CERTIFICATED NOTE 


FDIC SFR 2010-3 


1.25% PURCHASE MONEY NOTE 

(REGULATION S CERTIFICATED NOTE) 

Maturity Date: December 28, 2020 

Initial Principal Balance $0.00 Certificate No.: 

ISIN No.: Issuance Date: November 30, 2010 

CUSIP No: Initial Payment Date: January 25, 

2011 


THIS PURCHASE MONEY NOTE HAS BEEN AND WILL NOT BE 

REGISTERED UNDER THE U.S. SECURITIES 1933, AS AMENDED (THE 

"SECURITIES ACT"), ANY STATE LAWS IN THE UNITED 

STATES OR THE SECURITIES LAWS OF JURISDICTION, AND THE 

ISSUER HAS NOT BEEN U.S. INVESTMENT 

COMPANY ACT OF 1940, AS 

ACT"). 

ANCE OF THIS PURCHASE 

OBTAINED THIS PURCHASE 

CE WITH THE SECURITIES 

AND ALL OTHER APPLICABLE 


OTHER JURISDICTION, AND THE 


SET FORTH IN THE CUSTODIAL 


THE NOTEHOLDER HEREOF, BY ITS 

MONEY NOTE, FURTHER REPRESENTS, 

THAT IT WILL NOT REOFFER, RESELL, 

THIS PURCHASE MONEY NOTE EXCEPT 

IN COMPLIANCE ACT, THE INVESTMENT COMPANY 

ACT AND ALL OTHER APPLICABLE LAWS OF ANY JURISDICTION AND IN 

ACCORDANCE WITH THE CERTIFICATION AND OTHER REQUIREMENTS 

SPECIFIED IN THE CUSTODIAL . AND PAYING AGENCY AGREEMENT 

REFERRED TO HEREIN AND ONLY (A) TO A TRANSFEREE THAT IS A PERSON 

WHOM THE SELLER REASONABLY BELIEVES IS A "QUALIFIED 

INSTITUTIONAL BUYER" AS DEFINED IN RULE 144A UNDER THE 

SECURITIES ACT PURCHASING FOR ITS OWN ACCOUNT OR FOR THE 

ACCOUNT OF A "QUALIFIED INSTITUTIONAL BUYER" IN COMPLIANCE 

WITH RULE 144A UNDER THE SECURITIES ACT OR (B) TO A TRANSFEREE (1) 

THAT IS NOT A U.S. PERSON (AS DEFINED IN REGULATION S OF THE 

SECURITIES ACT) AND IS ACQUIRING THIS PURCHASE MONEY NOTE IN AN 

OFFSHORE TRANSACTION (AS DEFINED IN REGULATION S OF THE 

SECURITIES ACT) IN COMPLIANCE WITH RULE 903 OR RULE 904 OF 

FDIC SFR 2010-3 1

Temporary Regulation S Global Purchase Money Note 

Pool Nos. 24020 and 24021 
AND PAYING 

CUSTODIAL AND PA CY AGREEMENT. 

REGULATION S UNDER THE SECURITIES ACT AND (2) TO A TRANSFEREE 

THAT IS NOT A "U.S. RESIDENT" WITHIN THE MEANING OF THE 

INVESTMENT COMPANY ACT AND, IN THE CASE OF BOTH CLAUSES (A) 

AND (B) TO A TRANSFEREE (1) THAT IS ALSO a "QUALIFIED PURCHASER" 

