REQUIRED DOCUMENTATION FOR BROKER APPROVAL. Company/Broker Name: AE Name:

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1 REQUIRED DOCUMENTATION FOR BROKER APPROVAL Company/Broker Name: AE Name: Note: The Approval process will not be initiated until all of the following documentation has been submitted: 1. Completed Broker Application through Comergence 2. Completed TPO Web Center Administration Form 3. Completed State Review Addendum form 4. Completed Broker Agreement form 5. Completed Broker Compensation Addendum form 6. Completed Exhibit 1 to Broker Compensation Addendum form if applicable (for multi-state Brokers) 7. Provide copy of Quality Control Policy 8. Completed Authorization/Release for Businesses and Individuals form 9. Signed Solicitation Agreement, including contact for those individuals to receive Marketing Materials 10. Completed W-9 form 11. Provide a Copy of the Articles of Incorporation (Required for Corporation) 12. Provide a Copy of the Fictitious Business Name Statement for any DBAs 13. Completed Broker s Commitment to Responsible Lending form 14. Completed Company Resolution (N/A for Sole Proprietors) 15. Completed Corporate Resolution (N/A for Sole Proprietors or LLCs) 16. Completed Fair Lending Acknowledgement form 17. Completed Quality Control & Compliance Agreement form 18. Completed Zero Tolerance Loan Fraud Policy form 19. Provide Balance Sheet within 90 days from date provided and signed by owner 20. Provide Income Statement within 90 days and signed by owner 21. Provide Resume for the Broker and/or Principal Officers 22. Completed Originators FHA Sponsorship Request form (if originating FHA Loans) 23. Completed Sponsorship of Broker for FHA Mortgage Loans form (if originating FHA Loans) 24. Completed VA Authorized Agent Request 25. Copies of any Agency Approval Letters 26. Completed Credit Authorization form 27. Completed Authorization to Release Information form 28. Completed Lender Reference List New American Funding Myford Road, Suite. 100 Tustin, CA PH (Rev. March 2015)

2 TPO Web Center Administration BROKER CORPORATION / SOLE PROPRIETOR NAME DBA NEW AMERICAN FUNDING AREA SALES MANAGER NAME ROLE NMLS ID ADDRESS ( s cannot be duplicated) Admin Loan Officer Processor Loan Officer Processor Loan Officer Processor Loan Officer Processor Loan Officer Processor Loan Officer Processor Loan Officer Processor Loan Officer Processor Loan Officer Processor Loan Officer Processor Loan Officer Processor Loan Officer Processor NMLS ID#6606. New American Funding. New American and New American Funding are registered trademarks of Broker Solutions, DBA New American Funding. All Rights Reserved. 12/2013

3 STATE REVIEW ADDENDUM Please indicate below which state(s) you would like to be approved to fund with New American Funding. Due to the difference in state regulations additional documentation may be required. Alaska North Carolina Arizona California Colorado Connecticut Delaware North Dakota Nebraska New Jersey New Mexico Nevada District of Columbia Oklahoma Florida Georgia Iowa Idaho Illinois Indiana Kansas Kentucky Massachusetts Maryland Michigan Minnesota Missouri Montana Ohio Oregon Pennsylvania South Carolina South Dakota Tennessee Texas Utah Vermont Virginia Washington Wisconsin West Virginia (Signature of Broker of Record) (Print Name of Broker of Record) State Review List Page 1 of 1 New American Funding Myford Road, Suite. 201 Tustin, CA PH (Rev. Dec. 2013)

4 BROKER AGREEMENT THIS WHOLESALE BROKER AGREEMENT ( AGREEMENT ) is entered into on 20 by and between, hereinafter referred to as BROKER, who or which is (select one): a Corporation organized under the laws of the state of an Individual a Partnership organized under the laws of the state of a Limited Liability Company organized under the laws of the state of and Broker Solutions Inc., a California Corporation doing business as New American Funding, unless operating under its current name, hereinafter referred to as LENDER. Recitals WHEREAS, BROKER and LENDER (together, the Parties ) hereto wish to establish a non-exclusive relationship whereby BROKER will submit to LENDER for underwriting and possible funding by LENDER application packages (an Application or collectively, Applications ) for mortgage loans to be secured by first and subordinate liens on residential (1-4 unit) properties (the Loan or Loans ) on behalf of BROKER s clients (collectively, Borrowers ); NOW, THEREFORE, the Parties do hereby agree as follows: Agreement 1. NON-EXCLUSIVE AGREEMENT: Nothing contained herein shall obligate BROKER to submit Applications, to LENDER, it being understood that this shall be a non-exclusive agreement. Nothing contained herein shall obligate LENDER to fund a Loan in connection with an Application submitted by BROKER without LENDER s prior review and approval in writing, which approval may be withheld in LENDER s sole discretion. LENDER s obtaining of a TRID Application or Loan Package (as each is defined below) from BROKER does not: a. Obligate LENDER to accept the TRID Application or Loan Package from BROKER; b. Prohibit LENDER from considering loan application packages from other sources; c. Obligate LENDER to accept or consider other or future packages from BROKER; or d. Establish an agency relationship with BROKER. 2. BROKER RESPONSIBILITY: With regard to Loans submitted by BROKER to LENDER, BROKER shall describe and represent to a Borrower only the LENDER s policies, procedures and pricing as set forth in writing by LENDER. BROKER is an independent contractor and shall not advertise or in any manner represent that it is employed by, is an agent or representative of, or is in any way related to LENDER, or that any of BROKER s officers and employees are officers or employees of LENDER. BROKER shall be solely responsible for the accuracy of any statements, explanations, or claims it makes to Borrower about the terms of the Loan, the approval process, or the status of the Borrower s Loan Approval. BROKER shall have no authority to execute any documents of any type on behalf of LENDER nor shall BROKER have the authority to make any commitments of any type on behalf of LENDER or to bind, contract or incur liability for LENDER. BROKER understands that, in consideration of LENDER funding Loans offered by BROKER, LENDER relies on BROKER s full cooperation, before and after the funding of any Loan. BROKER agrees to fully assist LENDER in obtaining any information and documentation LENDER deems necessary and to otherwise Broker Agreement ( ) Initial Page 1 of 10 New American Funding Myford Road, Suite 201 Tustin, CA PH (Rev. September. 2015)

