Application Kit: Additional Information Required:

Transcription

1 Thank you for your interest in Advancial. Our Broker Application Kit is provided as an enterable Adobe PDF format document and can be filled in online; however, signatures are required on each document upon submission. If you have any questions concerning the Broker Approval Process, please contact your Account Executive listed below. Application Kit: Wholesale Broker Application Wholesale Broker Agreement Lender-Paid Compensation Agreement Loan Fraud Zero Tolerance Policy Corporate Resolution, if applicable Form W-9 Request for Taxpayer Identification Number and Certification Additional Information Required: Business Financials Current P&L from most recent quarter AND Previous year s audited financials or business tax return Resumes of Principals and Senior Management Copy of all current Mortgage Lending Licenses Copy of all Agency approvals, if applicable Description of ABA, if applicable Personal credit report(s) of Principals/Owners (dated within past 90 days) Instructions for Application: Complete all documents provided in this Application Kit Collect additional information listed above, if applicable completed application package to your Account Executive listed below CoNtACt INfoRmAtIoN fax [email protected] Rev. 07/14 Mortgage loans are originated by Advancial Federal Credit Union NMLS

2 page 1 of 3 BUSINESS INFORMATION Legal Name of Institution/Business Street Address of Main Office City State Zip Website Address (if applicable) Primary Contact/Title Telephone Fax Federal Tax ID Number Year Founded Under Laws of Which State Indicate if you are currently approved for: Fannie Mae Freddie Mac FHA VA Yes No Yes No Yes No Yes No ID # ID # ID # ID # Do you have Net Branch Operations? (If yes, please provide list on separate sheet and attach to application.)... Yes No A F F IL IATED BUS INES S A R R A NG EMENTS Do you have any affiliated business arrangements (ABA)? (If yes, please provide details of the ABA on a separate sheet and attach to application.)... Yes Is the office location of your ABA identified above as a Net Branch location?... Yes Is the office location listed above a Net Branch Operation? (If yes, please provide home office location, contact name and phone number on a separate sheet and attach to application.)... Yes No No No P R INCIPA L/OW NER INF O R MATIO N List all principal shareholders or owners Name Title Percent of Ownership SSN Name Title Percent of Ownership SSN Name Title Percent of Ownership SSN Name Title Percent of Ownership SSN

3 page 2 of 3 INVES TO R R EF ER ENCES Please list at least three investors to whom you have sold or assigned mortgages. 1. Company Name Contact Name Telephone Years Associated 2. Company Name Contact Name Telephone Years Associated 3. Company Name Contact Name Telephone Years Associated CL A IMS A ND ACTIO NS Are there any civil or criminal proceedings pending against you or your company, or civil or criminal convictions, plea or nolo contendere or plea to lesser charge entered against you or your company that involve theft, fraud, dishonest dealings or moral turpitude? (If yes, please attach explanation.)... Yes Has a state or federal government agency denied you, your company or a company that you were affiliated with a business license or permit? (If yes, please attach explanation.)... Yes Are you or your company or have you or your company been the subject of any administrative action or enforcement proceeding by any state of federal government agency involving fines, penalties or the revocation or suspension of any business license or permit? (If yes, please attach explanation.)... Yes No No No P RO D UCTIO N DATA PURCHASE Closed Volume Prior Year Closed Volume YTD REFINANCE Closed Volume Prior Year Closed Volume YTD CONFORMING Closed Volume Prior Year Closed Volume YTD SUB PRIME Closed Volume Prior Year Closed Volume YTD GOVERNMENT Closed Volume Prior Year Closed Volume YTD

4 page 3 of 3 ADDITIONAL INFORMATION REQUIRED In addition to completing this Broker Application, please provide the following information: Corporate Resolution, if applicable Completed Form W-9 Request for Taxpayer Identification Number and Certification Business Financials Current P&L from most recent quarter Previous year's audited financial statements or business tax return Resumes of Principals and Senior Management Copy of all current Mortgage Lending Licenses Copy of all Agency approvals, if applicable Description of ABA, if applicable By signing below, I certify that the information contained herein and all accompanying information provided in connection with this application is true and correct. I understand that in connection with this application and continued eligibility, a non-inquiry credit report may be requested on the Company and/or each Principal/Owner from time to time. I hereby authorize Advancial Federal Credit Union ("Advancial") to obtain verification of information from any source (including character and credit references) for each Principal/Owner in connection with this application. I further understand that Advancial will not process this Application until all information requested has been properly submitted to Advancial for review and approval. Signature Name Title Rev. 06/13 Mortgage loans are originated by Advancial Federal Credit Union NMLS

5 page 1 of 10 This Wholesale Broker Agreement (the Agreement ) is entered into as of (the Effective Date ) between Advancial Federal Credit Union ( Advancial ) and ( Broker ). RECITALS From time to time, Broker may submit to Advancial, for underwriting and funding by Advancial, single family residential first and second lien mortgage loans (the Loan(s) ) that meet the eligibility requirements of those mortgage loan programs offered by Advancial. Broker agrees to submit such Loans to Advancial, and Advancial agrees to underwrite and fund such Loans, in accordance with the terms and conditions set forth below. Now, therefore, the parties agree as follows: ARTICLE 1 RESPONSIBILITIES OF BROKER 1.1 Duties of Broker. With respect to each Loan submitted by Broker to Advancial for underwriting and funding, Broker shall: (a) have and maintain the exclusive ongoing contact with Loan applicant(s) (collectively, "Applicant") from the time of application until closing; (b) undertake all direct and face-to-face personal interviews with Applicant; (c) educate and assist Applicant in understanding the home buying and financing process; (d) discuss the different types of loan products available, explain the qualification and eligibility requirements for each product, and demonstrate how closing costs and monthly payments may vary under each product; (e) gather all information and documentation needed to complete the Loan application including applicable information required by applicable state and federal law and any regulations related thereto; (f) assist Applicant in filling out all Loan applications; (g) collect and analyze financial information and related documents and assist Applicant in determining the mortgage that Applicant can afford; (h) assist Applicant in identifying potential credit problems and obtaining letters of explanation; (i) provide and discuss with Applicant the documents required by the Federal Housing Administration ( FHA ) and Department of Veterans Affairs ( VA ), if applicable; (j) keep Applicant apprised of the status of Applicant s application and communicate any changes in the loan terms within a reasonable timeframe; (k) maintain regular contact with Applicant, real estate agents and Advancial, as needed; (l) deliver to Applicant a good faith estimate meeting the requirements of the Real Estate Settlement Procedures Act ( RESPA ) within three (3) days of receipt of the Loan application; (m) provide to Applicant such additional disclosures as are required to be provided by Broker, Advancial or applicable federal or state law, including, but not limited to, disclosures required by Advancial or applicable law in connection with fees and charges, including mortgage insurance and broker compensation (including yield spread premiums), disclosures required by federal and state Truth-In-Lending laws, and disclosures required by states laws that govern and regulate mortgage broker conduct; (n) collect the fees for the property appraisal or the VA Certificate of Reasonable Value, if applicable, and credit report and if required by applicable law, deposit such fees in a trust account; (o) request the property appraisal and gather preliminary materials from Applicant including, if applicable, the VA Certificate of Eligibility; (p) participate in the Loan closing, if applicable; and (q) perform any other service as Advancial may from time to time reasonably request. 1.2 Pricing. Advancial shall provide Broker with Loan pricing information by telephone or facsimile. Broker may register a Loan with Advancial and/or lock-in an interest rate with Advancial by telephone, facsimile or such other means as Advancial may from time to time specify. 1.3 Loan Application Package. Broker shall provide, or cause to be provided to Advancial, an application package ( Mortgage Loan Package ) for each Loan submitted to Advancial for underwriting and funding. Each Mortgage Loan Package shall include the following:

6 page 2 of 10 (a) applicable Loan submission form, as required by Advancial; (b) a completed Uniform Residential Loan Application (Form 1003) signed by Applicant and all disclosures as required by applicable federal or state law; (c) the initial good faith estimate of the dollar amount and/or a range for each settlement charge (including any yield spread premiums) that Applicant is likely to incur in connection with the Loan; (d) all supporting documentation required by the applicable loan program, including, but not limited to, credit reports, verifications of employment and deposit, title work and property appraisals; and (e) such other documents as Advancial may from time to time reasonably request. Broker shall be responsible for causing each Loan application and supporting documentation, as may be required by Advancial, to be prepared accurately and in accordance with Advancial s policies and procedures in effect at the time such application is made. The property appraisal included in each Mortgage Loan Package shall be conducted by an licensed real estate appraiser acceptable to Advancial and, if such Loan is a VA Loan or FHA Loan (as defined below), in accordance with VA or FHA appraisal procedures. It is understood and agreed that Advancial will not collect, hold or be responsible for the disbursement of any Applicant trust funds. 1.4 Points and Fees. Broker shall include on the good faith estimate provided to Advancial pursuant to Section 1.3(c) above, all amounts Broker will charge Applicant or earn in connection with the Loan, including any applicable yield spread premium. Notwithstanding anything to the contrary contained herein, Broker shall not charge Applicant any amount that exceeds the applicable pricing policy, as published by Advancial from time to time, and such amount must be set forth on the good faith estimate or otherwise shown to have been properly disclosed to Applicant in full compliance with all federal and state laws and regulations. Broker shall not serve as a real estate agent or earn a sales commission on any transaction for which Broker is serving as the mortgage broker without the written consent of Advancial. Broker must notify Advancial in writing if it is serving in such dual capacity at the time Broker submits the application to Advancial and must submit to Advancial a copy of any disclosure of its dual capacity that Broker is required by applicable law to provide to Applicant. 1.5 Processing Services. Broker and Advancial may enter into a separate written agreement pursuant to which Advancial shall undertake, on behalf of Broker, certain processing activities with respect to the Loans to be submitted by Broker to Advancial for underwriting and funding (the Processing Agreement ). 1.6 Quality Control Program. Broker shall implement and maintain a quality control program (the Quality Control Program ), which such Quality Control Program shall be acceptable to, and comply with all applicable requirements of, Advancial. Advancial reserves the right to change its requirements for such Quality Control Program at any time and for any reason, which such changes shall be effective upon notice to Broker, and to conduct an audit of Broker to verify the existence and implementation of such Quality Control Program. As Advancial may from time to time request, including, without limitation, during the initial due diligence and approval of Broker, Broker shall promptly provide Advancial with a detailed written description of its Quality Control Program. 1.7 Fidelity Bond and/or Errors and Omissions Policy. As may be required by Advancial, Broker shall obtain and maintain at its sole cost and expense a blanket fidelity bond and/or errors and omissions policy, both of which shall be acceptable to Advancial. Any such policies shall provide for coverage of Broker and its employees, agents, independent contractors and other personnel and shall name Advancial as an additional insured. 1.8 Compliance with Conflict of Interest Policy; Compliance with All Other Policies and Procedures. In addition to the responsibilities of Broker contained in this Article 1 and this Agreement, Broker shall comply with Advancial conflict of interest policy and disclose in writing to Advancial, and Applicant as may be required by applicable law, such information as may be required by Advancial and applicable law, including, without limitation, the name, address, primary manager and participating or ownership interest that Broker has in any company and/or service, regardless if such company and/or service may or may not be providing products and/or services related to any loan transaction contemplated hereunder. Broker shall not use any such company and/or service to provide products and/or services related to any loan transaction contemplated hereunder unless approved in writing by Advancial and in no event shall Advancial s receipt of information from Broker related to any such company and/or constitute Advancial s approval of such company and/or service. Further, Broker shall comply with all other applicable policies and procedures of Advancial, as such policies and procedures may currently exist or hereafter created and as