WITHIN THE MEANING OF SECTION 3(c)(7) OF THE INVESTMENT COMPANY 

ACT PURCHASING FOR ITS OWN ACCOUNT OR FOR THE ACCOUNT OF A 

QUALIFIED PURCHASER AND (2) THAT (i) WAS NOT FORMED FOR THE 

PURPOSE OF INVESTING IN THE ISSUER (EXCEPT WHEN EACH BENEFICIAL 

OWNER OF THE PURCHASER IS A QUALIFIED PURCHASER), (ii) HAS 

RECEIVED THE NECESSARY CONSENT FROM ITS BENEFICIAL OWNERS IF 

THE PURCHASER IS A PRNATE INVESTMENT COMPANY FORMED BEFORE 

APRIL 30, 1996, (iii) IS NOT A BROKER-DEALER THAT OWNS AND INVESTS 

ON A DISCRETIONARY BASIS LESS THAN U.S.$25,000,000 IN SECURITIES OF 

UNAFFILIATED ISSUERS, (iv) IS NOT A PENSION, PROFIT SHARING OR 

OTHER RETIREMENT TRUST FUND OR WHICH THE PARTNERS, 

BENEFICIARIES OR PARTICIPANTS, AS MAY DESIGNATE THE 

PARTICULAR INVESTMENTS TO BE MADE, A TRANSACTION THAT 

MAY BE EFFECTED WITHOUT LOSS INVESTMENT 

COMPANY ACT EXEMPTION, (v) NOTICE TO ANY 

SUBSEQUENT TRANSFEREE OF PROVIDED 

IN THIS LEGEND, (vi) WILL PURCHASE MONEY 

NOTES IN AN AMOUNT OF NOT U.S.$250,000 FOR IT OR FOR 

EACH ACCOUNT FOR WHICH IT AND (vii) WILL PROVIDE THE 

ISSUER AND PAYING AGENT TIME SUCH INFORMATION AS 

THEY MAY ORDER TO ASCERTAIN 

COMPLIANCE WITH THIS PURCHASER OR TRANSFEREE OF 

THIS PURCHASE MONEY DEEMED TO HAVE MADE THE 

REPRESENTATIONS SET FORTH IN THE CUSTODIAL 

NOTE IS NOT TRANSFERABLE EXCEPT IN 

S DESCRIBED HEREIN AND IN THE 

ANY SALE OR TRANSFER 

IN VIOLATION OF THE FOREGOING WILL BE OF NO FORCE AND EFFECT, 

WILL BE VOID AB INITIO, AND WILL NOT OPERATE TO TRANSFER ANY 

RIGHTS TO THE TRANSFEREE, NOTWITHSTANDING ANY INSTRUCTIONS TO 

THE CONTRARY TO THE ISSUER, THE PAYING AGENT OR ANY 

INTERMEDIARY. EACH TRANSFEROR OF THIS PURCHASE MONEY NOTE 

AGREES TO PROVIDE NOTICE OF THE TRANSFER RESTRICTIONS SET FORTH 

HEREIN AND IN THE CUSTODIAL AND PAYING AGENCY AGREEMENT TO 

THE TRANSFEREE. IN ADDITION TO THE FOREGOING, THE ISSUER HAS THE 

RIGHT, UNDER THE CUSTODIAL AND PAYING AGENCY AGREEMENT, TO 

COMPEL ANY NOTEHOLDER HOLDING THIS PURCHASE MONEY NOTE THAT 

IS A NON-PERMITTED NOTEHOLDER (AS DEFINED IN THE CUSTODIAL AND 

PAYING AGENCY AGREEMENT) TO SELL THIS PURCHASE MONEY NOTE OR 

FDIC SFR2010-3 2 Temporary Regulation S Global Purchase Money Note 

Pool Nos. 24020 and 24021 
TO SELL SUCH PURCHASE MONEY NOTE ON BEHALF OF SUCH 

NOTEHOLDER. 

PRIOR TO PURCHASING ANY PURCHASE MONEY NOTE, PURCHASERS 

SHOULD CONSULT COUNSEL WITH RESPECT TO THE AVAILABILITY AND 

CONDITIONS OF EXEMPTIONS FROM THE RESTRICTIONS ON RESALE OR 

TRANSFER. THE ISSUER HAS NOT AGREED TO REGISTER THE PURCHASE 

MONEY NOTE UNDER THE SECURITIES ACT, TO QUALIFY THE PURCHASE 

MONEY NOTE UNDER THE SECURITIES LAWS OF ANY STATE OR TO 

PROVIDE REGISTRATION RIGHTS TO ANY NOTEHOLDER. 