5 cooperate fully with LENDER to fulfill the purpose of this AGREEMENT. 3. BROKER SERVICES: BROKER shall be responsible at its own expense for the accurate preparation and execution of complete property and credit Applications on each Loan request submitted, in accordance with such programs, procedures and fee schedules as LENDER periodically may establish, including, but not limited to, those items described below or as may be required by LENDER in conformance with LENDER s policies, procedures, and guidelines and/or the policies, procedures and guidelines of its investors in the secondary market (e.g., FNMA, FHLMC, GNMA, HUD, and Warehouse/Collateral Banks). BROKER acknowledges that such LENDER and secondary market policies, procedures, and guidelines may be modified from time to time in the LENDER s or respective secondary market parties sole discretion. A TRID Application is the submission to BROKER by a consumer of that consumer s minimum information to constitute an Application as defined by Regulation Z at 12 CFR (a)(3)(ii) as amended and in effect at the time the consumer submits his or her TRID Application information to BROKER. LENDER may reject TRID Applications that BROKER submits to LENDER that do not meet LENDER s then current broker submission requirements or published guidelines. A Loan Estimate means the disclosure required pursuant to Regulation Z at 12 CFR (e) and as amended and in effect at the time of the consumer s TRID Application. A Closing Disclosure means the disclosure required pursuant to Regulation Z at 12 CFR (f) and as amended and in effect at the time of the consumer s TRID Application. The Loan Package shall include the following: (a) completed loan applications; (b) supporting credit information; (c) copies of all Disclosures which the BROKER is required to provide to the Borrower under federal and/or state law including, without limitation, the Loan Estimate required by the federal Truth-in- Lending Act ( TILA ) and Regulation Z, as amended; the Homeownership Counselors List required by the Real Estate Settlement Procedures Act ( RESPA ), the Good Faith Estimate when required by Regulation X; the Loan Options disclosure required by Regulation Z Section (e) and any additional Disclosures required by TILA and Regulation Z and/or by the Home Ownership and Equity Protection Act (collectively, Disclosures ); and (d) the original appraisal of the residential property to be secured by the Loan (the Secured Property ). Following submission of any Loan Package to LENDER, BROKER will perform some or all of the following services as required by LENDER: (a) initiate/order verification of employment and verification of deposits, plus any additional documents required to establish income, employment and cash available for closing, if applicable; (b) initiate/order requests for mortgage and other loan verifications; (c) initiate/order appraisals of the Secured Property; (d) analyze the Borrower s income and debt and pre-qualify the Borrower to determine the maximum mortgage amount a Borrower can afford pursuant to LENDER s Guidelines; (e) educate the Borrower in the home buying and financing process, advise the Borrower about the different types of credit products available, and demonstrate the differences in closing costs and monthly payments on a product-byproduct basis; (f) collect financial information (tax returns, bank statements, etc.) and other related documents that are required as part of the application process; (g) assist the Borrower in understanding and rectifying credit problems (with disclosure to LENDER as required); (h) maintain regular contact with the Borrower between application and closing to apprise them of the status of the application and the requirement to satisfy any outstanding conditions to closing, and to gather additional credit, financial and other information as needed; and (i) initiate/order inspections or engineering reports, if applicable. In addition, BROKER may perform some or all of the following services, as requested by LENDER: (a) initiate/order engineering reports of the Secured Property, if necessary; (b) provide additional Disclosures to the Borrower as required by applicable federal, state and local laws, rules and regulations (collectively, Applicable Law ) or by LENDER, HUD or the Investor; (c) determine whether the Secured Property is located in a flood zone or order a flood zone determination; and (d) participate in the Loan closing. BROKER shall review the accuracy and completeness of all information provided by Borrowers, and shall at all times maintain the integrity of BROKER s loan application and processing operations. The contents of all Loan Packages submitted to LENDER shall immediately become the property of LENDER and BROKER hereby assigns all right, title and interests in the Loan Package (except for BROKER s right to receive an origination fee) to LENDER. All information contained in a Loan Package may be subject to LENDER s independent verification. 4. LOAN APPROVAL: Loan Approval shall be at LENDER s sole discretion. BROKER shall not commit LENDER to do anything or take any action without the prior written approval of LENDER. Without limiting the generality of the foregoing, BROKER shall not represent that LENDER has approved or will approve any Loan until LENDER informs BROKER to do so in writing. In addition, BROKER shall not issue a lock-in agreement Broker Agreement ( ) Initial Page 2 of 10 New American Funding Myford Road, Suite 201 Tustin, CA PH (Rev. September. 2015)

