ELEVENTH AMENDMENT TO • 

COMMITMENT TO PURCHASE FINANCIAL INSTRUMENT 

and 

HFA PARTICIPATION AGREEMENT 

This Eleventh Amendment to Commitment to Purchase Financial Instrument and HFA 

Participation Agreement (the "Eleventh Amendment") is entered into as of the date set forth on 

Schedule A attached hereto as the Eleventh Amendment Date (the "Amendment Date"), by and 

among the United States Department of the Treasury ("Treasury"), the undersigned party 

designated as HFA whose description is set forth in Schedule A attached hereto (for 

convenience, a "state housing finance agency" or "HFA") and the undersigned institution 

designated by HFA to participate in the program described below ("Eligible Entity"). 

Recitals 

WHEREAS, Treasury, HFA and Eligible Entity entered into that certain Commitment to 

Purchase Financial Instrument and HFA Participation Agreement (the "Original HP A") dated as 

of the Closing Date, as previously amended by that certain First Amendment to Commitment to 

Purchase Financial Instrument and HFA Participation Agreement (the "First Amendment"), 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"), and as further amended by that certain 

Fourth Amendment to Commitment to Purchase Financial Instrument and HFA Participation 

Agreement (the "Fourth Amendment"), and as further amended by that certain Fifth Amendment 

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

Amendment"), 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"), as further amended by that certain Ninth 

Amendment to Commitment to Purchase Financial Instrument and HFA Participation Agreement 

(the "Ninth Amendment"), and as further amended by that certain Tenth Amendment to 

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

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, Eighth Amendment and Ninth 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"); 

Eleventh Amendment to HPA — Oregon 

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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 Eleventh Amendment to 

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

applicable; 

Accordingly, in consideration of the representations, warranties, and mutual agreements set forth 

herein and for other good and valuable consideration, the receipt and sufficiency of which are 

hereby acknowledged. Treasury, HFA and Eligible Entity agree as follows. 

Agreement 

1. Amendments 

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

Current HPA, as further amended by this Eleventh 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 

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

further amended by this Eleventh 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 Eleventh Amendment. 

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

and replaced with Schedule B attached to this Eleventh 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 Eleventh Amendment. 

2. Representations, Warranties and Covenants 

A. HFA and Eligible Entity. HFA and Eligible Entity, each for itself, make the 

following representations, warranties and covenants to Treasury and the truth and accuracy 

of such representations and warranties and compliance with and performance of such 

covenants are continuing obligations of HFA and Eligible Entity, each as to itself. In the 

event that any of the representations or warranties made herein cease to be true and correct or 

HFA or Eligible Entity breaches any of its covenants made herein, HFA or Eligible Entity, as 

the case may be, agrees to notify Treasury immediately and the same shall constitute an 

Event of Default under the HPA. 

(1) HFA and Eligible Entity each hereby certifies, represents and warrants as of the 

date hereof that each of the representations and warranties of HFA or Eligible Entity, as 

applicable, contained in the HPA are true, correct, accurate and complete in all material 

respects as of the date hereof. All covenants of HFA or Eligible Entity, as applicable, 

contained in the HPA shall remain in full force and effect and neither HFA, nor Eligible 

Entity is in breach of any such covenant. 

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(2) Eligible Entity has the full corporate power and authority to enter into, execute, 

and deliver this Eleventh Amendment and any other closing documentation delivered to 

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

hereunder and thereunder. 

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

Eleventh Amendment and any other closing documentation delivered to Treasury in 

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

thereunder. 

Miscellaneous 

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

[SIGNATURE PAGE FOLLOWS; REMAINDER OF PAGE 

INTENTIONALLY LEFT BLANK] 

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

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

Instrument and HFA Participation Agreement as of the Amendment Date. 

HFA: TREASURY: 

OREGON HOUSING AND COMMUNITY 

SERVICES 

UNITED STATES DEPARTMENT OF THE 

TREASURY 

By: I si Margaret S. Van Vliet 

Name: Margaret S. Van Vliet 

Title: Director 

By: 

Name: Timothy G. Massad 

Title: Assistant Secretary for 

Financial Stability 

ELIGIBLE ENTITY: 

OREGON AFFORDABLE HOUSING 

ASSISTANCE CORPORATION 

By: /s/ Diana Koppes 

Name: Diana Koppes 

Title: President 

By: /s/ Julie Codv 

Name: Julie Cody 

Title: Treasurer 

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

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

Instrument and HFA Participation Agreement as of the Amendment Date. 