PRINCIPAL OF THIS PURCHASE MONEY NOTE IS PAY ABLE AS SET 

FORTH HEREIN. ACCORDINGLY, THE OUTSTANDING PRINCIPAL OF THIS 

PURCHASE MONEY NOTE AT ANY TIME MAY BE LESS THAN THE AMOUNT 

SHOWN ON THE FACE HEREOF. ANY PERSON THIS PURCHASE 

MONEY NOTE MAY ASCERTAIN ITS PRINCIPAL AMOUNT BY 

INQUIRY OF THE PAYING AGENT. 

EACH PURCHASER OR PURCHASE MONEY 

WHO IS A PLAN TRUSTEE OR IS OF A PLAN SUBJECT 

TO TITLE I OF THE EMPLOYEE '-''-'.LV.LLJ SECURITY ACT OF 

1974, AS AMENDED ("ERISA"), 4975 OF THE INTERNAL 

REVENUE CODE (THE ~~~~ OR A PLAN WHICH IS 

SUBJECT TO ANY '"''-''"-d~.LJ LAW SUBSTANTIALLY 

SIMILAR TO SECTION 406 4975 OF THE INTERNAL 

REVENUE CODE G PLAN ASSETS TO EFFECT 

SUCH TRANSFER SHALL HAVE REPRESENTED THAT THE 

ACQUISITION AND MONEY NOTE WILL NOT 

GIVE RISE TO A TRANSACTION UNDER SECTION 

406 OF ERISA OR OF THE INTERNAL REVENUE CODE OR A 

VIOLATION OF w. 

THE F AlLURE THE ISSUER, THE CUSTODIAN OR THE 

PAYING AGENT WITH THE APPLICABLE U.S. FEDERAL INCOME TAX 

CERTIFICATIONS (GENERALLY, AN INTERNAL REVENUE SERVICE FORM W9 (OR SUCCESSOR APPLICABLE FORM) IN THE CASE OF A PERSON THAT IS 

A "UNITED STATES PERSON" WITHIN THE MEANING OF SECTION 7701(A)(30) 

OF THE INTERNAL REVENUE CODE OR AN APPROPRIATE INTERNAL 

REVENUE SERVICE FORM W-8 (OR SUCCESSOR APPLICABLE FORM) IN THE 

CASE OF A PERSON THAT IS NOT A "UNITED STATES PERSON" WITHIN THE 

MEANING OF SECTION 7701(A)(30) OF THE INTERNAL REVENUE CODE) MAY 

RESULT IN THE IMPOSITION OF U.S. FEDERAL BACK-UP WITHHOLDING 

UPON PAYMENTS TO THE NOTEHOLDER IN RESPECT OF THIS PURCHASE 

MONEY NOTE. 

EXCEPT AS OTHERWISE INDICATED IN THE CUSTODIAL AND PAYING 

AGENCY AGREEMENT, THE PRINCIPAL AMOUNT SHOWN ON THE FACE OF 

FDIC SFR 2010-3 3 Temporary RegulationS Global Purchase Money Note 

Pool Nos. 24020 and 24021 
THIS CERTIFICATED NOTE MUST BE IN A DENOMINATION OF 

U.S.$250,000 AND INTEGRAL MUL U.S.$10,000 IN EXCESS 

THEREOF. 

FDIC SFR 2010-3 4

Temporary Regulation S Global Purchase Money Note 

Pool Nos. 24020 and 24021 
1.25% PURCHASE MONEY NOTE 

(REGULATIONS CERTIFICATED NOTE) 

FOR VALUE RECEIVED, 2010-3 SFR Venture, LLC, a Delaware limited 

liability company (herein referred to as the "Issuer"), hereby unconditionally promises to 

pay to the order of CEDE & CO., or its successors and registered assigns, the principal 

sum of$0.00 (ZERO UNITED STATES DOLLARS) interest payments at the rate set 

forth above on the outstanding principal amount of this Purchase Money Note shown on 

Schedule A hereto). 