6 until BROKER receives written notice of the commitment from LENDER, which shall include the interest rate, points and other terms of the commitment. Any notice of a commitment to a Borrower shall include a description of all conditions that must be satisfied prior to closing ( Conditional Loan Approval ) as more fully described below in Section 7. It is also fully understood and agreed that LENDER s approval of the Loan application is based upon submission by BROKER of true and accurate information in the Loan Package and all supporting documentation, including, but not limited to, the handwritten and/or typed Uniform Residential Loan Application and any and all appraisals. The fact that final approval of the Application is solely within the discretion of LENDER shall not be used as a defense to a claim that the BROKER has breached any part of this AGREEMENT or that BROKER has submitted false or inaccurate information in the Loan Package and supporting documentation, including, but not limited to, the Uniform Residential Loan Application, and any and all appraisals. 5. UNDERWRITING OF LOANS: LENDER shall have the right, but not the obligation, to underwrite any Loan submitted for funding pursuant to this AGREEMENT. Loan underwriting approval decisions shall be made exclusively by LENDER in LENDER s sole discretion, in accordance with LENDER s approval criteria then in effect. However, the exercise of this right by LENDER to underwrite the Loan shall not affect BROKER s obligations hereunder in any way, including, without limitation, BROKER s repurchase obligations under Section 16 hereof and BROKER s indemnification obligations under Section 14 hereof. LENDER will have no liability whatsoever to BROKER for the underwriting of any Loan or for the failure by LENDER to underwrite any Loan. BROKER understands that LENDER routinely conducts quality control audits to re-verify income/deposits information, credit documentation, and appraisals submitted by BROKER. BROKER understands employment is verified verbally and/or in writing on all Loan programs offered by LENDER. BROKER understands that any discrepancies found by LENDER during quality control and verbal audits are grounds for immediate cancellation of this AGREEMENT, possible notification to applicable state and government agencies, and a breach of Section 12 below. 6. CLOSING OF LOANS: All Loans shall close in LENDER s name or in a fictitious business name of LENDER. 7. NOTIFICATION OF ACTION: LENDER shall notify BROKER electronically of the conditional loan approval ( Conditional Loan Approval ) suspension, or rejection of each completed Loan Package. For each Loan conditionally approved by LENDER, LENDER shall fund the Loan provided that all conditions precedent are satisfied and all documentation as required by LENDER is submitted. With respect to each Loan funded by LENDER, BROKER agrees to submit in a timely manner all documentation required by LENDER to sell each Loan in the Secondary Market and will use reasonable efforts to furnish all documents required by the purchaser of Loan in the Secondary Market (the Investor ), even if not requested by LENDER at the time of funding. 8. BROKER COMPENSATION: No origination fee shall be owed to BROKER by LENDER on account of any Loan which is not closed and funded by LENDER. At closing and subject to subsections 8.a-b below, any fee, commission, or other consideration payable to BROKER shall be paid after LENDER deducts from net proceeds all of its fees and charges. a. In the event that LENDER, at its option and sole discretion, determines BROKER has breached any term of this AGREEMENT, LENDER may withhold payment of funds due to BROKER for any Loan that LENDER is funding or is about to fund if the amounts due to BROKER under this Section 8 have not yet been paid. Such funds will be placed in a separate Escrow Account until such time LENDER and BROKER have settled LENDER s claim that BROKER has breached this AGREEMENT. b. All BROKER compensation shall be disclosed to the Borrower as required by Applicable Laws including but not limited to Regulation Z. 9. FAILURE TO SUPPLY A COMPLETE LOAN PACKAGE: In the event that BROKER fails to supply LENDER with any documentation requested by LENDER with respect to any Loan Package within 30 calendar days, LENDER shall have the option, at its sole and absolute discretion, to: Broker Agreement ( ) Initial Page 3 of 10 New American Funding Myford Road, Suite 201 Tustin, CA PH (Rev. September. 2015)