HFA: TREASURY: 

OREGON HOUSING AND COMMUNITY 

SERVICES 

By: 

Name: Margaret S. Van Vliet 

Title: Director 

UNITED STATES DEPARTMENT OF THE 

TREASURY 

By: IA^ /kJ 

Name: Timothy G. Massad 

Tide: Assistant Secretary for 

Financial Stability 

ELIGIBLE ENTITY: 

OREGON AFFORDABLE HOUSING 

ASSISTANCE CORPORATION 

By: 

Name: Diana Koppes 

Title: President 

By: 

Name: Julie Cody 

Title: Treasurer 

[Signature Page to Eleventh Amendment to HPA — Oregon] 
EXHIBITS AND SCHEDULES 

Schedule A Basic Information 

Schedule B Service Schedules 

Schedule C Permitted Expenses 

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SCHEDULE A 

BASIC INFORMATION 

Eligible Entity Information: 

Name of the Eligible Entity: 

Corporate or other organizational form: 

Jurisdiction of organization: 

Notice Information: 

Oregon Affordable Housing Assistance 

Corporation 

Nonprofit corporation 

Oregon 

HFA Information: 

Name of HFA: 

Organizational form: 

Date of Application: 

Date of Action Plan: 

Notice Information: 

Oregon Housing and Community Services 

A department of the State of Oregon under 

the laws of the State of Oregon 

June 1,2010 

September 1,2010 

Program Participation Cap: 

Portion of Program Participation Cap 

Representing Original HHF Funds: 

$220,042,786.00 

$88,000,000.00 

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A-l 
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: 

Eighth Amendment Date: 

Ninth Amendment Date: 

Tenth Amendment Date: 

Eleventh Amendment Date: 

Eligible Entity Depository Account Information: 

$49,294,215.00 

$35,207,199.00 

August 3, 2010 

September 23, 2010 

September 29, 2010 

December 16,2010 

March 31, 2011 

May 25, 2011 

September 28,2011 

December 8, 2011 

March 29,2012 

July 17, 2012 

February 6, 2013 

April 25, 2013 

See account information set forth in the 

Depository Account Control Agreement 

between Treasury and Eligible Entity 

regarding the HHF Program. 

A-2 

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SCHEDULE B 

SERVICE SCHEDULES 

The Service Schedules attached as Schedule B to the Current HPA are hereby deleted in their entirety and 

replaced with the attached Service Schedules (numbered sequentially as Service Schedule B-l, Service 

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

B-l 

Docfr.USl-.849475872 
SERVICE SCHEDULE B-l 

Oregon Affordable Housing Assistance Corporation 

Loan Modification Assistance Program 

Summary Guidelines 

1. Program Overview 

2. Program Goals 

3. Target Population/ 

Areas 

4. Program Allocation 

(Excluding 

Administrative 

Expenses) 

5. Borrower Eligibility 

Criteria 

The Loan Modification Assistance Program will provide funds to 

assist financially distressed borrowers in achieving modification 

of their home loans. 

Under the Program, a one-time contribution of funds will be made 

to a homeowner's lender/servicer to be used to fill a financial gap 

that limits a homeowner's eligibility for a loan modification. 

Funds may be used to reduce the outstanding principal balance, 

pay delinquent escrow or arrearages, or strategically apply 

resources to ensure a net present value test is positive. 

Modification must result in a loan to value ratio of no more than 

125 percent, a total debt-to-income equal to or less than 50 

percent, and a mortgage payment (including principal, interest, 

taxes, and insurance) of no more than 31 percent of a 

homeowner's income. The Program is designed to work with both 

HAMP and non-HAMP modifications. 

To provide a quick infusion of funds that will allow for a 

successful loan modification. Without these additional funds, 

homeowners would be ineligible for modification. 