All payments on this Purchase Money Note are payable in such coin or currency 

of the United States of America as at the time ofpayment is legal tender for payment of 

public and private debts. The entire outstanding · · amount of this Purchase 

Money Note shall be due and payable on December (the "Maturity Date") or 

su.ch earlier date as such amount shall become due pursuant to the terms of 

this Purchase Money Note. 

All payments made by the Issuer to thi Money Note shall 

be subject to the priority ofpayments set 5.1 of the Custodial and Paying. 

Agency Agreement (as hereinafter Money Note is subject to all 

terms of the Custodial and Paying Unless otherwise defined herein, 

capitalized terms used in this the meanings provided in, or by 

reference in, the Custodial and (as amended, supplemented or 

restated from time to time, the dated as of 

the Closing Date by and among Deposit Insurance Corporation (in 

any capacity, the · as the guarantor ofthe Purchase 

Money Note, the FDIC '"'""'"''"' Corporation, in its capacity as 

Receiver for the F Agent pursuant to the Reimbursement and 

Security Agreement, ., as Custodian and Paying Agent. 

The Issuer will pay this Purchase Money Note at the fixed rate 

specified above on each Distribution Date on the principal amount of this Purchase 

Money Note outstanding on the preceding Distribution Date, after giving effect to all 

payments of principal made on the preceding Distribution Dates. Interest on this 

Purchase Money Note will accrue for each Distribution Date during the related Due 

Period. Interest will be calculated assuming a year consisting of twelve 30-day months, 

except in the case ofthe first Distribution Date for this Purchase Money Note, for which 

the related Due Period will consist of 31 days. 

The Noteholder hereof, by acceptance of this Purchase Money Note, covenants 

and agrees that no recourse may be taken, directly or indirectly, with respect to the rights 

of the Issuer pursuant to the Custodial and Paying Agency Agreement or any other 

Ancillary Document or under any certificate or other writing delivered in connection 

therewith, against the Paying Agent or the Servicer or any oftheir Affiliates. 

FDIC SFR2010-3 5 

Temporary Regulation S Global Purchase Money Note 

Pool Nos. 24020 and 24021 
Payments on this Purchase Money Note will:be made by the Paying Agent by 

wire transfer of immediately available funds to such account as may be specified from 

time to time by the Noteholder, as of the relevant Record Date, to the Paying Agent in 

writing or, at the option of the Noteholder hereof, by check to such address as the 

Noteholder shall have designated to the Paying Agent in writing, in each case without the 

presentation or surrender of this Purchase Money Note or the making of any notation 

hereon. Notwithstanding the foregoing, the final payment on this Purchase Money Note 

will be made only upon presentation and surrender of this Purchase Money Note at the 

office or agency maintained for that purpose by the Paying Agent in New York, New 

York. If any payment of principal, of interest, or of any other amount owed by the Issuer 

pursuant to, this Purchase Money Note becomes due and payable on a day other than a 

Business Day, the maturity thereof shall be extended to the next succeeding Business 

Day. 