7 page 3 of 10 may be altered, changed, amended, including, without limitation, any quality control policies, and any fair lending policies and procedures of Advancial relating to fair lending, predatory lending and zero tolerance with respect to maximum fees and points (collectively, Policies and Procedures ). 1.9 Document Retention. Broker shall implement and maintain a sufficient document retention program for Loans submitted to Advancial for funding, regardless if such loan is actually funded by Advancial. Such document retention program shall, at a minimum, provide for the retention of documents related to Loans for the period(s) of time required by applicable state and federal law and shall otherwise comply with all applicable laws. To the extent Broker retains, or is required to retain, possession of any document related to a Loan and Advancial determines that it needs such document, upon request of Advancial, Broker shall promptly provide such document to Advancial Review of Broker. As may be required by Advancial from time to time, Broker shall cooperate with and provide all information, documents and reports requested by Advancial so that Advancial may conduct a review of Broker and its operation. Such information, documents and reports may include, but shall not be limited to, financial reports (including the most recent audited financial statements of Broker), copies of any required bonds or insurance coverages (including those which may be required by Advancial pursuant to Section 1.7 hereof) and any approvals with applicable governmental agencies Compliance with Requests for Missing or Additional Documentation. Broker shall comply with any requests by Advancial for missing, corrected and/or additional documentation related to a Loan. Broker shall comply with any such requests as soon as possible, regardless of whether the request was made prior to or after the closing of the related Loan, but, unless otherwise agreed by Advancial, Broker shall comply with any such request no later than ten (10) business days after its receipt of a request from Advancial therefor. ARTICLE 2 UNDERWRITING 2.1 Underwriting the Loans. Upon receipt from Broker of a complete Mortgage Loan Package, Advancial shall evaluate the risk of making such Loan using Advancial s underwriting guidelines applicable to the type of loan being sought, as same may be amended by Advancial from time to time. Advancial shall notify Broker of any Loan underwriting and documentation deficiencies or problems with respect to any Mortgage Loan Package. Advancial and Broker agree that Advancial may rely on the materials contained in the Mortgage Loan Package supplied to it by Broker and the authenticity and accuracy of all signatures and information contained therein. Advancial's failure to conduct an independent investigation with respect to such materials, signatures and information shall not affect or modify the representations and warranties made by Broker under Article 6 below or the rights and remedies available to Advancial for a breach thereof. 2.2 No Liability. Advancial shall have no liability to Broker for Advancial s failure to underwrite any Loan in accordance with the applicable guidelines except to the extent such failure constitutes willful misconduct by Advancial. ARTICLE 3 LOAN APPROVAL AND FUNDING 3.1 Approval of Loans by Advancial. Notwithstanding anything to the contrary contained in this Agreement, Advancial shall have no obligation to fund any Loan submitted to it by Broker and may reject any Loan that, in Advancial's sole discretion, does not meet the applicable underwriting guidelines. With respect to any Loan approved by Advancial for funding, Advancial may require Broker to comply with certain conditions, as set forth in writing to Broker, prior to funding of the Loan by Advancial. Advancial shall not fund any Loan until all such conditions have been satisfied. 3.2 Notice of Adverse Action. If Advancial rejects a Loan for funding or makes a counter offer to Applicant, Advancial shall, within ten (10) business days after its decision to deny such application, prepare in Advancial s name and deliver to Broker a notification of adverse action in accordance with the Equal Credit Opportunity Act. Broker shall be responsible for delivering the notification of adverse action to Applicant within the time specified by law.

8 page 4 of Closing. All Loans approved by Advancial for funding shall be closed in accordance with Advancial s written closing instructions and on closing documents prepared by Advancial or any Advancial approved document vendor. Advancial shall provide Broker with the appropriate closing documents as soon as practicable after all applicable conditions to closing have been satisfied. Broker is responsible for ensuring that all closing documents are properly signed by Applicant, Broker or a third party and contain authentic signatures. 3.4 Funding. Each Loan approved by Advancial for funding may be closed in the name of Advancial Federal Credit Union if permitted by the applicable Advancial mortgage loan program and state and federal law. Advancial will fund such Loan as soon as practicable following receipt of all closing documents, properly completed and signed, including, but not limited to: (i) mortgage, deed of trust, or other security instrument, naming Advancial, as applicable, as the lender or beneficiary; (ii) mortgage note naming Advancial, as applicable, as the payee; (iii) all required property and casualty insurance policies naming Advancial, as applicable, and its successors and assigns as an additional loss payee; and (iv) all required disclosure statements. ARTICLE 4 WARRANTIES AND REPRESENTATIONS OF BROKER 4.1 Warranties and Representations Regarding the Broker. Broker represents, warrants and covenants to Advancial that, with respect to itself, including each office or branch operated by Broker and any third party originating Loans under Broker s license to originate mortgage loans ( Loan Originator(s) ) and the Loans, the following are true and correct as of the date hereof and shall remain true and correct during the term of this Agreement: (a) Broker and each Loan Originator is duly organized, validly existing and in good standing under the laws of the state of its incorporation or organization and is qualified and/or licensed as necessary to transact business in each state where property securing a Loan is located; (b) Broker and each Loan Originator is, and shall at all times remain, knowledgeable and in compliance with all federal, state and local laws and regulations, and any federal, interagency or state guidelines applicable to it and the operation of its business, including, but not limited to, the RESPA, the Home Ownership and Equity Protection Act of 1974, the Fair Credit Reporting Act, the Fair Housing Act, the Equal Credit Opportunity Act, the Truth-In-Lending Act, the Home Mortgage Disclosure Act and all regulations promulgated under each such law; (c) This Agreement, and all actions provided for herein, have been duly authorized by the Broker s board of directors, if Broker is a corporation, or by such individual(s) empowered and authorized to bind Broker, and Broker shall, upon execution of this Agreement, provide Advancial with evidence reasonably satisfactory to Advancial for such authorization. Neither the execution of this Agreement nor the consummation of the transactions contemplated herein, nor the fulfillment of or compliance with the terms and conditions of this Agreement will conflict with or result in the breach of any term, condition or provision of Broker s certificate of incorporation or by-laws, any license held by Broker or governing Broker s activities or any agreement to which Broker is a party or by which Broker is bound, or constitute a material default or result in an acceleration under any of the foregoing; (d) There is no suit, action, arbitration or legal, administrative or other hearing that would affect the Broker s ability to perform its obligations hereunder; (e) Broker has not entered into any agreement, commitment or understanding and has no plans to enter into any agreement, commitment or understanding to merge with or into, or sell all or substantially all of its assets to, any other person or entity or dissolve, liquidate or otherwise terminate its corporate rights, existence or franchise; (f) Broker has entered into a written services agreement with each Applicant if required by applicable federal or state law; (g) All Loans have been closed using closing documents prepared or otherwise approved by Advancial; (h) All documents submitted by Broker or Loan Originator in connection with any Mortgage Loan Package are in every respect valid and genuine, being on their face what they purport to be and all signatures on each promissory note and deed of trust or mortgage are the true signatures of the appropriate Applicant; and (i) All information, reports and/or other documents furnished or to be furnished by Broker to Advancial pursuant to this Agreement or furnished by Broker to Advancial in connection with Advancial s review and approval of Broker are true, correct and accurate and no such information, reports and/or other documents contain any untrue statement of fact or omits to state a fact necessary to make the statements contained herein or therein not misleading.