The Program will be available in all counties in Oregon to 

households with incomes equal to or less than 120 percent of state 

median income. The substantial majority of funding (80 percent) 

will be provided to those counties identified as hardest hit (20). 

$500,000 

The homeowner must have a current household income equal to 

or less than 120 percent of state median income. A homeowner 

who has a loan financed in whole or in part by bonds that are taxexempt under IRC section 143 is presumed to satisfy income 

limits. 

The homeowner's current first-lien mortgage must have 

originated before January 1, 2009. 

Homeowner must have either been denied for, or must be in the 

process of receiving, a loan modification. 

The homeowner must complete and sign a financial hardship 

Doc#:USl:8494758v2 

B-2 
6. Property/Loan 

Eligibility Criteria 

7. Program Exclusions 

8. Structure of 

Assistance 

9. Per Household 

Assistance 

10. Duration of Assistance 

11. Estimated Number of 

Participating 

Households 

12. Program Inception/ 

Duration 

13. Program Interactions 

with Other Programs 

(e.g. other HFA 

programs) 

14. Program Interactions 

with HAMP 

affidavit attesting to the prior loss of income or other applicable 

financial hardship. 

The homeowner cannot own other residential real property. 

The homeowner, in connection with a mortgage or real estate 

transaction, cannot have been convicted, within the last 10 years, 

of any one of the following: (A) felony larceny, theft, fraud or 

forgery, (B) money laundering or (C) tax evasion. 

Modification must result in a loan-to-value ratio of no more than 

125 percent. 

The subject property must be an owner-occupied, primary 

residence and be located in Oregon. Manufactured homes are 

eligible only if the structure is recorded in the county's deed 

records. 

The unpaid principal balance of the homeowner's first-lien 

mortgage cannot exceed $729,750. 

The homeowner cannot own other residential real property. 

Owners of second homes or investment properties. 

Funding from the Program will be structured as a five-year nonrecourse, zero-percent forgivable, non-amortizing loan for which 

a second lien will be recorded against the property. Twenty 

percent of the loan will be forgiven for each year it is outstanding. 

If property is sold or refinanced prior to the loan termination date, 

funds will be recovered should sufficient equity be available from 

the transaction. Recovered funds will be recycled in order to 

provide additional program assistance until December 31, 2017, 

at which time any recovered funds will be returned to Treasury. 

Maximum is $10,000. 

One-time payment on behalf of borrower to lender/servicer. 

An estimated 1,050 homeowners will receive assistance. 

It is anticipated that the Program will begin in June 2013 and will 

last 12 months. 

None. 

The Program will only function directly with the existing HAMP 

program or other modification programs offered by servicers 

and/or lenders. The Program is not anticipated to work with the 

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B-3 
15. Program Leverage 

with Other Financial 

Resources 

16. Qualify as an 

Unemployment 

Program 

other Hardest Hit Fund programs; however, it will work with nonHAMP modification programs offered through lenders/servicers. 

In those cases. Program funds will be used when an investment of 

$10,000 or less will facilitate a successful loan modification. 

Servicers will not charge administrative fees and waive all 

administrative fees accrued prior to modification. 

DYes GO No 

B-4 

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SERVICE SCHEDULE B-2 

Oregon Affordable Housing Assistance Corporation 

Mortgage Payment Assistance Program 

Summary Guidelines 

1. Program Overview 

2. Program Goals 

3. Target Population/ 

Areas 

4. Program Allocation 

(Excluding 

Administrative 

Expenses) 

5. Borrower Eligibility 

Criteria 

This schedule applies to applications initiated after the 

effective date of the Sixth Amendment to Commitment to 

Purchase Financial Instrument and HFA Participation 

Agreement. 

The Mortgage Payment Assistance Program will provide up to 12 

months' of mortgage payment assistance or $20,000, whichever is 

used first. This temporary assistance will be provided on behalf of 

homeowners who are receiving unemployment insurance benefits. 

The state's foreclosure counseling network will serve as the 

administrative entry point for application processing. 

