Per Household
Assistance

Maximum program amount available per household: $7,500

Estimated average assistance provided per homeowner: $6,400

10. Duration of TA is provided in a lump sum payment to the homeowner, and, if applicable, the
Assistance homeowner’s lender/servicer and any secondary lienholder(s).

11. Estimated Number | It is expected that the TA program will assist 100 households.
of Participating
Households

12. Program Inception/ | The program began September 27, 2010, and is expected to continue until December 31, 2017
Duration or when available funds are exhausted.

13. Program Homeowners who participate in two or more of Ohio’s HHF programs are subject to a
Interactions with maximum benefit amount of $35,000 per household; however, the maximum program amount
Other Programs a homeowner may receive for TA shall not exceed $7,500.

(e.g, other HFA TA may not be combined with Homeowner Retention Assistance (HRA).
programs) -

14, Program HAFA may be combined with any element of the TA program.
Interactions with
HAMP

15. Program Leverage Lenders/servicers must agree to release homeowners from future obligations or judgments as
with Other part of the process of approving a short sale, cash for keys, or deed-in-lieu agreement. First
Financial Resources | and second mortgage holders must accept less than full payoff.

16. Qualify as an O Yes M No

Unemployment
Program

B-11



homeowners may continue to receive assistance under Amendment Five to the HPA.

8. Structure of Assistance will take the form of a non-recourse, non-amortizing, zero-percent interest, five-

Assistance year loan secured by the property and repayable only from equity proceeds of a refinance or
sale. The loan will be recorded as a subordinate lien.
Twenty percent of the loan balance will be forgiven each year on the anniversary of the
closing, and any remaining balance will be forgiven on December 31, 2017.

9. Per Household Maximum program amount available per household: $22,000 at closing, $25.000 over term of
Assistance assistance

Estimated average assistance provided per household: $16,000

10. Duration of The maximum duration of MPA is eighteen (18) months.

i e woe c. wae.

Assistanc Homeowners who become reemployed after receiving approval from Ohio's HHF program
underwriters, but before closing on their loan for assistance and whose mortgage payment is
affordable as defined by Ohio's HHF guidelines, may receive up to three months of MPA.

11. Estimated Number | It is expected that the MPA program will assist 10.510 households.
of Participating
Households

12. Program Inception/ | The MPA program began January |, 2012. and is expected to continue until December 31.
Duration 2017 or when available funds are exhausted.

13. Program Homeowners who participate in two or more of Ohio’s HHF programs are subject to a
Interactions with maximum benefit amount of $35.000 per household; however, the maximum program amount
Other Programs a homeowner may receive under MPA shall not exceed $25.000.

(e.g. other HFA

programs)

14. Program Homeowners participating in a trial HAMP modification are not eligible.

Interactions with ‘

HAMP MPA may come before or after the Home Affordable Unemployment Program (UP)
forbearance.

his. Program Leverage | OHFA strongly encourages the lenders/servicers to waive late fees or any other expenses that
with Other are not paid to a third party.

Financial Resources

16. Qualify as an M Yes [ No
Unemployment
Program



SERVICE SCHEDULE B-7

Ohio Housing Finance Agency (OHFA)
Homeowner Stabilization Assistance Program
Summary Guidelines

1. Program
Overview

Under the Homeowner Stabilization Assistance (HSA) program, HHF will
be provided to eligible borrowers through to qualified non-profit entities
(“Investment Partners”) that leverage HHF with private capital to purchase
delinquent mortgage loans at a discount through the U.S. Department of
Housing and Urban Development (HUD) Federal Housing Agency (FHA)
Distressed Asset Stabilization Program (DASP) Neighborhood
Stabilization Outcome (NSO) sub-pool auction sales. Investment Partners
must be eligible to participate as a qualified FHA DASP-NSO bidder in
Ohio.

HHF will be used to leverage the purchase of loans within the FHA
DASP-NSO offering, and will be applied to Program Eligible Outcomes.

The Homeowner Stabilization Assistance (HSA) program aims to keep

2. Program Goals families in their homes or provide families with support for an orderly
property disposition and transition to new housing, which will help stabilize
neighborhoods and housing markets.

. The target population is owner occupants of properties that are included in

3.

Target Population/ an NSO loan pool under HUD’s DASP.

Areas

4. Program Allocation | $30,000,000

(Exchuding

Administrative

Expenses)

5. Borrower Eligibility | The homeowner must meet the following criteria:

Criteria * Current gross household income equal to or less than 125 percent of
the area median for a 5-person family from the county with the
highest area median in Ohio:

* Hardship due to involuntary loss or reduction in income,
significant medical expenses. or unpaid mortgage balance
significantly in excess of market value.

Properties must be single family owner-occupied residences located in

6. Property/Loan Pe e y P

Eligibility Criteria

Ohio, including condominium units. Manufactured homes are eligible only
if titled as real estate.