9 page 5 of Warranties and Representations Regarding Individual Loans. Broker represents, warrants and covenants to Advancial that the following are true and correct with respect to each Loan as of the date Advancial acquires or funds such Loan: (a) The mortgage note (the Note ), the deed of trust or mortgage (the Mortgage ) and assignment of mortgage or deed of trust (collectively, the Collateral Documents ) are genuine and each is the legal, valid and binding obligation of the maker thereof, enforceable in accordance with its respective terms. The terms the Note or the Mortgage have not been impaired, waived, altered or modified in any respect, except by written instruments which have been disclosed to, and approved by, Advancial (and any primary mortgage insurer, if applicable) in writing and which have been, or will be recorded if necessary to protect the interests of Advancial; (b) The Loan and the related Collateral Documents comply in all respects with the terms and conditions of this Agreement; (c) All representations and warranties made by Broker and all information contained in any documents submitted by Broker to Advancial with respect to the Loan are true and correct in all material respects; (d) If the Loan is a conventional conforming Loan, it has been originated in conformance with all applicable Advancial requirements and all applicable requirements of the Federal National Mortgage Association or any successor ( Fannie Mae ) or Federal Home Loan Mortgage Corporation or any successor ( Freddie Mac ) for sale to Fannie Mae or Freddie Mac and inclusion in a Fannie Mae or Freddie Mac mortgage backed securities pool, as applicable. (e) The Loan is a valid first or second lien (as applicable for the Loan Program under which the Loan was delivered) on the property that secures the Loan (the Mortgaged Property ), and the Mortgaged Property is free and clear of all encumbrances and liens having priority over the lien of such Loan, subject to (i) the approved first lien, if any, (ii) the lien of current real property taxes and assessments not yet due and payable, (iii) covenants, conditions and restrictions, rights of way, easements and other matters of the public record as of the date of recording being acceptable to mortgage lending institutions generally and specifically referred to in the lender's title insurance policy delivered to the Originator of the Loan and which do not adversely affect the appraised value of the Mortgaged Property, and (iv) other matters to which like properties are commonly subject which do not materially interfere with the benefits of the security intended to be provided by the Mortgage or the use, enjoyment, value or marketability of the related Mortgaged Property. No Mortgagor has been released, in whole or in part, from the obligations set forth in the Note or Mortgage; (f) No action has been taken or failed to be taken, no event has occurred and no state of facts exists or has existed (whether or not known to Broker) that has resulted or will result in an exclusion from, denial of, or defense to coverage under all applicable federal, state and local laws, rules and regulations, including without limitation, the RESPA, the Flood Disaster Protection Act, the Federal Consumer Credit Protection Act including the Truth-In-Lending and Equal Credit Opportunity Acts, the Federal Fair Housing Act, the Home Ownership and Equity Protection Act, Gramm Leach Bliley Act, and all applicable federal and state statutes or regulations governing fraud, lack of consideration, unconscionability, consumer credit transactions, consumer protection and consumer privacy, interest or other charges, licensing and mortgage insurance applicable to the Loan, including without limitation, the origination, servicing and collection thereof, have been complied with in all respects. The Loan is not subject to the Federal Trade Commission s Preservation of Consumer s Claims and Defenses Rule, 16 C.F.R. part 433; (g) The Loan file for each Loan which the related Loan program requires an appraisal contains an appraisal of the Mortgaged Property which was signed by a qualified appraiser who has no interest, direct or indirect, in the Mortgaged Property or in the Loan or in the security thereof. The appraiser did not receive compensation which was affected by or dependent in any way on the approval or disapproval of the Loan and the appraiser signed the appraisal prior to Advancial s approval of the Loan. The appraisal was completed in compliance with the Uniform Standard of Professional Appraisal Practice and all applicable federal and state laws and regulations, including, without limitation, Title XI of the Financial Institutions Reform, Recovery and Enforcement Act and the regulations related thereto; and (h) No error, omission, misrepresentation, negligence, fraud or similar occurrence with respect to a Loan, including without limitation, the related documentation has taken place on the part of any person, including without limitation, the Broker, the Mortgagor, any appraiser, any builder or developer, or any other party involved in the origination of the Loan or in the application of any insurance in relation to such Loan.

10 page 6 of 10 ARTICLE 5 REPURCHASE AND INDEMNIFICATION 5.1 Repurchase and Indemnification. Upon the occurrence of any Repurchase Obligation (as defined below), Broker shall be obligated to repurchase the related Loan(s) and indemnify Advancial for such related Loan(s) in accordance with the terms and conditions contained herein. At Advancial s sole option, Advancial shall have the right to require Broker to (a) repurchase the related Loan(s), (b) indemnify Advancial for such related Loan(s) and/or (c) enter into an Indemnification Agreement (as defined below) in lieu of repurchasing the related Loan(s), in any case, in accordance with the terms and conditions contained herein. 5.2 Repurchase Obligations. Any of the following circumstances shall be considered a Repurchase Obligation : (a) Advancial determines that Broker failed to observe or perform or has breached or breaches, or it has been alleged that Broker has breached, any of the representations, warranties, covenants or agreements contained in this Agreement or any applicable Policies and Procedures with respect to any Loan. (b) Advancial receives a repurchase notification from any third party investor and the repurchase request is based on actual or alleged fraud or misrepresentation with respect to the Loan. (c) Advancial determines that Broker has been materially negligent in conducting its responsibilities under this Agreement with respect to the Loan. (d) Advancial determines that Broker committed fraud or misrepresentation with respect to the Loan or otherwise aided, abetted or assisted in the commission of fraud or misrepresentation by any third party with respect to the Loan. (e) Advancial determines that any third party fraud or misrepresentation has occurred with respect to the Loan. 5.3 Request for Repurchase; Repurchase Price; Repurchase Procedures. (a) Request for Repurchase. In the event of an occurrence of any Repurchase Obligation, upon the request of Advancial, Broker hereby agrees to repurchase the related Loan(s) (or, if the related Loan(s) has been foreclosed, the related Mortgaged Property) within thirty (30) days after Broker s receipt of Advancial s written demand therefor for an amount equal to the Repurchase Price (as defined below). For the purpose hereof, the term foreclosure shall include judicial foreclosure, non-judicial foreclosure, deed in lieu of foreclosure, or any other mechanism of obtaining title to the Mortgaged Property. (b) Repurchase Price. The repurchase price for any Loan which Advancial has requested Broker to repurchase (the Repurchase Price ) shall be an amount equal to the sum of (i) the current unpaid principal balance of the Loan at the time of repurchase (or at the time of the foreclosure sale date if the related Loan has been foreclosed); (ii) accrued but unpaid interest on such principal balance at the Note rate from the paid-to-date of the Loan through and including the last day of the month in which the Repurchase Price is paid; (iii) all costs and expenses, including without limitation, reasonable fees and expenses of counsel, incurred by Advancial as a result of Broker s breach of this Agreement or enforcing the terms of the Loan; (iv) any premium paid by Advancial in excess of the principal balance of the Loan at the time of purchase (excluding the service release premium) if Advancial has not sold the Loan at the time of Broker s repurchase or if Advancial has sold the Loan and it is required to reimburse the purchaser the premium that the purchaser paid to Advancial; (v) any unreimbursed advances made by Advancial, including without limitation taxes or insurance or payments authorized by the Note or the Mortgage or law to protect Advancial s interest in the Loan or related Mortgaged Property and (vi) any other fees, costs or amounts relating thereto. The Repurchase Price shall be reduced by (1) any proceeds of mortgage insurance collected by Advancial with respect to the Loan that have not been applied to the unpaid principal balance; and (2) if the Loan has been foreclosed and the Mortgaged Property has been sold to a third party, the proceeds of the sale price received by Advancial net of all advances, costs and expenses, including but not limited to reasonable fees and expenses of counsel, incurred by Advancial in connection with such sale. (c) Repurchase Procedures. Upon Advancial s receipt of the Repurchase Price, Advancial shall execute and deliver to Broker (i) an assignment of the Mortgage, an endorsement to the Note, and the related Loan files and other loan documents, each without representation, warranty or recourse, and (ii) if Advancial previously foreclosed the Loan and at such time then owns the Mortgaged Property, a deed to the Mortgaged Property, without representation, warranty or recourse, and (iii) if Advancial previously foreclosed the Loan but either sold the Mortgaged Property or another buyer purchased the Mortgaged Property at the foreclosure, an assignment of all deficiency obligations of the Mortgagor, without representation, warranty or recourse. With respect to the servicing of any Loan(s) repurchased by Broker, Advancial shall transfer such servicing, or cause such servicing to be transferred, to Broker or its designee. If the Broker