7 a. Commit to make the Loan on the basis of the documentation provided; b. Commit to make the Loan subject to delivery by Borrower or BROKER to LENDER of such documentation as LENDER specifies in writing at the time such commitment is made; or c. Reject the Application. 10. USE OF APPROVED VENDORS: BROKER shall not utilize any real estate appraiser, credit reporting agency or other vendor in connection with the preparation or submission of any Loan Package that is not acceptable to LENDER. In the event that BROKER uses any vendor that is not acceptable to LENDER, LENDER may reject the Loan Package in accordance with Section 9 above. In accordance with applicable federal and state law including, without limitation, TILA, and Fannie Mae and Freddie Mac s Appraisal Independence Standards, and the requirements and guidelines of LENDER, all appraisals must be ordered from LENDER s approved Appraisal Management Company as published on LENDER s website. 11. AUTHORIZATION TO OBTAIN BUSINESS CREDIT REPORT: BROKER authorizes LENDER to obtain a business and individual credit report with respect to BROKER upon execution of this AGREEMENT and, from time to time thereafter, as deemed necessary or appropriate by LENDER. BROKER acknowledges and agrees that in the course of its business, LENDER conducts quality control audits of Loan Packages. LENDER shall have the right to review the files of BROKER related to Loan Packages submitted to LENDER during BROKER s normal business hours. 12. BROKER S ADDITIONAL COVENANTS, REPRESENTATIONS, AND WARRANTIES: BROKER represents and warrants to LENDER, as of the making of this AGREEMENT, and covenants with lender that as of (1) the time any Loan Package is submitted to LENDER; and (2) the time the Loan is closed and funded, that: a. Organization: BROKER is and shall remain duly organized, validly existing and in good standing under the laws of the jurisdiction of its formation and (i) is authorized to transact business and is in good standing under the laws of each jurisdiction in which it serves as a broker and in each jurisdiction in which Secured Properties are located; (ii) has full power and authority to broker Loans and to execute, deliver and perform its obligation under this AGREEMENT; and (iii) has duly authorized the execution, delivery and performance of this AGREEMENT by all requisite action. b. Ordinary Course of Business: The consummation of the transactions contemplated by this AGREEMENT are in BROKER s ordinary course of business and will not result in: (i) a breach of any term or provision of the charter or bylaws or operating agreement of BROKER; (ii) a breach of any term or provision of, conflict with, or constitute a default under any agreement to which BROKER or its property is subject; or (iii) a violation of any law, rule, regulation, order, judgment or decree to which BROKER or its property is subject. c. Licensing: BROKER is and shall remain the holder of a valid mortgage brokerage or other applicable license issued by each state in which the BROKER conducts business and possesses all necessary licenses, permits, registrations and authority to engage in the mortgage brokerage activity described in this AGREEMENT. With respect to each mortgage brokerage license held by BROKER, BROKER and all production personnel of BROKER are and shall remain registered and licensed with the Nationwide Mortgage Licensing System ( NMLS ) according to the federal Secure And Fair Enforcement for Mortgage Licensing Act of 2008, as amended, and applicable state law. BROKER shall maintain all such licenses in good standing throughout the term of this AGREEMENT. BROKER shall retain on file with LENDER current copies of all such state and NMLS Licenses and shall immediately notify LENDER if any licenses or registrations held by BROKER are suspended, revoked, terminated or otherwise expired. d. Broker Approval: All of the statements, information and documentation submitted by BROKER to LENDER in connection with BROKER s application to become an approved broker, including any statements, information and documentation submitted by BROKER in connection with periodic renewals or recertification of BROKER s approval are and shall remain true, correct and complete in all material respects. e. Authority: This AGREEMENT and all actions provided for herein have been duly authorized by BROKER s Board of Directors, if BROKER is a corporation, or by such individuals empowered and authorized to enter into agreements on behalf of BROKER, BROKER shall provide LENDER with evidence reasonably satisfactory to LENDER of such authorization. The performance of BROKER s duties under this AGREEMENT do not violate the provisions of BROKER s organizational documents, Broker Agreement ( ) Initial Page 4 of 10 New American Funding Myford Road, Suite 201 Tustin, CA PH (Rev. September. 2015)

8 any agreement to which it may be a party or any court order, judgment or decree to which it may be subject. f. Absence of Claims: Except as previously disclosed by BROKER to LENDER in writing, there is no pending or, to the best of BROKER s knowledge, any threatened suit, action, arbitration, or legal administrative, or other proceeding or governmental investigation (including an allegation of fraud by another lender) against BROKER or its current or former owners, agents, or employees which could have a material adverse effect on the BROKER s business, assets, financial condition, operations or reputation. BROKER shall notify LENDER of any such occurrence. g. Loan Estimates: BROKER shall timely and accurately represent to LENDER the date BROKER first received each TRID Application. BROKER shall timely and accurately represent to LENDER whether or not BROKER has provided any Loan Estimate to applicant related to the submitted TRID Applications. BROKER shall not provide consumers with Loan Estimate disclosures bearing the name of LENDER. BROKER shall provide all applicant information and credit history known to BROKER to LENDER within 24 hours of receipt of a TRID Application. If BROKER provides a Loan Estimate to a consumer, BROKER shall accurately represent to LENDER the date on which the Loan Estimate was provided and the means of delivery (face-to-face, mail, electronic delivery, overnight courier, etc.). BROKER shall not provide a Loan Estimate to any consumer on a transaction after LENDER has provided any consumer on the same transaction either a Loan Estimate or a Closing Disclosure. h. Closing Disclosures: BROKER shall not provide a Closing Disclosure to any consumer on a transaction submitted to LENDER. BROKER shall notify LENDER within one day of any other wholesale lender delivering a Closing Disclosure to any consumer on a transaction where BROKER submitted the Application to LENDER and the other wholesale LENDER. i. BROKER Affiliates: BROKER shall not order services from any affiliated settlement service provider without first obtaining written authorization to do so from LENDER. j. Electronic Delivery of Consumer Disclosures: BROKER shall not deliver any consumer disclosures to consumers by electronic delivery without insuring that BROKER is in compliance with the Electronic Signatures in Global and National Commerce Act, 15 USC 7001 et. Seq. (the E-Sign Act ) and applicable state laws, if any. BROKER shall accurately represent to LENDER the date each consumer electronically acknowledged his or her capacity and willingness to receive electronic delivery of consumer disclosures from BROKER pursuant to the E-Sign Act. k. False Statements in Loan Package: BROKER covenants that (i) all information contained in any Application and Loan Package, and any other information submitted to LENDER by BROKER during the term of this AGREEMENT is true and correct and shall not be altered or modified by BROKER; (ii) BROKER shall have no knowledge of and shall not have concealed any information which would adversely or materially affect LENDER S decision to fund the Loan submitted by BROKER or which would otherwise cause the Loan to be considered not of investment quality; and, (iii) no misleading or fraudulent information shall be submitted to LENDER in connection with a loan. l. Borrower s Authorization: BROKER shall have received written authorization from the Borrower to submit the Loan Package to the LENDER and to obtain and verify Borrower s credit information and all other information contained in the Loan Package. m. Conflict of Interest: Except as otherwise disclosed to LENDER in writing before the submission of any Loan Package, BROKER shall have no direct or indirect ownership interest or financial interest in any Secured Property or in any title company, escrow company, appraisal company, notary, or any other settlement service provider that is providing settlement services on a Loan; nor shall BROKER have any financial interest, whether evidenced by ownership or debt, in any Secured Property at any time prior to funding of the Loan by LENDER except with the prior written approval by LENDER, and shall not have any financial or other connection to the Seller of the Secured Property in the case of Loans sought by Borrowers who are buying the Secured Property. n. Compliance With Laws: With respect to its advertising practices and with respect to each Loan submitted by BROKER and funded by LENDER, BROKER shall comply with all federal, state and local laws and regulations applicable to it as a mortgage broker, including, but not limited to, the Real Estate Settlement Procedures Act of 1974, as amended; the Mortgage Disclosure Improvement Act, the Fair Credit Reporting Act, the Equal Credit Opportunity Act, HUD Handbooks and Mortgagee Letters including, without limitation, HUD Handbook REV-2, and subsequent revisions, the Truth In Lending Act, Regulation Z and all other applicable local, state and federal laws and regulations. Broker Agreement ( ) Initial Page 5 of 10 New American Funding Myford Road, Suite 201 Tustin, CA PH (Rev. September. 2015)