Must be first mortgage debt on the property and such debt must be less
than the highest FHA maximum loan amount among all Ohio counties.



In Witness Whereof, HFA, Eligible Entity and Treasury by their duly authorized officials
hereby execute and deliver this Seventh Amendment to Commitment to Purchase Financial
Instrument and HFA Participation Agreement as of the Amendment Date.

HFA: TREASURY:
OHIO HOUSING FINANCE AGENCY UNITED STATES DEPARTMENT OF THE
TREASURY
By:  /s/ Douglas A. Garver By:
Name: Douglas A. Garver Name: Timothy G. Massad
Title: Executive Director Title: Assistant Secretary for
Financial Stability
ELIGIBLE ENTITY:

OHIO HOMEOWNER ASSISTANCE LLC

By: Ohio Capital Corporation for Housing, Its
Sole Member

By:  /s/ Susan K. Ziegler
Name: Susan K. Ziegler
Title: Chief Operating Officer

{Signature Page to Seventh Amendment to HPA — Ohio]


SERVICE SCHEDULE B-6

Ohio Housing Finance Agency (OHFA)
Homeownership Retention Assistance
Summary Guidelines

1. Program Overview | The Homeownership Retention Assistance (HRA) program provides up to $25,000 to
lenders/servicers, taxing authorities, and associations, on behalf of eligible homeowners to
extinguish or reinstate a homeowner’s subordinate mortgage lien(s) or cover ancillary
property-related expenses as described below:

Allowable uses of the funds include:
+  Property-related ancillary expenses (i.¢., non-escrowed property taxes or homeowners or
condominium association charges); and
. With respect to subordinate mortgage liens only:
Delinquent mortgage payments;
+ Principal & interest,
+ Escrow shortages and advances;
+ Late fees;
+ Inspection fees, attorney fees, and other third party fees;
+ Lien extinguishment; and
+ Principal reduction.
Assistance is subject to OHFA’s approval of the homeowner’s Action Plan, which is
developed by a housing counselor. Homeowners may receive assistance from one or more of
Ohio’s HHF Programs, up to the total amount for which the homeowner qualifies.

2. Program Goals The goal of HRA is to prevent avoidable foreclosure and stabilize neighborhoods by helping
homeowners who have experienced a qualifying hardship to achieve a long-term and
affordable housing solution.

3. Target Population/ | The HRA program is available to Ohioans who have experienced a qualifying hardship.

Areas
4. Program Allocation | $32,500,000.00
(Excluding
Administrative
Expenses)
5. Borrower Eligibility © The homeowner must meet the following criteria:
Criteria

* Current gross household income equal to or Jess than 125 percent of the area median
for a 5-person family from the county with the highest area median in Ohio; and

« Hardship, as identified by a hardship affidavit, as identified by a hardship affidavit,
which occurred on or after January 1, 2007, due to involuntary loss or reduction in
income or significant medical expenses.

When HRA is used to reinstate delinquent property taxes or homeowners or condominium
association charges, the homeowner also must meet the following criterion:

© Monthly mortgage payment (PITJA) must be 38 percent or less of gross monthly
income or homeowner must qualify to receive at least six months of assistance under
the Mortgage Payment Assistance program (MPA).

When HRA is used to eliminate or reinstate a subordinate lien, the homeowner must also meet

B-12



Deeds in Lieu of Foreclosure offered to and accepted by eligible
homeowners with eligible properties. Such Deeds in Lieu shall
include extinguishment of the unpaid loan balance, waiver of
deficiency judgment, and borrower transition assistance.



Financial Resources

extinguishments Lenders/servicers must agree to release homeowners from future obligations
or judgments as part of the process and fully extinguish the lien(s).

16. Qualify as an
Unemployment
Program

O Yes M No

B-14



8.

Structure of

Assistance will take the form of a non-recourse, non-amortizing, zero-percent interest, five-

Assistance year loan secured by the property and repayable only from equity proceeds of a refinance or
sale. The loan will be recorded as a subordinate lien.
Twenty percent of the loan balance wil] be forgiven each year on the anniversary of the
closing, and any remaining balance will be forgiven on December 31, 2017.

9. Per Household Maximum program amount available per household: $25,000
Assistance Estimated average assistance provided per household: $20,000

10. Duration of LEA is provided in a lump sum payment to the homeowner’s lender/servicer.

Assistance

11. Estimated Number | It is expected that the LEA program will assist 955 households.
of Participating
Households

12. Program Inception/ | The program began January 1, 2012. and is expected to continue until December 31, 2017 or
Duration when available funds are exhausted.

13. Program Homeowners who participate in two or more of Ohio’s HHF programs are subject to a
Interactions with maximum benefit amount of $35,000 per household; however, the maximum program amount
Other Programs a homeowner may receive under LEA shall not exceed $25,000.