11 page 7 of 10 is unable to service any Loan(s) or does not have a designee for such servicing, Advancial may, at its sole option, service such Loan(s) for a fee equal to Advancial s then current rate until such time as Broker is capable of servicing such Loan(s) or designates a successor servicer. All costs of transferring servicing of any repurchased Loan(s) from Advancial to Broker or its designee shall be borne by Broker and Broker shall reimburse Advancial for any costs incurred in connection therewith. Broker's Repurchase Obligation with respect to a Loan shall not be eliminated, reduced or otherwise modified as a result of any modification, workout or assumption of the Loan. 5.4 Request for Indemnification; Indemnification Agreement in lieu of Repurchase. (a) Request for Indemnification. Upon the request of Advancial, Broker hereby agrees to indemnify and hold Advancial and its officers, directors, employees, agents, shareholders and representatives harmless from and against any and all claims, demands, liabilities, causes of action and expenses, including attorneys fees actually incurred, relating to, arising out of or in connection with Broker s breach or alleged breach of any representation, warranty or covenant contained herein; provided, however, that Broker shall have no obligation to indemnify Advancial to the extent the claim for indemnification is based on (i) Advancial s gross negligence or willful misconduct or (ii) Broker's breach of an obligation that is or was the responsibility of Advancial under any Processing Agreement entered into between the parties. (b) Indemnification Agreement in lieu of Repurchase. At Advancial s sole option and in lieu of repurchasing the related Loan(s) subject to a Repurchase Obligation, Advancial may require the Broker to enter into a written indemnification agreement in a form acceptable to Advancial (the Indemnification Agreement ) which requires the Broker to indemnify Advancial, including, without limitation, reimbursing Advancial for any losses incurred by Advancial as a result of such Repurchase Obligation with respect to the related Loan(s). 5.5 Right of Offset. In addition to any other rights and remedies available to Advancial, including, without limitation, the rights and remedies of Advancial under this Agreement, Advancial shall have the right, at any time, and from time to time, without notice, to offset and to appropriate or apply any and all deposits of money or property or any other indebtedness at any time held or owing by Advancial to or for the credit of the account of Broker against and on account of the obligations and liabilities of Broker under this Agreement or any other agreement between Broker and Advancial and/or between Broker and any of Advancial s affiliates and/or subsidiaries, irrespective of whether or not Advancial or its affiliates shall have made any demand hereunder and whether or not said obligations and liabilities shall have matured. For purposes of the foregoing right to offset, the determination as to whether Broker has any obligations and liabilities under this Agreement or any other agreement between Broker, Advancial or its affiliates and the extent of such obligations and liabilities shall be made by Advancial in its sole and reasonable discretion. 5.6 Full Credit Bid At Foreclosure Sale. Notwithstanding anything to the contrary, in no event shall a full credit bid made by Advancial or any related party at a foreclosure sale of any Loan affect in any way the rights and remedies of Advancial and/or the obligations of Broker under this Agreement, including, without limitation, the obligations of Broker to repurchase and indemnify Advancial as provided herein. 5.7 Survival. The provisions of this Article 7 shall survive any Loan closing and assignment thereof. ARTICLE 6 TERMINATION 6.1 Termination. Either party may terminate this Agreement at any time with or without cause, which termination shall be effective immediately upon the other party's receipt of written notice thereof. All representations and warranties made herein and the parties rights and obligations under Section 2.2 and Articles 6 and 7 of this Agreement shall remain in full force and effect notwithstanding any termination of this Agreement. Unless otherwise agreed to in writing by the parties, Advancial shall complete underwriting of any Mortgage Loan Package submitted by Broker prior to the date of termination and shall approve or reject funding of such Loans in accordance with the terms of this Agreement. 6.2 Notification of Change in Status. Broker shall immediately notify Advancial in the event (i) Broker changes the name and/or address under or from which it conducts business; (ii) there is a change of control of Broker; (iii) Broker fails to be in compliance with qualification or licensing laws of any jurisdiction where it conducts business; or (iv) Broker files for bankruptcy protection or is a party to any similar proceeding.