9 BROKER agrees to comply with all applicable consumer privacy laws (any and all federal, state and local statues, regulations and rules applicable to the protection and privacy of consumer information, including but not limited to the privacy provisions of the Gramm-Leach-Bliley Act, 15 13U.S.C et seq.) (the Privacy Requirements ) and implementation of appropriate measures designed to safeguard customer information, and shall maintain same at all times. BROKER shall not disclose any customer information to any person or entity, other than the employees, agents, contractors and affiliates of BROKER or LENDER who have a need to know such information. BROKER shall immediately notify LENDER if there is a breach of its security related to any Applications or Loans. o. Validity and Control of Documents: All documents submitted to LENDER are and shall be in every respect valid and genuine, being what on their face they purport to be and all information (credit or otherwise) submitted in connection with each such Loan Package is true and accurate. Except where Borrower has been asked to submit any loan documents directly to BROKER, no Borrower shall have had in its direct or indirect possession or control any completed credit, income, employment or deposit verification document submitted to LENDER with respect to any Loan. p. Record Retention: At all times during the term of this AGREEMENT and for a minimum of thirty-six (36) months thereafter, BROKER shall maintain a complete set of files and records of all business activities and operations conducted by BROKER under this AGREEMENT. Such files and records shall be maintained by BROKER at a reasonably accessible location in a neat, orderly and organized manner, for a period of not less than thirty-six (36) months from and after the Closing Date of each Loan or BROKER s final activity on an Application, unless a longer period is required by applicable law. At all times during the term of this AGREEMENT and at all times during the thirty-six (36) month period following expiration or termination of this AGREEMENT, LENDER, its duly authorized agents, representatives and employees, any necessary party involved in any public offering (such as rating agencies) and federal and state regulatory agencies which supervise LENDER shall have a right, upon reasonable notice, to audit, inspect and copy any of the foregoing records, reports, files, and related materials of BROKER, and BROKER shall cooperate and assist in any such audit or inspection. q. Sale of Loans: BROKER shall have no knowledge of any circumstances or conditions with respect to any Loan, Secured Property, security instrument or mortgagor s credit standing that can be reasonably expected to cause any governmental, quasi-governmental or private institutional investors to regard any Loan as an unacceptable investment, cause any Loan to become delinquent, or adversely affect the value of the security or marketability of the Loan. r. Examination Findings and Enforcement Actions: BROKER shall immediately notify LENDER of any adverse findings revealed by any Regulatory or Market Participant examination of loans originated by BROKER that were submitted to and disclosed by or funded by LENDER. BROKER shall also immediately notify LENDER of any Regulatory or Market Participant enforcement action taken against BROKER, whether or not such action is related to loans submitted to or funded by LENDER. For purposes of this paragraph, Regulatory means any act performed by any federal, state or local regulator; Market Participant means any wholesale lender, secondary market investor, Fannie Mae, Freddie Mac, FHA, VA, Ginnie Mae, warehouse lender, certified public accounting firm, or other business associate, whether or not in privity of contract with BROKER; and Examination means any on-site or off-site review, hearing, adjudication, required self-assessment, third party audit, or other similar proceeding. s. BROKER, Control Person, and Branch Manager Attestations: BROKER shall promptly notify LENDER of any change to attestations made under BROKER s license filings with the NMLS related to its license to make or BROKER mortgage loans. BROKER shall also promptly notify LENDER of any change to attestations of control persons, qualified individuals, or branch managers. For purposes of this paragraph, promptly generally means within ten days of notifying the NMLS, however, in no case later than five days greater than the NMLS required timeframe. 13. EARLY PAYOFF: With respect to each Loan submitted by BROKER and funded by LENDER, should the Loan be prepaid in full, other than by a refinancing by LENDER, within one hundred twenty (120) days after the applicable Closing Date, BROKER shall pay to LENDER upon demand the amount of any compensation earned by BROKER, whether in the form of Lender Paid Compensation (LPC) or Borrower Paid Compensation (BPC) or any other fees earned by BROKER. LENDER may agree, from time to time, at its sole discretion, to allow the refinance of a Loan previously funded by LENDER from the same BROKER prior to the 120 day exclusionary period and, if approved by LENDER specifically after advance notice is provided by BROKER at the time of submission, then BROKER shall retain the Lender Paid Compensation on the Broker Agreement ( ) Initial Page 6 of 10 New American Funding Myford Road, Suite 201 Tustin, CA PH (Rev. September. 2015)