(e.g. other HFA
programs)

14. Program Homeowners participating in a trial HAMP modification are not eligible.
Interactions with
HAMP

15. Program Leverage | Lenders/servicers must agree to fully extinguish the lien(s) and release homeowners from
with Other future obligations or judgments as part of the process of approving a homeowner for the LEA
Financial Resources | program.

16. Qualify as an O Yes @ No

Unemployment
Program



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


EXHIBITS AND SCHEDULES

Schedule A Basic Information
ScheduleB — Service Schedules
Schedule C Permitted Expenses


In Witness Whereof, HFA, Eligible Entity and Treasury by their duly authorized officials
hereby execute and deliver this Seventh Amendment to Commitment to Purchase Financial
Instrument and HFA Participation Agreement as of the Amendment Date.

HFA:
OHIO HOUSING FINANCE AGENCY

By:

Name:

Title:
ELIGIBLE ENTITY:

OHIO HOMEOWNER ASSISTANCE LLC

By: Ohio Capital Corporation for Housing, Its
Sole Member

By:

Name:
Title:

TREASURY:

UNITED STATES DEPARTMENT OF THE
TREASURY

TT

‘Name: Timothy G. Massad.
Title: Assistant Secretary for
Financial Stability

By:

[Signature Page to Seventh Amendment to HPA -— Ohio]


SERVICE SCHEDULE B-5
ny

Ohio Housing Finance Agency (OHFA)
Transition Assistance Program

Summary Guidelines
1. Program Overview | The Transition Assistance (TA) program provides up to:

+ $5,000 to eligible homeowners with unaffordable mortgage payments who obtain a short
sale or deed-in-lieu of foreclosure from their lender/servicer and leave their home in
saleable condition; and

+ $2,500 to lenders/servicers to extinguish and release subordinate liens as part of a short
sale or deed-in-lieu of foreclosure agreement.

Assistance is subject to OHFA’s approval of the homeowner’s Action Plan, which is
developed by a housing counselor. Homeowners may receive assistance from one or more of
Ohio’s HHF Programs, up to the total amount for which the homeowner qualifies.
2. Program Goals The goal of TA is to prevent avoidable foreclosure and help stabilize neighborhoods by
helping homeowners to achieve an orderly exit from their home.
3. Target Population/ | The TA program is available to Ohioans who have experienced a qualifying hardship.
Areas
4. Program Allocation | $616,000.00
(Excluding
Administrative
Expenses)
5. Borrower Eligibility | The homeowner must meet the following criteria:
Criteria * Current gross household income equal to or Jess than 125 percent of the area median for a
5-person family from the county with the highest area median in Ohio; and
* Hardship, as identified by a hardship affidavit, which occurred on or after January 1,
2007, due to involuntary loss or reduction in income, significant medical expenses; or
homeowners who must relocate for employment and meets the requirements of IRS
Publication 521 which states “the new main job is at least 50 miles farther from former
residence than old main job.” The new residence must be located in the United States of
America, except for active duty military personnel.
6. Property/Loan Properties must be one- to-four unit, primary residences, as defined in Ohio’s HHF
Eligibility Criteria guidelines, located in Ohio, including condominium units. Manufactured homes are eligible
only if titled as real estate. Land contracts are not eligible.
7. Program Exclusions | The following are excluded from participating in TA:
+ Homeowners whose net proceeds from the sale of the home are sufficient to pay off the
mortgage balance; and

+ Homeowners in active bankruptcy.

8. Structure of Assistance is provided in the form of a one-time payment to the borrower and incentives to

Assistance

the second lien holder(s) consisting of:

* A $5,000 payment to the borrower by Ohio Homeowner Assistance LLC (OHA); and
+ A maximum of $2,500 to subordinate lienholder(s) who agree to extinguish fully any
subordinate lien(s).

B-10



Portion of Program Participation Cap
Representing Unemployment HHF Funds:

Permitted Expenses:

Closing Date:

First Amendment Date:
Second Amendment Date:
Third Amendment Date:
Fourth Amendment Date:
Fifth Amendment Date:
Sixth Amendment Date:

Seventh Amendment Date:

Eligible Entity Depository Account Information:

$148,728,864.00

$70,415,099.00

August 3, 2010

September 23, 2010

September 29, 2010

December 16, 2010

March 31, 2011

December 8, 2011

December 14, 2012

March 22, 2013

See account information set forth in the
Depository Account Control Agreement

between Treasury and Eligible Entity
regarding the HHF Program.

A-2


7. Program Exclusions

The following are excluded from participating in HSA:

Homeowners who previously received assistance from Ohio’s HHF
program, or

Any properties purchased through the FHA DASP-NSO program that
do not meet the criteria for homeowner eligibility or property eligibility
as described in sections 5 and 6 herein, or

Any properties purchased through the FHA DASP-NSO program that
result in a foreclosure, except when a foreclosure follows a program
eligible outcome by an eligible homeowner with an eligible property.