Oregon Affordable Housing Assistance Corporation (OAHAC) 

will, on behalf of an eligible borrower, make a full monthly 

payment to the servicer until the applicable program cap is 

reached, or until the borrower has become re-employed. In order 

to receive such monthly assistance payments, eligible borrowers 

must sign an affidavit certifying their continued eligibility at least 

quarterly. 

The assistance provided by the Mortgage Payment Assistance 

Program will allow qualified borrowers to search for work or 

obtain job training without fear of losing their home. The purpose 

of this program is to assist borrowers until they can obtain 

sufficient income to resume scheduled mortgage payments or 

qualify for a modified mortgage payment. 

The Program will be available to homeowners receiving 

unemployment insurance benefits at the time of initial 

application. 

$126,000,000.00 

The borrower must be receiving unemployment insurance 

benefits at time of initial application. 

The borrower must complete and sign a financial hardship 

affidavit attesting to the prior loss of income or other applicable 

financial hardship. 

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B-5 
6. Property/Loan 

Eligibility Criteria 

7. Program Exclusions 

8. Structure of Assistance 

9. Per Household 

Assistance 

10. Duration of Assistance 

11. Estimated Number of 

Participating 

Households 

12. Program Inception/ 

Duration 

13. Program Interactions 

with Other Programs 

(e.g. other HFA 

programs) 

14. Program Interactions 

with HAMP 

The borrower, in connection with a mortgage or real estate 

transaction, cannot have been convicted, within the last 10 years, 

of any one of the following: (A) felony larceny, theft, fraud or 

forgery, (B) money laundering or (C) tax evasion. 

The subject property must be a one-unit, single-family, owneroccupied, primary residence and be located in Oregon. 

The unpaid principal balance of the borrower's first-lien mortgage 

cannot exceed the Federal Housing Administration loan limit, as 

effective on November 18, 2011, for the county in which the 

subject property is located. 

The borrower cannot be in active bankruptcy. 

The borrower's first-lien mortgage cannot be a home equity line 

of credit, land sale contract, or otherwise privately financed 

mortgage. 

The borrower cannot own other residential real property. 

The subject property cannot be a condominium or townhome. 

The Program is envisioned as a revolving fund. The Program will 

make a five-year, non-recourse, zero-percent, forgivable, nonamortizing loan for which a junior lien will be recorded against 

the property. Twenty percent of the loan will be forgiven for each 

year the loan is outstanding. If the property is sold or refinanced 

prior to the loan termination date, the Program will recover funds 

should sufficient equity be available from the transaction. The 

Program will recycle recovered funds in order to provide 

additional program assistance until December 31, 2017, at which 

time any recovered funds will be returned to Treasury. 

Maximum benefit is $20,000 per borrower. 

12 months. 

At a minimum, this program will help 8,250 homeowners. 

The Program began in December 2010 and is expected to last 36 

months. 

Some borrowers may have loans funded by Oregon Housing and 

Community Services and will also be eligible for the Loan 

Preservation Program. 

HHF Funds will generally be utilized prior to the UP forbearance 

described in Supplemental Directive 10-04 and/or GSE 

forbearance programs, unless the borrower has already received 

forbearance under those programs. When appropriate, however. 

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B-6 
15. Program Leverage with 

Other Financial 

Resources 

16. Qualify as an 

Unemployment 

Program 

servicers should provide UP or other forbearance to eligible 

borrowers who are being evaluated for Mortgage Payment 

Assistance by OAHAC. 

If borrowers are considering HAMP as an option, they must be 

evaluated for HAMP at the earlier of reemployment or expiration 

of HFA mortgage assistance benefits. 

Servicers will not charge administrative fees (e.g., NSF, late 

charges) in any month where a full contract payment is made. If 

the loan is reinstated or modified following HFA mortgage 

assistance, servicers will waive all administrative fees accrued 

since the beginning of the delinquency. 