This Purchase Money Note is limited in right nt&lrHI'lTn"' to certain collections 

and recoveries respecting the Mortgage Loans as ,..,u_.....,........ r set forth in the 

Custodial and Paying Agency Agreement. As Custodial and Paying 

Agency Agreement and the Servicing withdrawals from the 

Accounts may be made by the Paying Agent purposes other than 

distributions to the Noteholder hereof, reimbursement to the 

Initial Member, the Servicer or the 

incurred, by it, and investment in 

This Purchase Money N and may be transferred only upon 

surrender to the Paying Agent notice to the Issuer of the 

requested transfer) of this for registration and transfer, duly 

endorsed by, or accompanied of transfer duly executed by, the 

registered holder hereof in writing. Upon surrender of this 

Purchase Money Note with the name, address and other 

information for the Paying Agent shall promptly register the 

transfer, record the Money Note and deliver the same to the 

transferee. A transfer Money Note shall be effective upon registration of 

the transfer by the Paying to registration of such a transfer, the Person in 

whose name this Purchase Money Note is registered shall be deemed the owner and 

N oteholder thereof for all purposes hereof, and the Issuer shall not be affected by any 

notice or knowledge to the contrary. 

Upon request by a transferee of this Purchase Money Note that a new Purchase 

Money Note be issued or upon receipt by the Issuer of evidence reasonably satisfactory to 

it of the ownership of and the loss, theft, destruction or mutilation ofthis Purchase 

Money Note and (a) in the case ofloss, theft or destruction, of indemnity reasonably 

satisfactory to it, or (b) in the case of a request by atransferee that a new Purchase 

Money Note be issued or in the case of mutilation, upon surrender and cancellation of the 

Purchase Money Note, within two Business Days thereafter, the Issuer shall execute and 

deliver, in lieu thereof, a new Purchase Money Note. 

FDIC SFR2010-3 6 Temporary Regulation S Global Purchase Money Note 

Pool Nos. 24020 and 24021 
The Paying Agent, the Servicer, the Issuer and any agent of any ofthe foregoing, 

may treat the Person in whose name this Purchase Money Note is registered as the owner 

and Noteholder hereof for all purposes, and none of the foregoing shall be affected by 

notice to the contrary. 

The occurrence or continuance of any one or more ofthe following events, 

whether such occurrence is voluntary or involuntary or comes about or is effected by 

operation of Law or otherwise, shall constitute an "Event of Default" pursuant to this 

Purchase Money Note: 

(a) the occurrence of any "Event ofDefault," as defmed in the 

Reimbursement and Security Agreement; or 

(b) the occurrence of an Insolvency Event with respect to the Issuer, 

other than due to a failure by the Issuer to make a with respect to the Purchase 

MoneyNote. · 

Upon the occurrence of an Event of in paragraph (a) above, the 

Noteholders holding more than fifty percent principal amount of 

the Purchase Money Notes may, with the Money Notes 

Guarantor, and shall, at the direction of Money Notes Guarantor, in addition 

to any other available remedy, by uuu,,.,. the Issuer, the Purchase Money 

Notes Guarantor and the Paying Agen chase Money Notes to be 

immediately due and payable, amounts owed by the Issuer 

hereunder, and on delivery of principal amount ofthis Purchase 

Money Note and any other Issuer pursuant to this Purchase Money 

Note, shall forthwith become payable without the necessity of any 

presentment, demand, of any kind, all ofwhich are hereby 

expressly waived by ofDefault specified in paragraph (b) above 

occurs, the Purchase forthwith automatically become immediately due 

and payable, as to interest and any other amounts owed by the 

Issuer hereunder, the part ofthe Noteholders and without the 

consent ofthe Purchase Guarantor. 

No delay, omission or waiver on the part of the N oteholder in exercising any 

rights hereunder shall operate as a waiver of such right or any other right ofthe 

Noteholder, nor shall any delay, omission or waiver on any one occasion be deemed a bar 

to or waiver of the same or any other right on any future occasion. Except as otherwise 

set forth herein, the rights and remedies of the Noteholder are cumulative and not 

exclusive of any rights or remedies the Noteholder would otherwise have. 