12 page 8 of 10 ARTICLE 7 GENERAL 7.1 Loan Originators. Broker shall notify Advancial in the event Broker intends to originate Loans through multiple locations or branches or Loan Originators. Broker agrees to provide Advancial with such information as Advancial may reasonably request regarding such locations and Loan Originators and to cause each Loan Originator to sign, prior to originating any Loans hereunder, a statement whereby Loan Originator agrees to comply with and be subject to the terms and conditions of this Agreement. Notwithstanding anything to the contrary contained in this Agreement, Broker shall be liable for the acts and omissions of its officers, employees and agents, including, without limitation, Loan Originators. 7.2 Relationship of the Parties. Advancial and Broker acknowledge and agree that at all times they are operating as independent parties. This Agreement is for the sole and exclusive benefit and obligation of the parties hereto and nothing contained herein shall be construed to give any party, other than Advancial and Broker, any legal or equitable right, remedy or claim under or in connection with any provision of this Agreement. Nothing contained herein shall constitute a partnership or joint venture between Advancial and Broker and neither party shall at any time hold itself out to any third party to be an agent or employee of the other. 7.3 Advancial s Trademarks. Broker shall not use Advancial s name, trademarks or service marks in any manner, including, without limitation, in any advertising or marketing materials. 7.4 Non-Exclusive Arrangement. Broker shall not be obligated to submit any or all loan funding requests that it brokers to Advancial, it being understood that this is a non-exclusive agreement. 7.5 Governing Law. This Agreement shall be governed by and construed and enforced under the laws of the State of Texas, without regard to its conflict of laws principles. In the event of any lawsuit or other proceeding relating to this Agreement, each party hereby consents to jurisdiction in the state and federal courts located in the County of Dallas, State of Texas. 7.6 Notices. Except where telephonic instructions or notices are authorized herein to be given, all notices, demands, instructions and other communications required or permitted to be given to or made upon any party hereto shall be in writing and mailed (registered or certified mail, return receipt requested, postage prepaid), sent by overnight courier (charges prepaid), or sent by facsimile (and confirmed by return facsimile), or personally delivered, addressed to the respective party at the address or facsimile number set forth below: To Advancial: Advancial Federal Credit Union 1845 Woodall Rodgers Fwy., Suite 1300 Dallas, Texas Telephone: (888) Facsimile: (214) To Broker: Attn.: Telephone: Facsimile: Notices delivered personally shall be effective upon delivery. Notices transmitted by facsimile shall be effective when transmitted. Notices delivered by registered or certified mail shall be effective on the date set forth on the receipt of registered or certified mail, or the third business day after mailing, whichever is earlier. Each party shall provide written notice to the other of a change in its address, telephone number or facsimile number. 7.7 Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. Broker may not transfer or assign any of its obligations, rights or interests under this Agreement without the prior written consent of Advancial and any attempted or purported assignment without such consent shall be null and void.

13 page 9 of Severability. If any term, clause or provision of this Agreement shall be deemed invalid or unenforceable for any reason, the remainder of this Agreement shall remain valid and enforceable in accordance with its terms. The invalidity or unenforceability of any term, clause or provision in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction. 7.9 Waiver. No waiver of any provision of this Agreement or of the rights and obligations of the parties shall be effective unless in writing and signed by an authorized representative of the party waiving compliance. Any such waiver shall be effective only in the specific instance and for the specific purpose stated in such writing Attorneys' Fees. If any claim, legal action or any arbitration or other proceeding is brought for the enforcement of this Agreement or because of an alleged dispute, breach, default or misrepresentation in connection with any of the provisions of this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees and other costs incurred in that claim, action or proceeding, in addition to any other relief to which such party may be entitled Cooperation. The parties hereto each agree to use commercially reasonable efforts to cooperate fully with each other to perform all their duties hereunder and effectuate the purposes and intents of this Agreement; such cooperation shall include, but shall not be limited to, the correction of errors that may have arisen in connection with the origination of any Loan and provision of any and all information that may be requested regarding any of the Loans underwritten pursuant to this Agreement Entire Agreement. This Agreement is the final and exclusive statement of all agreements and understandings between the parties with respect to the subject matter described herein and all oral and written correspondence relating to the subject matter hereof, and any previous agreements entered into between Broker and Advancial, are superseded by this Agreement. No change, modification or alteration of this Agreement shall be effective unless in writing and signed by both parties Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one instrument. Facsimile signatures shall be deemed valid and binding to the same extent as the original Due Diligence and Information Related to Broker. Broker acknowledges and agrees that any information obtained by Advancial from Broker or otherwise in connection with Advancial s review and approval of Broker or any Loan submitted to Advancial for funding may be provided by Advancial to any of its subsidiaries and/or affiliates. With respect to any information related to a Loan submitted to Advancial for funding, Broker expressly consents to the release of such information by Advancial to its subsidiaries and/or affiliates which may have a need to know such information. Further, any other information provided by Broker to Advancial in connection with this Agreement, including, without limitation, any financial reports with respect to Broker, may be shared with and used by such subsidiaries and/or affiliates for similar purposes Changes, Updates and Amendments to Agreement. From time to time, and upon at least thirty (30) days prior notice to Broker, Advancial may change, update and/or amend the terms and conditions of this Agreement. Broker will be bound by such changes, updates and/or amendments upon the effective date of such notice without further need for acknowledgement or signature by Broker Communications with Broker. Broker acknowledges and agrees that Advancial may communicate with Broker and provide Broker with information related to this Agreement or otherwise by any means legally permissible, including, without limitation, telephone, electronic mail and facsimile. To the extent Advancial is required by applicable law to obtain Broker s prior consent to receive such communications from Advancial via any such means, Broker hereby grants Advancial such prior consent for any such applicable law and Advancial shall not be required to obtain any additional consents from Broker. By way of example but not limitation, Broker consents and agrees that Advancial may provide Broker with Loan pricing information and other information related to Advancial s Loan programs to the electronic address and/or facsimile number provided by Broker in Section 7.6 herein or any other electronic address and/or facsimile number that Broker may provide to Advancial for such purpose and that Advancial shall not be required to obtain any additional consents from Broker.