0 Yes • No 

B-7 

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SERVICE SCHEDULE B-3 

Oregon Affordable Housing Assistance Corporation 

Loan Preservation Assistance Program 

Summary Guidelines 

1. Program Overview 

2. Program Goals 

3. Target Population/ 

Areas 

4. Program Allocation 

(Excluding 

Administrative 

Expenses) 

5. Borrower Eligibility 

Criteria 

The Loan Preservation Assistance Program is intended to help 

homeowners preserve and/or maintain their existing mortgage and 

eliminate immediate risk of foreclosure. Funds provided through 

this Program will be provided to lenders/servicers to bring a 

delinquent borrower current. Eligibility will be determined by 

staff representing the OAHAC. 

There are two tiers of benefit provided under the Program: 

(A) Reinstatement Benefit: For homeowners who, at any time, 

receive funding under the Mortgage Payment Assistance program. 

(B) Preservation Benefit: For homeowners who can demonstrate 

the ability to sustain their loan payments. 

Homeowners may decline the Reinstatement Benefit in order to 

be considered for the Preservation Benefit, but homeowners 

cannot receive funding under both the Reinstatement and 

Preservation benefits. 

To bring delinquent mortgages current. The program will 

preserve and/or maintain an existing mortgage and reduce the risk 

of imminent foreclosure. 

The program will be available in all counties of Oregon for 

homeowners with an arrearage. 

$36,335,587.00 

Reinstatement Benefit: 

The borrower must have been approved under the Mortgage 

Payment Assistance program, subject to certain limitations in the 

program guidelines. 

Preservation Benefit: 

The borrower must demonstrate a gross monthly income-toPITIA ratio not to exceed 45 percent. 

The borrower must complete and sign a financial hardship 

affidavit attesting to the prior loss of income or other applicable 

financial hardship. 

The borrower, in connection with a mortgage or real estate 

transaction, cannot have been convicted, within the last 10 years. 

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B-8 
6. Property/Loan 

Eligibility Criteria 

7. Program Exclusions 

8. Structure of 

Assistance 

9. Per Household 

Assistance 

10. Duration of Assistance 

11. Estimated Number of 

Participating 

Households 

12. Program Inception/ 

Duration 

of any one of the following: (A) felony larceny, theft, fraud or 

forgery, (B) money laundering or (C) tax evasion. 

Preservation Benefit: 

The subject property must be a one-unit, single-family, owneroccupied, primary residence and be located in Oregon. 

The unpaid principal balance of the borrower's first-lien mortgage 

cannot exceed the Federal Housing Administration loan limit, as 

effective on November 18, 2011, for the county in which the 

subject property is located. 

The borrower cannot be in active bankruptcy. 

The borrower's first-lien mortgage cannot be a home equity line 

of credit, land sale contract, or otherwise privately financed 

mortgage. 

The borrower cannot own other residential real property. 

The subject property cannot be a condominium or townhome. 

The Program is envisioned as a revolving fund. The Program will 

make a five-year, non-recourse, zero-percent, forgivable, nonamortizing loan for which a junior lien will be recorded against 

the property. Twenty percent of the loan will be forgiven for each 

year the loan is outstanding. If the property is sold or refinanced 

prior to the loan termination date, the Program will recover funds 

should sufficient equity be available from the transaction. The 

Program will recycle recovered funds in order to provide 

additional program assistance until December 31, 2017, at which 

time any recovered funds will be returned to Treasury. 

Reinstatement Benefit: 

A maximum of $10,000, subject to certain limitations in the 

program guidelines. 

Preservation Benefit: 

A maximum of $25,000 per borrower, subject to certain 

limitations in the program guidelines. 

Assistance is a one-time payment. 

It is estimated that 4,000 homeowners will receive assistance. 

The Program began in May 2012 and is expected to last 24 

months, but may extend beyond 24 months where both funding 

and need exists. 

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B-9 
13. Program Interactions 

with Other Programs 

(e.g. other HFA 

programs) 

14. Program Interactions 

with HAMP 

15. Program Leverage 

with Other Financial 

Resources 

16. Qualify as an 

Unemployment 

Program 

The Program's Reinstatement Benefit will operate in conjunction 1 

with the Mortgage Payment Assistance program. 

This Program would incentivize recipients to enter loan 1 

modification programs such as HAMP and may interact with both 

new and existing HAMP programs. 

If the loan is reinstated, servicers will waive all administrative 1 

fees accrued since the beginning of the delinquency. 

