 

(Excluding 

Administrative 

Expenses)

Program allocation amount on file with Treasury 

5. Property Eligibility 

Criteria

IHDA will determine property eligibility per program 

guidelines.

1-4 unit residential properties, that are located in Illinois:

• determined to be vacant and abandoned, and

• qualify for lawful demolition. 

6. Ownership/Loan Title to the property must be held by the applicable not-forprofit partner such that: (i) the loan can be modified or 
B-4-2

Doc#: US1:9356892v1

Eligibility Criteria extinguished and (ii) an enforceable lien can be placed on the 

property. 

7. Program Exclusions BRP funds cannot be used for the rehabilitation of existing 

residential structures, commercial structures, or properties listed 

on a national, state or local historic register.

8. Structure of Assistance IHDA will determine project sites in direct consultation with 

the applicable not-for-profit partners.

The applicable not-for-profit partners will be responsible for 

acquisition of the property (if necessary), demolition work and 

on-going property maintenance. 

Units of government and their not-for-profit partner(s) must 

submit in their application to IHDA for BRP funds, 

information including, but not limited to, the following:

• A full and complete list of all properties the applicant 

seeks to make eligible; 

• Property ownership and/or acquisition information; 

• Pre-demolition inspection information, including, but 

not limited to any third party environmental inspection 

reports;

• The post-demolition goal for each property; 

• Cost estimates and/or evidence of the expenditures on a 

per property basis including, but not limited to: (i) all 

eligible activities required to bring the property into 

compliance with program guidelines, (ii) removal of all 

debris, (iii) backfill of basements or cellars, and 

(iv) any necessary environmental remediation required 

by law; and

• Any other miscellaneous information identified 

regarding the property (e.g., hazards, adverse findings, 

easements...etc.)

Upon receipt of appropriate documentation confirming the 

completion of BRP activities, IHDA will provide Hardest Hit 

funding to the applicable partner after execution of a secured 

lien mortgage and note in favor of IHDA. The lien will be 

recorded in the public records and releases will be conducted 

by IHDA. 

The secured lien and notes will be structured as zero percent, 

non-amortizing loans, secured by a lien on the property. Loans 

will expire three years after their origination date (“Expiration 

Date”). Prior to the Expiration Date, loans will be forgiven at 
B-4-3

Doc#: US1:9356892v1

a rate of 33.3% per annum as long as covenants are met. 

In most cases, the outstanding loan balance will become due 

and payable if the property is sold, its title transferred, or it is 

used for an unauthorized purpose prior to the Expiration Date. 

However, in certain cases, special considerations may be made 

by IHDA to release or subordinate its lien prior to the 

Expiration Date based upon the merit of the request and the 

proposed positive impact to the community as set forth in the 

program guidelines. The method for calculating the 

outstanding balance will be determined based upon the time 

and method of transfer. The outstanding balance may include 

any and all net sale proceeds and/ or the full principal balance 

of the loan. 

Prior to the Expiration Date, all proceeds will be due and 

payable to IHDA. All proceeds returned to the IHDA from the 

BRP may be recycled until December 31, 2017; thereafter, the 

funds must be returned to Treasury. 

9. Per Property 

Assistance

$35,000 (per unit maximum) which may include the following 

on a per unit basis (if applicable): 

• Acquisition (purchase price, lien extinguishment, legal 

costs)

• Closing costs (if applicable, i.e., title, recording and 

transfer fees)

• Demolition

• Lot treatment/greening

• Maintenance ($3,000 flat fee)

• Administrative expenses ($1,750)

10. Duration of Assistance One time assistance per property.

11. Estimated Number of 

Properties

Approximately 50. Program will be expanded if successful and 

funds are available.

12. Program Inception / 

Duration

The program is expected to launch in the Summer of 2014. 

13. Program Interactions 

with Other HFA 

Programs

BRP will complement existing efforts of Illinois’ Abandoned 

Properties Residential Property Municipality Relief Fund. 