10 Loan. 14. BROKER S INDEMNIFICATION: BROKER shall indemnify, defend and hold LENDER and its shareholders, directors, officers, agents, employees, successors and assigns harmless from and against, and shall reimburse the same with respect to any and all loss, damage, liability, costs, and expenses, including, attorneys fees, from any cause whatsoever, including, but not limited to: a. Any breach of any covenant, representation or warranty contained in Section 12 above; b. BROKER s failure to perform any obligation set forth in this AGREEMENT; or c. Any claim by a Borrower resulting from LENDER s failure or refusal to fund a loan (collectively, a Loss ). Without limiting the generality of the foregoing, LENDER s right to indemnification from BROKER shall extend to all repurchase or indemnification demands by any third party to which LENDER has sold any Loan originally submitted to LENDER by BROKER, for any cause whatsoever. BROKER s obligation to indemnify LENDER under this AGREEMENT shall arise upon: (i) LENDER s written notification to BROKER that a Loss has occurred; or (ii) automatically upon LENDER s receipt of repurchase notification from an investor, which LENDER may deem at its sole discretion to be enforceable, even if LENDER has not incurred any Loss with respect to such Loan. 15. LENDER s RIGHTS: BROKER s obligation to fully indemnify LENDER under Section 14 shall not be affected by LENDER s taking any of the following actions with or without notice to the BROKER. a. Liquidation, repayment, retirement, sale or resale of any Loan; b. Foreclosure of any Loan, including, without limitation, LENDER s acquisition of the Secured Property by making a full credit bid at such foreclosure sale; or c. Sale or resale of the Secured Property. BROKER agrees that LENDER may, at its option, deduct from any compensation due BROKER, any moneys paid by LENDER on behalf of BROKER, or due LENDER based upon the failure of BROKER to perform under the terms of this AGREEMENT. 16. REPURCHASE: With regard to any Loan which has been closed and funded by LENDER, in the event BROKER breaches any covenant, representation or warranty contained in Section 12, or in the event of a repurchase or indemnification demand from an Investor for any cause, which LENDER determines in its sole and absolute discretion to be enforceable under a purchase and sale agreement with the Investor, regardless of whether LENDER has incurred any Loss with respect to such Loan, BROKER agrees, as determined by LENDER in its sole discretion, to: (i) repurchase the Loan immediately upon written demand for the repurchase amount described in Section 17, (ii) refinance the Loan at par plus accrued interest and pay any loss, costs or damages incurred by LENDER, and/or (iii) indemnify LENDER pursuant to Section 14. BROKER agrees that with any breach of this Section 16, LENDER shall, inter alia, be entitled to seek and obtain equitable relief by way of specific performance, or otherwise to enforce BROKER s repurchase or indemnification obligations hereunder. 17. REPURCHASE AMOUNT: Any Loan repurchase pursuant to this AGREEMENT shall be priced as follows: a. the original principal amount of the Loan, less principal payments received by LENDER and/or the Investor; plus b. all interest accrued but unpaid on the principal balance of the Loan from the date of funding by LENDER through and including the first day of the month following the month the repurchase is made; plus c. the servicing release fee, or any other fee in excess of par, paid to BROKER at the time of funding; plus d. all costs and expenses incurred by LENDER in connection with origination, processing and funding of the Loan; plus e. all costs and expenses incurred by LENDER, or its successor with regard to the Loan, in connection with the servicing of the Loan, including but not limited to all reasonable inspection, repair, taxes, utilities, insurance, and attorneys fees and costs from any default, bankruptcy, quiet title, collection, foreclosure, or other actions or defenses; plus Broker Agreement ( ) Initial Page 7 of 10 New American Funding Myford Road, Suite 201 Tustin, CA PH (Rev. September. 2015)

11 f. all costs and expenses incurred by LENDER in enforcing BROKER s obligation to repurchase the Loan, including, without limitation, reasonable attorneys fees and costs of suit. 18. TERMINATION OF AGREEMENT: Either party may terminate this AGREEMENT at any time, upon written notice to the other party; provided, however, that any termination of this AGREEMENT shall not affect; a. LENDER s obligation to pay any amounts due BROKER under this AGREEMENT; or b. The obligations of BROKER with respect to Loans already funded by LENDER pursuant to this AGREEMENT, including, without limitation, the obligation of BROKER to indemnify and hold LENDER harmless from and against any Loss pursuant to Section 14 hereof, the obligation of BROKER under Section Error! Reference source not found., and to repurchase a Loan from LENDER pursuant to Section 16 herein. 19. NOTICE OF CERTAIN MATTERS: BROKER hereby covenants and agrees with LENDER that BROKER shall promptly give written notice to LENDER of: a. the occurrence of any breach of a covenant, representation, or warranty as set forth in Section 12 hereof; b. any litigation or proceeding affecting BROKER involving amounts in the case of any such individual litigation, investigation or proceeding in excess of One Thousand ($1,000) Dollars, or which, regardless of the amount in controversy, if adversely determined, could have a material adverse effect on the business, operations, property of financial or other conditions of BROKER or the ability of BROKER to perform its obligations hereunder; c. receipt by BROKER of notice from any agency concerning revocation, suspension or any other adverse action or potential action relating to any BROKER s licenses to conduct its business; and d. a material adverse change in the business, operations, property or financial or other condition of BROKER; and e. any change in (i) the ownership structure of, or controlling interests in, BROKER; (ii) the BROKER s broker of record for licensing purposes; or (iii) BROKER s name, address or employer tax identification number. f. any change in BROKER s control or interests in any settlement service provider as that term is defined by the Real Estate Settlement Procedures Act. Any notice required by this Agreement or given in connection with it, shall be in writing and shall be deemed to have been given, made and received only (i) upon delivery, if personally delivered to a party; (ii) One (1) business day after deposit, if delivered by to a valid address or by a nationally recognized courier service offering guaranteed overnight delivery; or (iii) Three (3) business days after deposit, if delivered in the United States via certified mail, postage prepaid, return receipt requested, at the address appearing below. given to the appropriate party by personal delivery, certified mail (postage prepaid), recognized prepaid overnight delivery services, or by with a copy by first class mail. If to LENDER: Name: New American Funding Address: Myford Road, Suite 201 City, St, Zip: Tustin, CA Attn: Wholesale Executive Management Wholesale@nafinc.com cc: Compliance Department Compliance@nafinc.com If to BROKER: Name: Address: City, St, Zip: Attn: cc: MISCELLANEOUS: a. Governing Law: This AGREEMENT is entered into at Orange County, California and all disputes arising under, relating to, or in connection with this Agreement shall be governed by the laws of the State of California. Broker Agreement ( ) Initial Page 8 of 10 New American Funding Myford Road, Suite 201 Tustin, CA PH (Rev. September. 2015)