• Yes 0 No 

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B-10 
SERVICE SCHEDULE B-4 

Oregon Affordable Housing Assistance Corporation 

Transition Assistance Program 

Summary Guidelines 

The Program was unfunded as of December 8, 2011. 

B-ll 

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SERVICE SCHEDULE B-5 

Oregon Affordable Housing Assistance Corporation 

Loan Refinancing Assistance Pilot Project 

Summary Guidelines 

The Loan Refinancing Assistance Pilot Project will target five 

Oregon counties hit hard by the housing crisis to provide 

assistance to homeowners with negative equity mortgages, who 

have recovered from unemployment, underemployment or 

financial distress and show the capability to pay a mortgage 

payment based on a principal amount reflective of the current 

market value of the home. There are two structures that will be 

utilized to accomplish the refinance, depending on restrictions 

affecting the loan holder. 

Loan Purchase Structure: Under the Loan Purchase Structure, 

OAHAC, after review and approval by Oregon Housing and 

Community Services (OHCS), will provide funding for the 

purchase of loans on behalf of homeowners. All as part of one 

concurrent and seamless transaction, the loan will be purchased in 

accordance with a funding agreement with OAHAC, for a price 

that is at or below the current appraised value and at least 10 

percent below the current unpaid principal balance of the loan. A 

new, affordable loan based on a principal amount equal to or 

lesser than the home's current appraised value will be originated. 

Short Sale Structure: The Short Sale Structure will be utilized in 

the event the holder of the loan is subject to certain restrictions, 

operationally and/or legally, with respect to a loan sale 

transaction. In this scenario, OAHAC will utilize its contractor. 

Further 2 Development LLC ("Further"), to facilitate a short sale. 

All as part of one concurrent and seamless transaction, the home 

will be sold to Further for a price that is at or below the current 

appraised value and at least 10% below the current unpaid 

principal balance of the loan. Title to the home will be 

transferred to Further and then back to the homeowner through a 

newly originated affordable loan for the homeowner at a principal 

amount equal to or lesser than the home's current appraised value. 

That new loan will be assigned to OHCS, in accordance with a 

funding agreement with OAHAC. 

The end result will be the same under either structure: the 

homeowner remains in the home with a new, affordable loan. 

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B-12 
2. Program Goals 

3. Target Population/ 

Areas 

4. Program Allocation 

(Excluding 

Administrative 

Expenses) 

5. Borrower Eligibility 

Criteria 

The Loan Refinancing Assistance Pilot Project's goals are to 

assist homeowners escape negative equity situations, help to slow 

the ongoing decline in property value, and provide approved 

homeowners with reliable, affordable, sustainable mortgages. 

The Program will be available in five Oregon counties (Crook, 

Deschutes, Jackson, Jefferson, and Josephine) and focus 

exclusively on homeowners who have recovered from a financial 

hardship, are saddled with negative equity mortgages, and 

demonstrate the capability to pay a loan refinanced to an amount 

that is equal to or less than the home's current value. 

$12,000,000.00 

The borrower must have a current household income equal to or 

less than 150 percent of state median income. A borrower who 

has a loan financed in whole or in part by bonds that are tax 

exempt under IRC section 143 is presumed to satisfy income 

limits. 

The borrower must demonstrate the ability to meet standard 

payment ratios for at least the home's current appraised value. 

The borrower must complete and sign a financial hardship 

affidavit attesting to the prior loss of income or other applicable 

financial hardship. 

The borrower, in connection with a mortgage or real estate 

transaction, cannot have been convicted, within the last 10 years, 

of any one of the following: (A) felony larceny, theft, fraud or 

forgery, (B) money laundering or (C) tax evasion. 

DocftUSl:8494758v2 

B-13 
6. Property/Loan 

Eligibility Criteria 

7. Program Exclusions 

8. Structure of Assistance 

9. Per Household 

Assistance 

The subject property must be an owner-occupied, primary 

residence and be located in Oregon. 

The subject property must be a one-unit, single-family residence 

or a condominium which is warrantable or on the FHA eligibility 

list. 

The unpaid principal balance of the borrower's first-lien mortgage 

cannot exceed $499,000. 