14. Program Interactions 

with HAMP

None
B-4-4

Doc#: US1:9356892v1

15. Program Leverage with 

Other Financial 

Resources

None

16. Qualify as an 

Unemployment 

Program

 Yes  No
E-1

Doc#: US1:9356892v1

EXHIBIT E

FORM OF PROGRAM ALLOCATIONS/

PERMITTED EXPENSES CHANGE REQUEST

xx xx, 20xx

The United States Department of the Treasury

Office of Financial Stability

Homeownership Preservation Office

Attention: Erin Quinn

The United States Department of the Treasury

HFAinnovation@do.treas.gov 

Attention: HFA Hardest Hit Fund

Ladies/Gentlemen:

Reference is made to the Commitment to Purchase Financial Instrument and HFA 

Participation Agreement dated as of the date set forth on Schedule A thereto (as amended,

supplemented or otherwise modified and in effect from time to time, the (“HPA”) by and

among xx xx xx (“HFA”), xx xx xx (“Eligible Entity”), and the United States

Department of the Treasury (“Treasury”)). Reference is also made to the Financial

Instrument dated the date set forth on Schedule A to the HPA delivered by Eligible Entity to

Treasury (the “Financial Instrument”). Capitalized terms used but not otherwise defined

herein shall have the meaning given them in the HPA.

In accordance with Section 9.D. of the HPA, the undersigned Eligible Entity hereby

requests that The Bank of New York Mellon (“BNYM”), on behalf of Treasury, adjust the 

program allocations or Permitted Expenses, as applicable, as set forth in the attached

Exhibit 1 and Exhibit 2.

HFA and Eligible Entity, as applicable, hereby certify to Treasury and BNYM, as of

the date hereof, that:

(a) no default or Event of Default has occurred and is continuing as of the date 

hereof and on the Funding Date [other than ];

(b) each of the representations and warranties made by HFA and Eligible Entity in the

HPA and Financial Instrument are true and correct on and as of such date, as if

made on and as of the date hereof and on the Funding Date [other than 

];

(c) HFA and Eligible Entity each have full corporate power and authority to enter into, 

execute, and deliver this Program Allocations/Permitted Expenses Change Request 

and any other documentation delivered to Treasury in connection with this Program 

Allocations/Permitted Expenses Change Request;
E-2

Doc#: US1:9356892v1

(d) HFA and Eligible Entity are in compliance with the covenants and other 

agreements set forth in the HPA and Financial Instrument, which shall remain in

full force and effect [other than ];

(e) all data and information set forth in this Program Allocations/Permitted Expenses 

Change Request, including the attached Exhibits, is true and correct in all respects; 

and

(f) to our knowledge, there have been no Acts of Bad Faith by any HHF Recipient 

[other than________ ].

In the event that any part of the certification made herein is discovered not to be 

true and correct after the date hereof, HFA or Eligible Entity, as applicable, shall notify 

Treasury immediately.

HFA:

[_______________________]

By:

Name: 

Title: 

ELIGIBLE ENTITY:

[_________________________]

By:

Name: 

Title: 
E-1

Doc#: US1:9356892v1

EXHIBIT 1

Program Allocations

Total Program Participation Cap:1

Portion of Program Participation Cap Representing Original HHF Funds:2

Portion of Program Participation Cap Representing Unemployment HHF Funds:3

Program Allocation/Permitted Expenses Change Request #:4

Current Program Allocations/Permitted 

Expenses Proposed Program Allocations/Permitted Expenses

Program Allocation (i.e.,

Unemployment Mortgage Assistance 

Program):5

Program Allocation (i.e., 

Unemployment Mortgage Assistance 

Program):

Other Program Allocation, if 

applicable:6 Other Program Allocation, if applicable:

optional field for additional program optional field for additional program

optional field for additional program optional field for additional program

optional field for additional program optional field for additional program

Permitted Expenses7 Permitted Expenses7

Total8 Total8

Footnotes:

1: Represents total award/allocation, including program and administrative expenses.

2. Insert N/A if not applicable.

3. Insert N/A if not applicable.

4. The number of reallocation changes under the streamlined allocation process, including the current 

request.

5. Insert name of program and current dollar allocation (excluding administrative expenses).

6. Insert name of other program(s) and current dollar allocation, if applicable. Insert N/A if not applicable.

7. Grand total amount of current permitted administrative expenses, including one-time/start-up expenses, 

operating/administrative expenses, transaction related expenses, and counseling expenses.

8. The sum of program allocation(s) and permitted administrative expenses should equal to the total award 

amount (total program participation cap).
E-2

Doc#: US1:9356892v1

EXHIBIT 2

Permitted Administrative Expenses

State

Current Proposed Difference

One-time / Start-Up Expenses:

Initial Personnel

Building, Equipment, Technology

Professional Services

Supplies / Miscellaneous

Marketing /Communications

Travel

Website development /Translation

Contingency

Subtotal 

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 

Grand Total 

% of Total Award
E-3

Doc#: US1:9356892v1

Award Amount