12 b. Default: A default under the terms of this AGREEMENT occurs upon: (i) BROKER s failure to comply with any covenant, condition, obligation and/or agreements applicable to it hereunder; (ii) BROKER s breach of any representation or warranty made by it herein; (iii) the commencement against BROKER of any insolvency, bankruptcy or similar proceeding; or (iv) a decree or order of an appropriate court, agency or supervisory authority is entered against BROKER for the appointment of a conservator, receiver or liquidator. c. Attorneys Fees: If any legal action or other proceeding is brought for the enforcement of any provision of this AGREEMENT, or because of an alleged dispute, breach, default, or misrepresentation in connection with any of the provision of this AGREEMENT, the prevailing party or parties shall be entitled to reasonable attorney s fees and other costs incurred in that action or proceeding, in addition to any other relief to which it or they may be entitled. In addition, any such suit or proceeding shall be brought only in the state courts located in Orange County, State of California, which courts shall have sole and exclusive in personam, subject matter and other jurisdiction in connection with such suit or proceedings, and venue shall be appropriate for all purposes in such courts. d. Assignment and Delegation: BROKER may not assign or delegate its interests or obligations under this AGREEMENT without the express prior written consent of the LENDER and any purported assignment or delegation is void. LENDER may, at its sole discretion, assign or delegate this AGREEMENT to another party, without prior consent of BROKER. e. Entire Agreement: This AGREEMENT constitutes the entire agreement between the Parties and supersedes all prior and contemporaneous agreements, representations and understandings. No supplement, modification, or amendment shall be binding unless executed in writing by both Parties hereto. This AGREEMENT applies to all present and future Loans, as well as those Loans previously submitted to or closed by LENDER. f. Waivers and Remedies: Failure to delay to audit any Loan or to exercise any right shall not act as a waiver of any other right, nor shall any single or partial exercise of any right preclude any other or further exercise thereof. No waiver of any of the provisions of this AGREEMENT shall be deemed, or shall constitute, a waiver of any other provisions, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by party making the waiver. All remedies shall be cumulative and non-exclusive. g. Severability: If any provision of this AGREEMENT is held to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force and effect. h. Arbitration: LENDER may require that any dispute, controversy, or claim arising out of, relating to, or connected with this AGREEMENT, including any question regarding its existence, validity, or termination, as well as any challenge to the tribunal s jurisdiction, be finally settled by a single arbitrator under the then-current commercial arbitration rules and supplementary procedures for commercial arbitration of the American Arbitration Association ( AAA ). The place of arbitration will be Orange County, California. Arbitration will be conducted by an arbitrator selected by mutual agreement of the Parties, or failing such agreement, selected according to AAA rules. Judgment upon any arbitrator s award may be entered in any court of competent jurisdiction. The Parties hereby consent to such court s jurisdiction. The existence and content of the arbitral proceedings and any rulings or award shall be kept confidential except (i) to the extent that disclosure may be required of a party to fulfill a legal duty, protect or pursue a legal right, or enforce or challenge an award in bona fide legal proceedings before a state court or other judicial authority, or (ii) with the written consent of all parties. Notwithstanding anything to the contrary, either party may disclose matters relating to the arbitration or the arbitral proceedings where necessary for the preparation or presentation of a claim or defense in such arbitration. The arbitrator may award his/her costs and expenses, including attorneys fees, to the prevailing party, if any, and as determined by the arbitrator in his/her discretion. The arbitrator shall have no authority to directly or indirectly award any form of consequential damages, as such damages have been waived by the parties to this AGREEMENT. Such prohibited damages include lost profits; loss of productivity; lost opportunity; or any other indirect losses arising from the conduct of the Parties to this AGREEMENT. Broker Agreement ( ) Initial Page 9 of 10 New American Funding Myford Road, Suite 201 Tustin, CA PH (Rev. September. 2015)