The Issuer's obligations hereunder are absolute and unconditional and shall not be 

affected by any circumstance whatsoever, and the Issuer hereby agrees to make, or cause 

the Paying Agent to make, all payments hereunder in full and when due, whether in 

respect to principal, interest or any other amount owed by the Issuer hereunder, without 

notice, demand, counterclaim, setoff, deduction, defense, abatement, suspension, 

FDIC SFR20J0-3 7 

Temporary Regulation S Global Purchase Money Note 

Pool Nos. 24020 and 24021 
limitation, deferment, diminution, recoupment or other right that the Issuer may have 

against the Noteholder hereof or any other Person, but subject in all respects to the 

priority ofpayments set forth in Section 5.1 ofthe Custodial and Paying Agency 

Agreement, and the Issuer hereby waives and agrees not to assert any defense (other than 

payment in accordance with the terms hereof), right of counterclaim, setoff or 

recoupment, or other right which it may have against the Noteholder hereof or any other 

Person. 

All notices, requests, demands, and other communications required or permitted 

to be given or delivered under or by reason ofthe provisions ofthis Purchase Money 

Note shall be made in accordance with the Custodial and Paying Agency Agreement 

In case any one or more ofthe provisions hereof should be invalid, illegal or 

unenforceable in any respect, the validity, legality and enforceability ofthe remaining 

provisions contained herein shall not in any way be or impaired thereby. 

This Purchase Money Note shall bind the the successors ofthe Issuer, 

and the term "Issuer'' herein shall include the Issuer. 

The terms of this Purchase Money from time to time only 

by the written agreement ofthe Issuer ect in all instances to the 

terms ofthe Purchase Money Notes 

This Purchase Money Note the duties of the Issuer and the 

Noteholder hereunder in "'""'"Y-rt"' 1 ofthe general obligations law of 

the State ofNew York shall be construed in accordance with the law of 

the State ofNew York, vi\.\.,U.lUCllJ laws rule or principle that might refer 

the governance or the co Money Note to the laws of another 

jurisdiction. Each of unconditionally and irrevocably 

waives any clain:i to of any other jurisdiction govern this Purchase 

Money Note. 

(a) Each of each Noteholder (if such Noteholder is not the 

FDIC; any Noteholder that is not the FDIC, a "Non-FDIC Holder"), on behalf of 

itself and its Affiliates, irrevocably and unconditionally: 

(i) consents to the jurisdiction of the United States District Court for 

the Southern District ofNew York and to the jurisdiction ofthe United States District 

Court for the District of Columbia for any suit, action or proceeding against it or any of 

its Affiliates commenced by any N oteholder (if such Noteholder is the FDIC; the 

Noteholder that is the FDIC, the "FDIC Holder") arising out of, relating to, or in 

connection with this Purchase Money Note or any Ancillary Document, and waives any 

right to: 

(A) remove or transfer such suit, action or proceeding to any 

court or dispute-resolution forum other than the court in which the FDIC Holder files the 

suit, action or proceeding without the consent ofthe FDIC Holder; 

FDIC SFR 2010-3 8 

Temporary RegulationS Global Purchase Money Note 

Pool Nos. 24020 and 24021 
(B) assert that venue is improper in either the United States 

District Court for the Southern District ofNew York or the United States District Court 

for the District of Columbia; or 

(C) assert that the United States District Court for the Southern 

District ofNew York or the United States District Court for the District of Columbia is an 

inconvenient forum; 

(ii) consents to the jurisdiction ofthe Supreme Court ofthe State of 

New York for any suit, action or proceeding against it or any ofits Affiliates commenced 

by the FDIC Holder arising out of, relating to, or in connection with this Purchase Money 

Note or any Ancillary Document (other than the LLC Operating Agreement), and waives 

any right to: 

(A) remove or transfer such action or proceeding to any 

other court or dispute-resolution forum without the of the FDIC Holder; 

(B) assert that venue is · the Supreme Court ofthe 

State ofNew York; or 

(C) State ofNew York is 

an inconvenient forum. 