14 page 10 of Examination and Oversight by Regulators. Broker agrees that the services provided by Broker to Advancial under this Agreement may be subject to regulatory examination and oversight, including, without limitation, examination and oversight by the National Credit Union Administration ( NCUA ). Broker shall comply with all regulatory requirements of Advancial and Broker shall grant regulatory agencies, including, but not limited to, the NCUA, the right to audit the books and records of Broker during the term of this Agreement and for a period of two (2) years thereafter, in order to monitor or verify Broker s performance under and compliance with the terms of this Agreement. IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date first above written. ADVANCIAL FEDERAL CREDIT UNION By: Printed Name: Title: OWNER/BROKER OF RECORD By: Printed Name: Title: Rev. 06/13 Mortgage loans are originated by Advancial Federal Credit Union NMLS

15 Advancial offer several competitive Lender-Paid Compensation Plans. Modifications to compensation plan elections are accepted during an Advancial open election period which are offered during the months of June and December. You must execute a new Lender-Paid Compensation Agreement; otherwise, this election will automatically renew until the next open election period. If a new Lender-Paid Agreement is executed, it will take effect for loans submitted after the revised agreement has been approved by Advancial. LENDER-PAID COMPENSATION PLANS $15,000 Maximum Payment Loan Amount $1.5MM Loan Amount > $1.5MM PLAN Add to Rate Comp. Percent ($15k max) Add to Rate Comp. Payment A % 1.00% % $15k B % 1.50% % $15k C % 2.00% % $15k Please choose your compensation plan by checking one of the boxes below. PLAN A: 1.00% lender-paid comp for a 0.25% add to the par rate PLAN B: 1.50% lender-paid comp for a 0.375% add to the par rate PLAN C: 2.00% lender-paid comp for a 0.50% add to the par rate Borrower-Paid Compensation: Advancial allows borrower-paid compensation on a per loan basis if you allow your Loan Officers to choose this option. Advancial does not restrict the amount collected on borrower-paid compensation, as long as it is under applicable high cost limits. Signature Date Name Title Company Rev. 07/14 Mortgage loans are originated by Advancial Federal Credit Union NMLS

16 All approved Wholesale Loan Brokers must be aware that the principal owner(s) of a licensed mortgage broker bears the responsibility for all actions of the broker s employees. The broker is responsible for the content and quality of each application taken and each loan submitted to Advancial Federal Credit Union ( Advancial ). THE SUBMISSION OF A LOAN APPLICATION CONTAINING FALSE INFORMATION IS A CRIME! Types of Loan Fraud 1. Submission of inaccurate information, including false statements on loan application(s) and falsification of documents purporting to substantiate credit, employment, deposit and asset information, personal information including identity, ownership/non-ownership of real property etc. 2. Forgery of partially or predominantly accurate information. 3. Incorrect statements regarding current occupancy or intent to maintain minimum continuing occupancy as stated in the security instrument. 4. Lack of due diligence by broker/loan officer/interviewer/processor, including failure to obtain all information required by the application and failure to request further information as dictated by borrower s response to other questions. 5. Unquestioned acceptance of information or documentation that is known, should be known, or should be suspected to be inaccurate. A. Simultaneous or consecutive processing of multiple owner-occupied loans from one applicant supplying different information on each application. B. Allowing applicant or interested third party to assist with the processing of the loan. 6. Broker s non-disclosure of relevant information. Impact of Loan Fraud The effects of loan fraud are costly to all parties involved. Advancial stands behind the quality of its loan production. Fraudulent loans cannot be sold into the secondary market, and if sold, will require repurchase by Advancial. Fraudulent loans damage our reputation with our investors and mortgage insurance providers. The price paid by those who participate in loan fraud is even more costly. The following is a list of a few of the potential consequences that may be incurred. Potential Consequences to Broker 1. Criminal prosecution 2. Loss of broker s license 3. Loss of lender access due to exchange of information between lenders, mortgage insurance companies including submission of information to investors (Freddie Mac/Fannie Mae), police agencies, and state licensing agencies 4. Civil action by Advancial 5. Civil action by applicant/borrower or other parties to the transaction 6. Loss of approval status with Advancial I have read the foregoing and understand Advancial Federal Credit Union s position on loan fraud. Principal Officer Signature Print Name Date Rev. 06/13 Mortgage loans are originated by Advancial Federal Credit Union NMLS

17 I hereby certify that I am the Secretary and keeper of the records and minutes of proceedings of the Board of Directors of (the "Corporation"), duly organized and existing under the laws of the State of, that on, 20, there was a duly and legally held meeting of the Board of Directors of the Corporation at which a quorum of the Directors was present and acting throughout, and that at such meeting (or pursuant to a unanimous consent by all Directors in lieu of such a meeting), the following Resolutions were duly and legally adopted and have not been revoked, altered, or amended: RESOLVED, that the officers and agents of this Corporation appointed and named below are hereby authorized in the name of and on behalf of the Corporation to enter into an agreement with Advancial Federal Credit Union (the Credit Union ) and its operating subsidiaries to broker real estate loans, and that these individuals are each and severally authorized to sign on said agreement and on behalf of the Corporation and to effect any changes with respect thereto. RESOLVED, that these individuals are each and severally authorized to enter into commitments with the Credit Union and to execute any and all other documents on behalf of this Corporation. RESOLVED, this Corporation is authorized to sign an agreement as required by the Credit Union. RESOLVED, that this authorization shall remain in force until the Credit Union receives, at its office, a certified copy of a resolution of this Corporation to the contrary, revoking all previous authorizations heretofore given. The revocation of previous authorizations, with respect to said account, shall not affect the validity of any item signed by the person or persons at the time authorized to act. Authorized Officer Signature Authorized Officer Name IN WITNESS THEREOF, I have hereunto set my hand as Secretary of the Corporation this day of, 20. Secretary Signature Secretary Print Name Rev. 06/13 Mortgage loans are originated by Advancial Federal Credit Union NMLS