Loans must be purchased at or below appraised market value of 

the home. 

The new loan cannot have a debt-to-income ratio in which PITIA 

is greater than 35 percent of total income and total household debt 

is greater than 45 percent of total income. Exceptions to the 

maximum debt-to-income ratio may be considered based on the 

borrower's creditworthiness. 

Loans can only be purchased if the lender/servicer has discounted 

the price of the loan by at least 10 percent of the current unpaid 

principal balance. 

The borrower cannot be in active bankruptcy. 

The borrower's first-lien mortgage cannot be a home equity line 

of credit, third party contract, or other private party loan. 

The borrower cannot own other residential real property. 

Employees of contractor Further. 

The new mortgage will be for a term of 30 years, carry a fixed 

interest rate (to be set by OAHAC and applied uniformly for all 

borrowers) and the loan amount will be set at an amount equal to 

or less than the current appraised value of the home. 

The Pilot is envisioned as a revolving fund and OHCS, OAHAC, 

Further or another approved entity may arrange for take-out 

financing or sell the loan and revolve the funding directly back to 

OAHAC until December 31, 2017, for the purpose of funding 

other Loan Refinance Assistance Pilot Project transactions. All 

repayments and profits after December 31, 2017, if any, will be 

returned to Treasury. 

We anticipate revolving funds in order to achieve an average per 

household assistance amount of approximately $30,000 by 

December 2017. The per transaction cost will be higher as it does 

not account for the revolving of the program funds. 

Doc#:USI:8494758v2 

B-14 
10. Duration of Assistance 

11. Estimated Number of 

Participating 

Households 

12. Program Inception/ 

Duration 

13. Program Interactions 

with Other Programs 

(e.g. other HFA 

programs) 

14. Program Interactions 

with HAMP 

15. Program Leverage with 

Other Financial 

Resources 

16. Qualify as an 

Unemployment 

Program 

Assistance will be provided in a one-time transaction to close the 

new affordable loan with high touch servicing. 

Any required counseling will be provided by HUD approved 

agencies using non-HHF resources. 

OAHAC anticipates helping approximately 330 homeowners. 

The program began in October 2011 and is expected to last until 

December 2017. 

None. 

None. 

It is expected that this HHF investment will leverage $50 million 

in permanent mortgages. Additionally, gains realized through 

third-party mortgage refinancing or secondary mortgage market 

loan sales due to discounts received at the time of transaction will 

be reinvested to grow the size of the revolving fund throughout 

the program period. 

• Yes 0 No 

Doc#:USI:8494758v2 

B-15 
SERVICE SCHEDULE B-6 

Oregon Affordable Housing Assistance Corporation 

Rebuilding American Homeownership Assistance Pilot Project 

Summary Guidelines 

1. Program Overview 

2. Program Goals 

3. Target Population/ 

Areas 

4. Program Allocation 

(Including 

Administrative 

Expenses) 

5. Borrower Eligibility 

Criteria 

The Program will provide funds to assist homeowners who are in 

a negative equity position with their existing loans. 

Under the Program, funds will be provided at closing to be used 

to fund a new mortgage. 

To allow homeowners to refinance into a new loan that will 

permit the homeowner to rebuild equity in their home faster than 

their existing mortgage loan(s) currently allow, or to lower their 

monthly payment amount. 

The Program will be available in Multnomah County. 

$10,000,000 

The borrower must demonstrate a gross monthly income-toPITIA ratio not to exceed 45 percent. 

The borrower must complete and sign a financial hardship 

affidavit attesting to the prior loss of income or other applicable 

financial hardship. 

The homeowner, in connection with a mortgage or real estate 

transaction, cannot have been convicted, within the last 10 years, 

of any one of the following: (A) felony larceny, theft, fraud or 

forgery, (B) money laundering or (C) tax evasion. 

The borrower must meet certain creditworthiness standards as 

defined in program guidelines. 

Doc#:USI:8494758v2 

B-16 
6. Property/Loan 

Eligibility Criteria 

7. Program Exclusions 

8. Structure of 

Assistance 

The subject property must be a one-unit, single-family, owneroccupied, primary residence and be located in Oregon. 