B-16



SEVENTH AMENDMENT TO

COMMITMENT TO PURCHASE FINANCIAL INSTRUMENT
and
HFA PARTICIPATION AGREEMENT

This Seventh Amendment to Commitment to Purchase Financial Instrument and HFA
Participation Agreement (the “Seventh Amendment”) is entered into as of the date set forth on
Schedule A attached hereto as the Seventh 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”),
and as further amended by that certain Sixth Amendment to Commitment to Purchase Financial
Instrument and HFA Participation Agreement (the “Sixth Amendment”; and together with the
Original HPA as amended thereby and by the First Amendment, Second Amendment, Third
Amendment, Fourth Amendment and Fifth 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 Seventh Amendment to
document all approved modifications to the Service Schedules and Permitted Expenses, as
applicable;

Seventh Amendment to HPA — Ohio
Doc#: US1:8447470v4


homeowners may continue to receive assistance under Amendment Five to the HPA.

8. Structure of Assistance will take the form of a non-recourse, non-amortizing, zero-percent interest, five-

Assistance year loan secured by the property and repayable only from equity proceeds of a refinance or
sale. The loan will be recorded as a subordinate lien.
Twenty percent of the loan balance will be forgiven each year on the anniversary of the
closing, and any remaining balance will be forgiven on December 31. 2017.

9. Per Household Maximum program amount available per household: $25,000
Assistance Estimated average assistance provided per household: $10,000

10. Duration of RPA is provided in a lump sum payment to the homeowner's lender/servicer.

Assistance

11. Estimated Number | It is expected that the RPA program will assist 18,022 households.
of Participating
Households

12. Program Inception/ | The RPA program began September 27, 2010. The program is expected to continue until
Duration December 31, 2017 or when available funds are exhausted.

13. Program Homeowners who participate in two or more of Ohio's HHF programs are subject to a
Interactions with maximum benefit amount of $35.000 per household; however, the maximum program amount
Other Programs a homeowner may receive under RPA shall not exceed $25,000.

(e.g. other HFA
programs)

14. Program Homeowners participating in a trial HAMP modification are not eligible.
Interactions with
HAMP

15. Program Leverage | OHFA strongly encourages lenders/servicers to waive late fees or any other expenses that are
with Other not paid to a third party.
Financial Resources

16. Qualify as an O Yes @ No

Unemployment
Program



SERVICE SCHEDULE B-1

Ohio Housing Finance Agency (OHFA)
Rescue Payment Assistance Program
Summary Guidelines

1. Program Overview

‘The Rescue Payment Assistance (RPA) program. part of Ohio’s Hardest Hit Fund (HHF),
provides up to $25,000 to lenders/servicers on behalf of eligible homeowners to bring current
delinquent mortgage payments, escrow shortages and corporate advances to third parties.

Assistance is subject to OHFA’s approval of the homeowner's Action Plan, which is
developed by a housing counselor. Homeowners may receive assistance from one or more of
Ohio’s HHF Programs, up to the total amount for which the homeowner qualifies.

2. Program Goals

The goal of RPA is to prevent avoidable foreclosure and stabilize neighborhoods by helping
delinquent homeowners who have experienced a qualifying hardship to achieve sustainable
homeownership.

3. Target Population/
Areas

The RPA program is available to Ohioans who have experienced a qualifying hardship.

4, Program Allocation
(Excluding
Administrative
Expenses)

$159.414.000.00

w

The homeowner must meet the following criteria:

+ Current gross household income equal to or less than 125 percent of the area median for a
5-person family from the county with the highest area median in Ohio;

* Hardship, as identified by a hardship affidavit, which occurred on or after January 1,
2007, due to involuntary loss or reduction in income or significant medical expenses; and

+ Monthly mortgage payment (PITIA) must be 38 percent or less of gross monthly
income—or, if also applying for assistance on a subordinate lien through the
Homeownership Retention Assistance program (HRA), combined monthly mortgage
payment must be 48 percent or less of gross monthly income—or homeowner must
qualify to receive at least six months of assistance under the Mortgage Payment
Assistance program (MPA).

6. Property/Loan
Eligibility Criteria

Properties must be one- to four-unit. owner-occupied primary residences located in Ohio,
including condominium units. Manufactured homes are eligible only if titled as real estate.
Land Contracts are not eligible.

The first mortgage debt on the property must be less than the highest FHA maximum loan
amount among all Ohio counties.