(iii) agrees to or proceeding by the Issuer, each 

Non-FDIC Holder, or its .......a~·~~ arising out of, relating to, or 

in connection with this u,,..... h., Ancillary Document in only either 

the United States District Court District ofNew York or the United 

States District Court for the and waives any right to remove or 

transfer such suit, action other court or dispute-resolution forum 

without the consent of ....~AlP'"'~' and agrees to consent thereafter to transfer ofthe 

suit, action or prc>ceedt United States District Court for the Southern 

District ofNew York District Court for the District of Columbia at 

the option ofthe FDIC 

(iv) agrees, ifthe United States District Court for the Southern District 

ofNew York and the United States District Court for the District of Columbia both lack 

jurisdiction to hear a suit, action or proceeding falling within paragraph (a)(iii) above, to 

bring that suit, action or proceeding in only the Supreme Court ofthe State ofNew York, 

and waives any right to remove or transfer such suit, action or proceeding to any other 

court or dispute-resolution forum without the consent ofthe FDIC Holder. 

(b) Each of the Issuer and each Non-FDIC Holder, on behalf of itself and 

its Affiliates, hereby irrevocably and unconditionally agrees that any final judgment 

entered against it in any suit, action or proceeding falling within paragraph (a) 

above may be enforced in any court of competent jurisdiction. 

FDIC SFR 2010-3 9 Temporary RegulationS Global Purchase Money Note 

Pool Nos. 24020 and 24021 
(c) Subject to the provisions of paragraph (d) below, each of the Issuer 

and each Noteholder, on behalf of itself and its Affiliates, hereby irrevocably and 

unconditionally agrees that service of all writs, process and summonses in any suit, 

action or proceeding pursuant to paragraph (a) or paragraph (b) above may be 

effected by the mailing of copies thereof by registered or certified mail, postage 

prepaid, to it at its address for notices set forth in this Purchase Money Note (with 

copies to such other Persons as specified herein); provided, however, that nothing 

contained in this paragraph (c) shall affect the right of any party to serve process in 

any other manner permitted by Law. 

(d) Nothing in paragraph (a), paragraph (b) or para2raph (c) above shall 

constitute consent to jurisdiction in any court by the FDIC, other than as expressly 

provided in paragraph (a)(iii) and paragraph (a)(iv) above, or in any way limit the 

FDIC's right to remove, transfer, seek to dismiss, or otherwise respond to any suit, 

action, or proceeding against it in any forum. 

EACH OF THE ISSUER AND THE HEREBY 

IRREVOCABLY AND UN CONDITION RIGHT IT MAY 

HAVE TO A TRIAL BY JURY OF ANY OUT OF OR 

RELATING TO THIS PURCHASE THAT ANY 

SUCH DISPUTE SHALL BE TRIED SITTING WITHOUT A 

JURY. 

This Certificated Note may 

corresponding Rule 144A Glo 

Certificated Note] [Rule 144A 

as set forth in the Custodial and 

This 

Upon of or increase in any interest represented 

by this Certificated Note, Note shall be endorsed on Schedule A hereto 

to reflect the reduction of or increase in the principal amount evidenced hereby. 

Title to the Purchase Money Note shall pass by registration in the Purchase 

Money Note Register kept by the Purchase Money Note Registrar, which initially shall be 

the Paying Agent. 

No service charge shall be made for registration oftransfer or exchange ofthis 

Purchase Money Note, but the Paying Agent may require payment of a sum sufficient to 

cover any tax or other governmental charge payable in connection therewith. 

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 

FDIC SFR2010-3 10 

Temporary Regulation S Global Purchase Money Note 

Pool Nos. 24020 and 24021 
IN WITNESS WHEREOF, the Issuer has caused this instrument to be signed, manually 

or in facsimile, by the Initial Member as of the date first shown above. 

2010-3 SFR VENTURE,"LLC 

By: Federal Deposit Insurance Corporation, in its capacity as 

Receiver, as Initial ~A......u .........._ 

Title: Attorney-in-Fact 

FOICSFR 2010-3 

Temporary Regulation S Global Purchase Money Note