The unpaid principal balance of all of the borrower's mortgage 

liens cannot exceed $250,000. 

The borrower must not have any payment 30 days late or more 

within the past 6 months on each existing mortgage lien. 

The borrower must not have more than one payment 30-59 days 

late within the past 12 months on each existing mortgage lien. 

The borrower must have a combined loan-to-value ratio between 

105% and 125%. 

The borrower must not have any payment 60 days or more late 

within the past 12 months on each existing mortgage lien. 

The interest rate of the borrower's first-lien mortgage must meet 

certain standards as defined in program guidelines. 

The borrower cannot be in active bankruptcy. 

The borrower cannot have any home equity line of credit. 

The borrower cannot own other residential real property. 

The borrower's first-lien mortgage cannot be owned or 

guaranteed by Freddie Mac or Fannie Mae. 

The borrower cannot have received assistance under any other 

Oregon HHF program. 

The Program is envisioned to fund a new loan to the homeowner 

without providing any principal reduction or principal 

forgiveness. The loans would be securitized or sold no later than 

December 2017. 

Funding from the Program will be structured in one of two ways: 

• a new 15-year loan at 4% 

• a new 30-year loan at 5% 

It is the expectation that OHCS will sell or refinance these loans 

at some point before December, 2017. OHCS will work with 

Treasury to determine the appropriate disposition for these loans 

before that date. The Program may recycle recovered funds in 

order to provide additional program assistance until December 31, 

Doc#:USl:8494758v2 

B-17 
9. Per Household 

Assistance 

10. Duration of Assistance 

11. Estimated Number of 

Participating 

Households 

12. Program Inception/ 

Duration 

13. Program Interactions 

with Other Programs 

(e.g. other HFA 

programs) 

14. Program Interactions 

with HAMP 

15. Program Leverage 

with Other Financial 

Resources 

16. Qualify as an 

Unemployment 

Program 

2017, at which time any recovered funds will be returned to 

Treasury. Recovered funds may also be used to cover costs 

associated with the management of the portfolio until 

December 31,2017. 

The initial average household assistance amount is estimated to 

be $200,000. Following repayment, refinance; or sale of the 

portfolio, including interest received on the portfolio; estimated 

household assistance amount could be as low as $5,000 to 

$15,000. Revolving the portfolio at a favorable price before 

December 2017 will provide program funds that may be revolved 

to help additional homeowners. 

Assistance will be provided in a one-time transaction to close the 

new affordable loan. 

It is estimated that 50 homeowners will receive assistance. If the 

portfolio could be revolved at a favorable price before December 

2017, program funds could be revolved to help additional 

homeowners 

The Program is estimated to begin in April 2013 and is expected 

to last until June 2015. 

None. 

None. 

None. 

DYes GO No 

Doc#:USl:8494758v2 

B-18 
SCHEDULE C 

PERMITTED EXPENSES 

Oregon 

J 

One-time / Start-Up Expenses: 

Initial Personnel 

Building, Equipment, Technology 

Professional Services 

Supplies / Miscellaneous 

Marketing /Communications 

Travel 

Website development /Translation 

Contingency 

Subtotal 

$201,240.00 

$92,706.00 

$220,969.00 

$27,551.00 

$105,268.00 

$20,000.00 

$25,000.00 

$25,000.00 

$717,734.00 

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 

$9,930,786.00 

$6,340,751.00 

$68,981.00 

$367,315.00 

$1,040,945.00 

$175,467.00 

$148,133.00 

$117,346.00 

$327,672.00 

$125,803.00 

$18,643,199.00 

1 

Transaction Related Expenses: 

Recording Fees 

Wire Transfer Fees 

Counseiing Expenses 

File Intake 

Decision Costs 

Successful File 

Key Business Partners On-Going 

Subtotal 

$2,163,134.00 

$46,613.00 

$0.00 

$0.00 

$13,636,519.00 

$0.00 

$15,846,266.00 

1 

Grand Total 

% of Total Award 

Award Amount 

$35,207,199.00 1 

16.00% 

$220,042,786.00 

Doc#:USl:8494758v2