7. Program Exclusions

The following are excluded from participating in this amendment to the RPA program:

» Homeowners participating in a trial modification:

+ Homeowners in active bankruptcy; and

+ Homeowners whose applications were submitted to OHFA’s underwriting team prior to
February |, 2013. except for those who were declined; these previously submitted

B-2



SCHEDULE A

BASIC INFORMATION

Eligible Entity Information:
Name of the Eligible Entity:

Corporate or other organizational form:
Jurisdiction of organization:

Notice Information:

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:

Ohio Homeowner Assistance LLC
Ohio limited liability company
Ohio

Ohio Homeowner Assistance LLC
Attn: Harold D. Keller, President
88 East Broad Street, Suite 1800
Columbus, Ohio 43215

Phone: (614) 224-8446

Fax: (614) 224-8452

E-mail: HKeller@occh.org

Ohio Housing Finance Agency

An agency under the laws of the State of
Ohio

June 1, 2010
September 1, 2010

Ohio Housing Finance Agency

Attn: Douglas A. Garver, Executive Director
57 East Main Street

Columbus, Ohio 43215

Phone: (614) 466-8050

Fax: (614) 995-0487

E-mail: DGarver@ohiohome.org

$570,395,099.00

$172,000,000.00


the following criterion:

© Homeowner must be current or brought current with RPA on all liens with a higher
position; and

© Combined monthly mortgage payment PITIA on first and any subordinate lien(s) for
which the homeowner seeks assistance must be 48 percent or less of gross monthly
income or homeowner must qualify to receive at least six months of assistance under
the Mortgage Payment Assistance program (MPA).

6. Property/Loan Properties must be one- to-four unit, owner-occupied primary residences located in Ohio,

Eligibility Criteria including condominium units. Manufactured homes are eligible only if titled as real estate.
Land contracts are not eligible.
The first mortgage debt on the property must be less than the highest FHA maximum loan
amount among all Ohio counties.

7. Program Exclusions | The following are excluded from participating in HRA:

+ Homeowners participating in a trial modification on their subordinate lien;

+ Homeowners in active bankruptcy; and

+ Homeowners whose applications were submitted to OHFA’s underwriting team prior to
February 1, 2013, except for those who were declined; these previously submitted
homeowners may continue to receive assistance under Amendment Five to the HPA.

8. Structure of Assistance will take the form of a non-recourse, non-amortizing, zero-percent interest, five-
Assistance year loan secured by the property and repayable only from equity proceeds of a refinance or

sale. The loan will be recorded as a subordinate lien.
Twenty percent of the loan balance will be forgiven each year on the anniversary of the
closing, and any remaining balance will be forgiven on December 31, 2017.

9. Per Household Maximum amount available per homeowner: $25,000

Assi « 5
ssistance Estimated average assistance provided per homeowner: $16,400

10. Duration of HRA is provided in a lump sum payment to the homeowner’s lender/servicer, taxing
Assistance authority, and/or other entity.

11. Estimated Number | It is expected that the HRA program will assist 1,982 households.
of Participating
Households

12. Program Inception/ | This program will become effective on February 1, 2013 and is expected to continue until
Duration December 31, 2017 or when available funds are exhausted.

13. Program Homeowners who participate in two or more of Ohio’s HHF programs are subject to a
Interactions with maximum benefit amount of $35,000 per household; however, the maximum program amount
Other Programs a homeowner may receive under HRA shall not exceed $25,000.

(e.g. other HFA HRA may not be combined with TA.
programs)

14, Program Homeowners participating in a trial HAMP modification on the subordinate lien are not
Interactions with eligible.

HAMP
15. Program Leverage | OHFA strongly encourages lenders/servicers, taxing authorities, and other payees to waive

with Other

late fees or any other expenses that are not paid to a third party. For subordinate lien

B-13



9. Per Household
Assistance

"| The maximum program amount available per homeowner is $35,000.

10. Duration of Assistance

HHF funds will be provided in a lump sum payment to the purchase of
qualified loans within the FHA DASP-NSO offering, and will be applied to
Program Eligible Outcomes for homeowners.

11. Estimated Number of
Participating
Households

It is expected that the HSA program will assist approximately 900
households.

12. Program Inception/
Duration

The HSA program will begin upon the earlier of April 1, 2013 and the
Seventh Amendment Date. The program is expected to continue until
December 31. 2015 or when available funds are exhausted.

13. Program Interactions
with Other Programs
(e.g. other HFA
programs)

Homeowners who participate in HSA will not be eligible to participate in
other HHF programs.

14. Program Interactions
with HAMP

Homeowners who have previously participated in HAMP are eligible for
HSA.

15. Program Leverage
with Other Financial
Resources

Investment Partner shall utilize private capital on a pool basis, in addition to
all HHF funds it is eligible to utilize on a per loan basis.

16. Qualify as an
Unemployment
Program

Yes MINo

B-19



In Witness Whereof, HFA, Eligible Entity and Treasury by their duly authorized officials
hereby execute and deliver this Seventh Amendment to Commitment to Purchase Financial
Instrument and HFA Participation Agreement as of the Amendment Date.