13 i. Insurance: Upon the request of LENDER, BROKER shall, at its sole cost and expense, obtain such miscellaneous professional liability or errors and omissions insurance in such amounts and with such companies as LENDER may request. Said insurance shall name LENDER as an additional insured and shall provide LENDER with thirty (30) days prior written notice of cancellation or termination. IN WITNESS HEREOF, The Parties have executed this AGREEMENT as of the date first stated in the preamble above. BROKER: dba: LENDER: BROKER Solutions Inc. dba New American Funding Address: Address: Myford Road, Suite 201 Tustin, CA Telephone: Telephone: NMLS Number: NMLS Number: 6606 Expiration Date: By: (Signature of OWNER) Date: By: LENDER Acknowledgement Signature Date: (Print Name) (Title) (Print Name) By: (Authorized BROKER of Record) (Print Name) (Title) Broker Agreement ( ) Initial Page 10 of 10 New American Funding Myford Road, Suite 201 Tustin, CA PH (Rev. September. 2015)

14 BROKER COMPENSATION ADDENDUM This New American Funding Broker Compensation Addendum ( Addendum ) is entered into this day of, 20 ( Effective Date ), by and between ( Broker ) and Broker Solutions Inc., a California Corporation doing business as New American Funding, unless operating under its current name (hereinafter referred to as New American Funding and/or Lender ), and hereinafter collectively referred to as party or parties. Broker will be compensated by New American Funding in accordance with the requirements under the Truth in Lending Act ( TILA )(15 USC 1601 et seq.) and its implementing Regulation Z Section , as well as all applicable federal, state and local laws and regulations. This Addendum constitutes the entire agreement between the parties with respect to the Broker s compensation as of the Effective Date stated above. A. Source of Compensation. For every Mortgage Loan transaction submitted to New American Funding, the Broker must choose the source of Broker compensation from the following options: 1) Lender Paid Compensation; or 2) Borrower Paid Compensation. Broker will inform New American Funding of the Broker s choice for the source of compensation by checking the box corresponding to either Borrower Paid Compensation OR Lender Paid Compensation on the initial submission form at time of submission. B. Lender Paid Compensation. Lender Paid Compensation is Broker compensation paid by the Lender to the Broker. When the Lender pays the Broker s compensation, the Broker will be paid according to the Lender Paid Compensation Plan in place as of the Effective Date, notwithstanding any subsequent changes to the Broker s compensation plan after rate lock and prior to loan closing. Broker must select a Lender Paid Compensation Plan by checking the appropriate box(es) below. The Broker may select a Lender Paid Compensation Plan with a percentage beginning at three quarters of one percent (0.75%) and which is available in increments of one quarter of one percent (0.125). Broker s compensation will be paid by the Lender, and shall be based on the option selected below. If Broker does not select a Lender Paid Compensation Plan below, New American Funding will use default Lender Paid Compensation Plan chosen by New American Funding, in its sole discretion, and which will remain effective until Broker selects a Lender Paid Compensation Plan. Please select one of the following Broker compensation levels: Plan A % Plan B % Plan C % Plan D % Plan E % Plan F % Plan G % Plan A % with $500 Flat Fee Plan B % with $500 Flat Fee Plan C % with $500 Flat Fee Plan D % with $500 Flat Fee Plan E % with $500 Flat Fee Plan F % with $500 Flat Fee Plan G % with $500 Flat Fee Continued on page 2 Broker Compensation Addendum Initial Page 1 of 5 New American Funding Myford Road, Suite. 201 Tustin, CA PH (Rev. Oct. 2014)

15 Plan H % Plan I % Plan J % Plan K % Plan L % Plan M % Plan N % Plan O % Plan P % Plan Q % Plan R % Plan H % with $500 Flat Fee Plan I % with $500 Flat Fee Plan J % with $500 Flat Fee Plan K % with $500 Flat Fee Plan L % with $500 Flat Fee Plan M % with $500 Flat Fee Notwithstanding the Lender Paid Compensation Plan selected above, Broker may choose a maximum dollar amount compensation if desired by checking this box and selecting a dollar amount below. If this box is checked, Broker understands and acknowledges that compensation on any Mortgage Loan submitted may not exceed this threshold provided, however, the Maximum Dollar Amount Compensation cannot exceed the Lender s Limit. Maximum compensation per loan: $7,500 $10,000 $12,500 $15,000 $17,500 $20,000 Brokers with branches in multiple states may choose a different level of Lender Paid Compensation based on the additional costs to operate branches in each state location. However, Broker's compensation must be set at the same Compensation Plan Level for every branch located in any given state. Please check this box and complete Exhibit 1 to the Broker Compensation Addendum if this applies. For a Lender Paid Compensation transaction, the Broker compensation amount cannot vary per loan transaction. New American Funding cannot pay the Broker any more or any less than the amount agreed upon in this Addendum unless otherwise restricted by product, which from time to time may be modified by Lender and described on rate sheets provided by Lender, and subject to the Lender's limit. Notwithstanding, Lender Paid Compensation may not exceed Broker's selection in this section. In a Lender Paid Compensation transaction, Broker agrees that Broker cannot reduce Broker s own compensation or offer credits towards third-party closing costs that will result in a reduction of the Broker s compensation. By choosing the Lender Paid Compensation Plan, Broker may not receive any compensation from the consumer or from any other party, person or entity, regardless of whether such compensation is paid at closing or outside of escrow. Broker certifies that when compensation is paid by Lender with respect to each Mortgage Loan transaction, such amount is and will be Broker s sole source of compensation. C. Borrower Paid Compensation. Borrower Paid Compensation is Broker compensation paid by the Borrower to the Broker from the Borrower s own funds or loan proceeds, or from any other source on behalf of the Borrower. Borrower Paid Compensation may include seller concessions. Broker Compensation Addendum Initial Page 2 of 5 New American Funding Myford Road, Suite. 201 Tustin, CA PH (Rev. Oct. 2014)