HFA:
OHIO HOUSING FINANCE AGENCY

=xecutive Director

ELIGIBLE ENTITY:
OHIO HOMEOWNER ASSISTANCE LLC

By: Ohio Capital Corporation for Housing, Its
Sole Member

By:

Name:
Title:

TREASURY:

UNITED STATES DEPARTMENT OF THE
TREASURY

By:

Name: Timothy G. Massad
Title: Assistant Secretary for
Financial Stability

[Signature Page to Seventh Amendment to HPA — Ohio)


SERVICE SCHEDULE B-3

Ohio Housing Finance Agency (OHFA)
Modification with Contribution Assistance Program
Summary Guidelines

Program Overview

The Modification with Contribution Assistance (MCA) program provides up to $35,000 to
lenders/servicers on behalf of homeowners to facilitate a permanent affordable loan
modification.

Allowable uses of the funds include:

+ Delinquent mortgage payments;

+ Principal & interest:

+ Other property related ancillary expenses (property taxes. homeowner's insurance, and
association dues):

* Late fees;

+ Inspection fees, attorney fees, and other third party fees:

+ Escrow shortages and advances; and

+ Principal reduction

The modification achieved with MCA must result in a more affordable monthly payment, but
that payment may not be less than 20 percent of the household gross monthly income. If the
household gross income is equal to or less than $20,000 per year, however, the modification
achieved with MCA may result in a more affordable monthly payment that is less than 20
percent of gross household income.

Assistance is subject to OHFA’s approval of the homeowner's Action Plan. which is
developed by a housing counselor, except for HAMP-eligible modifications referred to OHFA
by a participating lender/servicer. Homeowners may receive assistance from one or more of
Ohio's HHF Programs, up to the total amount for which the homeowner qualifies.

Eligibility Criteria

I

2. Program Goals The goal of MCA is to prevent avoidable foreclosure and stabilize neighborhoods by helping
homeowners who have experienced a qualifying hardship to achieve more affordable
mortgage payments long term.

3. Target Population/ | The MCA program is available to Ohioans who have experienced a qualifying hardship.

Areas
4. Program Allocation | $100,450,000.00
(Excluding
Administrative
Expenses)
5. Borrower Eligibility | The homeowner must meet the following criteria:
Criteria + Current gross household income equal to or less than 125 percent of the area median for a
5-person family from the county with the highest area median in Ohio; and
* Hardship, as identified by a hardship affidavit, which occurred on or after January 1,
2007, due to involuntary loss or reduction in income or significant medical expenses; and
+ Mortgage payment 20 percent or greater than household gross monthly income, unless the
household gross income is equal to or less than $20,000 per year.
6. Property/Loan Properties must be one- to four-unit owner-occupied primary residences located in Ohio,

including condominium units. Manufactured homes are eligible only if titled as real estate.
Land contracts are not eligible.

B-6



SERVICE SCHEDULE B-4

Ohio Housing Finance Agency (OHFA)
Lien Elimination Assistance
Summary Guidelines

1. Program Overview | The Lien Elimination Assistance (LEA) program provides up to $25,000 to one or more
lenders/servicers on behalf of eligible homeowners to extinguish a homeowner’s mortgage
lien(s).

Assistance is subject to OHFA’s approval of the homeowner's Action Plan. which is
developed by a housing counselor. Homeowners may receive assistance from one or more of
Ohio’s HHF Programs, up to the total amount for which the homeowner qualifies.

2. Program Goals The goal of LEA is to prevent avoidable foreclosure and stabilize neighborhoods by helping
homeowners who have experienced a qualifying hardship to achieve a long-term, permanent,
and affordable housing solution.

3. Target Population/ | The LEA program is available to Ohioans who have experienced a qualifying hardship.

Areas
4. Program Allocation | $19,000,000.00
(Excluding
Administrative
Expenses)
5. Borrower Eligibility | The homeowner must meet the following criteria:
Criteria . .
+ Current gross household income equal to or less than 125 percent of the area median for a
5-person family from the county with the highest area median in Ohio; and
+ Hardship, as identified by a hardship affidavit, which occurred on or after January 1,
2007, due to involuntary loss or reduction in income or significant medical expenses.
6. Property/Loan Properties must be one- to four-unit, owner-occupied primary residences located in Ohio,
Eligibility Criteria including condominium units. Manufactured homes are eligible only if titled as real estate.
Land contracts are not eligible.
The first mortgage debt on the property must be less than the highest FHA maximum loan
amount among all Ohio counties.
7. Program Exclusions | The following are excluded from participating in this amendment to the LEA program:

+ Homeowners in active bankruptcy; and

* Homeowners whose applications were submitted to OHFA’s underwriting team prior to
February |. 2013, except for those who were declined: these previously submitted
homeowners may continue to receive assistance under Amendment Five to the HPA

B-8



3.

connection with this Seventh Amendment, and to perform its obligations hereunder and
thereunder.

Miscellaneous

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

Cc. 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 Seventh 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 Seventh Amendment shall be treated as originals for all purposes.

[SIGNATURE PAGE FOLLOWS; REMAINDER OF PAGE
INTENTIONALLY LEFT BLANK]


8. Structure of
Assistance

OHFA will execute an agreement with the Investment Partner to provide
HSA funds up to a maximum of $35.000 per eligible loan. acquired from
FHA DASP-NSO at closing.

The Investment Partner will complete transfer of servicing and determine
if the homeowner and property qualify for a Program Eligible Outcome
within 180 days of (i) purchasing and servicing transfer of an eligible loan
or (ii) investment with respect to a re-eligible loan. The Investment
Partner will provide contact outreach with the homeowner for 12 months
after commencement of a Program Eligible Outcome.

If, after acquiring the loans, Investment Partner determines a Program
Exclusion applies, then the Investment Partner will deposit funds in an
escrow account from which funds may be released only to purchase other
loans (“Replacement Loans”) which satisfy a Program Eligible Outcome
within 18 months, or to repay the HHF. If an eligible or re-eligible loan
does not result in a Program Eligible Outcome within 18 months, the HHF
funds shall be repaid to HHF, unless OHFA provides written approval to
place the funds in escrow until another Replacement Loan is acquired.

When the Program Eligible Outcome is either a first Loan Modification or
Lien Elimination, a portion of the assistance representing the difference
between the current market value of the property and the permanently
modified loan amount will take the form of a non-recourse. non-
amortizing, zero-percent interest. five year loan secured by the property
and repayable only from equity proceeds of a refinance or sale. The loan
will be recorded as a first or subordinate lien. Twenty percent of the loan
balance will be forgiven each year on the anniversary of the closing. and
any remaining balance will be forgiven on December 31. 2017.

When the Program Eligible Outcome is a short sale or deed-in-lieu of
foreclosure. the Investment Partner will repay HHF $1,000. If the amount
of HHF funds used to purchase the note is greater than the total of the
amount of principal forgiveness and transition assistance received by the
homeowner plus the allowable cost of the transaction, the Investment
Partner will deposit the difference in escrow. Funds may be released from
escrow to purchase additional eligible loans or to repay HHF at the end of
the program.

Program Eligible Outcomes Include:

¢ Modifications offered to and accepted by eligible homeowners with
eligible properties; such modifications shall include principal
reduction and forgiveness and result in a mortgage debt to income
ratio of not greater than thirty-one percent of the gross household
income, or

¢ Loan extinguishments without any deficiency judgment, or

e Short Sales to third party homeowner occupants offered to and
accepted by eligible borrowers with eligible properties. Such Short
Sales shall include extinguishment of the unpaid loan balance, waiver
of deficiency judgment and borrower transition assistance, or

B-17



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
Amendments

A. Definitions. All references in the Current HPA to the “Agreement” shall mean the
Current HPA, as further amended by this Seventh 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
Seventh Amendment. All references herein to the “HPA” shall mean the Current HPA, as
further amended by this Seventh 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 Seventh Amendment.

Cc. Schedule B. Schedule B attached to the Current HPA is hereby deleted in its entirety
and replaced with Schedule B attached to this Seventh 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 Seventh Amendment.

Representations, Warranties and Covenants

A. HEA 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.

qd) 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 Seventh Amendment and any other closing documentation delivered to
Treasury in connection with this Seventh Amendment, and to perform its obligations
hereunder and thereunder.

(G3) HFA has the full legal power and authority to enter into, execute, and deliver this
Seventh Amendment and any other closing documentation delivered to Treasury in

-2-


SCHEDULE C

PERMITTED EXPENSES

=

One-time / Start-Up Expenses:
Initial Personnel $56,873.00
Building, Equipment, Technology $413,500.00
Professional Services $55,000.00
Supplies / Miscellaneous $0.00
Marketing /Communications $206,400.00
Travel $3,000.00
Website development /Translation $0.00
Contingency $215,000.00
Subtotal $949,773.00
Operating / Administrative
Expenses:
Salaries $21,047,738.41
Professional Services (Legal,
Compliance, Audit, Monitoring) $5,789,515.66
Travel $152,000.00
Buildings, Leases & Equipment $587,025.38
Information Technology &
Communications $2,718,155.61
Office Supplies/Postage and
Delivery/Subscriptions $78,500.00
Risk Management/ Insurance $20,000.00
Training $100,000.00
Marketing/PR $4,659, 136.94
Miscellaneous $0.00
Subtotal $35,152,072.00
Transaction Related Expenses:
Recording Fees $2,853,864.00
Wire Transfer Fees $50,000.00
Counseling Expenses
File Intake $0.00
Decision Costs $0.00
Successful File $20,177,090.00
Key Business Partners On-Going $11,232,300.00
Subtotal $34,313,254.00
Grand Total | $70,415,099.00
% of Total Award 12.3%
Award Amount $570,395,099.00



SERVICE SCHEDULE B-2

Ohio Housing Finance Agency (OHFA)
Mortgage Payment Assistance Program
Summary Guidelines

Program Overview

The Mortgage Payment Assistance (MPA) program provides up to $25,000 to
lenders/servicers on behalf of eligible unemployed and underemployed homeowners to make
full mortgage payments to the lender servicer for up to eighteen (18) months or as long as the
homeowner remains eligible for assistance. Homeowners will resume their regular payments
at the end of the term approved in their Action Plan or three (3) months after achieving an
affordable payment. whichever occurs first.

Up to $22,000 of MPA assistance will be available to eligible homeowners at the time of
closing. Should the homeowner's monthly mortgage payment increase after closing, the
homeowner may access additional assistance up to the maximum program amount of $25,000.

Assistance is subject to OHFA’s approval of the homeowner's Action Plan, which is
developed by a housing counselor. Homeowners may receive assistance from one or more of
Ohio's HHF Programs. up to the total amount for which the homeowner qualifies.

2. Program Goals The goal of MPA is to prevent avoidable foreclosure and stabilize neighborhoods by helping
unemployed and underemployed homeowners make on-time, monthly payments on their
mortgages.

3. Target Population/ | The MPA program is available to Ohioans who have experienced a qualifying hardship.

Areas
4. Program Allocation | $158,000,000.00
(Excluding
Administrative
Expenses)
5. Borrower Eligibility | The homeowner must meet the following criteria:
Criteri . a
mera + Current gross household income equal to or less than 125 percent of the area median for a
5-person family from the county with the highest area median in Ohio;
+ Hardship, as identified by a hardship affidavit, which occurred on or after January 1,
2007, due to involuntary loss or reduction in income; and
+ Monthly mortgage payment must be 20 percent or more for homeowners who have
received or exhausted unemployment benefits and 31 percent or more for all other
eligible homeowners.

6. Property/Loan Properties must be one- to four-unit. owner-occupied primary residences located in Ohio,

Eligibility Criteria including condominium units, Manufactured homes are eligible only if titled as real estate.
Land Contracts are not eligible.
The first mortgage debt on the property must be less than the highest FHA maximum loan
amount among all Ohio counties.

7. Program Exclusions

The following are excluded from participating in this amendment to the MPA program:

+ Homeowners participating in a trial modification: and

+ Homeowners in active bankruptcy; and

+ Homeowners whose applications were submitted to OHFA’s underwriting team prior to
February 1. 2013. except for those who were declined: these previously submitted

B-4



The first mortgage debt on the property must be less than the highest FHA maximum loan |

amount among all Ohio counties.

7. Program The following are excluded from participating in this amendment to the MCA program:
Exclusions + Homeowners participating in a trial HAMP modification; and
+ Homeowners in active bankruptcy:
+ Homeowners whose applications were submitted to OHFA’s underwriting team prior to
February I. 2013, except for those who were declined: these previously submitted
homeowners may continue to receive assistance under Amendment Five to the HPA; and
+ Homeowners whose monthly mortgage payment would be less than 20 percent of
household gross income, except those homeowners whose household gross income is
$20,000 or less per year.
8. Structure of Unless MCA assistance is matched by an equal contribution by the lender/servicer, assistance
Assistance will take the form of a non-recourse, non-amortizing, zero-percent interest, five-year loan
secured by the property and repayable only from equity proceeds of a refinance or sale. The
loan will be recorded as a subordinate lien.
Twenty percent of the loan balance will be forgiven each year on the anniversary of the
closing, and any remaining balance will be forgiven on December 31, 2017.
9. Per Household Maximum program amount available per household: $35,000.
Assi: : -
ssistance Estimated average assistance provided per household: $17,500
10. Duration of MCA is provided in a lump sum payment to the homeowner's lender/servicer.
Assistance
11. Estimated Number | It is expected that the MCA program will assist 5,746 households.
of Participating
Households
12, Program Inception/ | The MCA program began January |, 2012. and is expected to continue until December 31,
Duration 2017 or when available funds are exhausted.
13. Program Homeowners who participate in two or more of Ohio's HHF programs are subject to a
Interactions with maximum benefit amount of $35,000 per household.
Other Programs
(e.g. other HFA
programs)
14. Program Homeowners participating in a trial HAMP modification are not eligible.
Hraagetions with | This program may be used to help a homeowner obtain a Home Affordable Modification
Program (HAMP) modification.
15. Program Leverage | OHFA strongly encourages the lenders/servicers to waive late fees or any other expenses that
with Other are not paid to a third party.
Financial Resources
16. Qualify as an O Yes M No
Unemployment
Program