18 Form W-9 (Rev. December 2011) Department of the Treasury Internal Revenue Service Name (as shown on your income tax return) Request for Taxpayer Identification Number and Certification Give Form to the requester. Do not send to the IRS. Print or type See Specific Instructions on page 2. Business name/disregarded entity name, if different from above Check appropriate box for federal tax classification: Individual/sole proprietor C Corporation S Corporation Partnership Trust/estate Exempt payee Limited liability company. Enter the tax classification (C=C corporation, S=S corporation, P=partnership) Other (see instructions) Address (number, street, and apt. or suite no.) Requester s name and address (optional) City, state, and ZIP code List account number(s) here (optional) Part I Taxpayer Identification Number (TIN) Enter your TIN in the appropriate box. The TIN provided must match the name given on the Name line to avoid backup withholding. For individuals, this is your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the Part I instructions on page 3. For other entities, it is your employer identification number (EIN). If you do not have a number, see How to get a TIN on page 3. Note. If the account is in more than one name, see the chart on page 4 for guidelines on whose number to enter. Social security number Employer identification number Part II Certification Under penalties of perjury, I certify that: 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me), and 2. I am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding, and 3. I am a U.S. citizen or other U.S. person (defined below). Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the instructions on page 4. Sign Here Signature of U.S. person General Instructions Section references are to the Internal Revenue Code unless otherwise noted. Purpose of Form A person who is required to file an information return with the IRS must obtain your correct taxpayer identification number (TIN) to report, for example, income paid to you, real estate transactions, mortgage interest you paid, acquisition or abandonment of secured property, cancellation of debt, or contributions you made to an IRA. Use Form W-9 only if you are a U.S. person (including a resident alien), to provide your correct TIN to the person requesting it (the requester) and, when applicable, to: 1. Certify that the TIN you are giving is correct (or you are waiting for a number to be issued), 2. Certify that you are not subject to backup withholding, or 3. Claim exemption from backup withholding if you are a U.S. exempt payee. If applicable, you are also certifying that as a U.S. person, your allocable share of any partnership income from a U.S. trade or business is not subject to the withholding tax on foreign partners share of effectively connected income. Date Note. If a requester gives you a form other than Form W-9 to request your TIN, you must use the requester s form if it is substantially similar to this Form W-9. Definition of a U.S. person. For federal tax purposes, you are considered a U.S. person if you are: An individual who is a U.S. citizen or U.S. resident alien, A partnership, corporation, company, or association created or organized in the United States or under the laws of the United States, An estate (other than a foreign estate), or A domestic trust (as defined in Regulations section ). Special rules for partnerships. Partnerships that conduct a trade or business in the United States are generally required to pay a withholding tax on any foreign partners share of income from such business. Further, in certain cases where a Form W-9 has not been received, a partnership is required to presume that a partner is a foreign person, and pay the withholding tax. Therefore, if you are a U.S. person that is a partner in a partnership conducting a trade or business in the United States, provide Form W-9 to the partnership to establish your U.S. status and avoid withholding on your share of partnership income. Cat. No X Form W-9 (Rev )

19 Form W-9 (Rev ) Page 2 The person who gives Form W-9 to the partnership for purposes of establishing its U.S. status and avoiding withholding on its allocable share of net income from the partnership conducting a trade or business in the United States is in the following cases: The U.S. owner of a disregarded entity and not the entity, The U.S. grantor or other owner of a grantor trust and not the trust, and The U.S. trust (other than a grantor trust) and not the beneficiaries of the trust. Foreign person. If you are a foreign person, do not use Form W-9. Instead, use the appropriate Form W-8 (see Publication 515, Withholding of Tax on Nonresident Aliens and Foreign Entities). Nonresident alien who becomes a resident alien. Generally, only a nonresident alien individual may use the terms of a tax treaty to reduce or eliminate U.S. tax on certain types of income. However, most tax treaties contain a provision known as a saving clause. Exceptions specified in the saving clause may permit an exemption from tax to continue for certain types of income even after the payee has otherwise become a U.S. resident alien for tax purposes. If you are a U.S. resident alien who is relying on an exception contained in the saving clause of a tax treaty to claim an exemption from U.S. tax on certain types of income, you must attach a statement to Form W-9 that specifies the following five items: 1. The treaty country. Generally, this must be the same treaty under which you claimed exemption from tax as a nonresident alien. 2. The treaty article addressing the income. 3. The article number (or location) in the tax treaty that contains the saving clause and its exceptions. 4. The type and amount of income that qualifies for the exemption from tax. 5. Sufficient facts to justify the exemption from tax under the terms of the treaty article. Example. Article 20 of the U.S.-China income tax treaty allows an exemption from tax for scholarship income received by a Chinese student temporarily present in the United States. Under U.S. law, this student will become a resident alien for tax purposes if his or her stay in the United States exceeds 5 calendar years. However, paragraph 2 of the first Protocol to the U.S.-China treaty (dated April 30, 1984) allows the provisions of Article 20 to continue to apply even after the Chinese student becomes a resident alien of the United States. A Chinese student who qualifies for this exception (under paragraph 2 of the first protocol) and is relying on this exception to claim an exemption from tax on his or her scholarship or fellowship income would attach to Form W-9 a statement that includes the information described above to support that exemption. If you are a nonresident alien or a foreign entity not subject to backup withholding, give the requester the appropriate completed Form W-8. What is backup withholding? Persons making certain payments to you must under certain conditions withhold and pay to the IRS a percentage of such payments. This is called backup withholding. Payments that may be subject to backup withholding include interest, tax-exempt interest, dividends, broker and barter exchange transactions, rents, royalties, nonemployee pay, and certain payments from fishing boat operators. Real estate transactions are not subject to backup withholding. You will not be subject to backup withholding on payments you receive if you give the requester your correct TIN, make the proper certifications, and report all your taxable interest and dividends on your tax return. Payments you receive will be subject to backup withholding if: 1. You do not furnish your TIN to the requester, 2. You do not certify your TIN when required (see the Part II instructions on page 3 for details), 3. The IRS tells the requester that you furnished an incorrect TIN, 4. The IRS tells you that you are subject to backup withholding because you did not report all your interest and dividends on your tax return (for reportable interest and dividends only), or 5. You do not certify to the requester that you are not subject to backup withholding under 4 above (for reportable interest and dividend accounts opened after 1983 only). Certain payees and payments are exempt from backup withholding. See the instructions below and the separate Instructions for the Requester of Form W-9. Also see Special rules for partnerships on page 1. Updating Your Information You must provide updated information to any person to whom you claimed to be an exempt payee if you are no longer an exempt payee and anticipate receiving reportable payments in the future from this person. For example, you may need to provide updated information if you are a C corporation that elects to be an S corporation, or if you no longer are tax exempt. In addition, you must furnish a new Form W-9 if the name or TIN changes for the account, for example, if the grantor of a grantor trust dies. Penalties Failure to furnish TIN. If you fail to furnish your correct TIN to a requester, you are subject to a penalty of $50 for each such failure unless your failure is due to reasonable cause and not to willful neglect. Civil penalty for false information with respect to withholding. If you make a false statement with no reasonable basis that results in no backup withholding, you are subject to a $500 penalty. Criminal penalty for falsifying information. Willfully falsifying certifications or affirmations may subject you to criminal penalties including fines and/or imprisonment. Misuse of TINs. If the requester discloses or uses TINs in violation of federal law, the requester may be subject to civil and criminal penalties. Specific Instructions Name If you are an individual, you must generally enter the name shown on your income tax return. However, if you have changed your last name, for instance, due to marriage without informing the Social Security Administration of the name change, enter your first name, the last name shown on your social security card, and your new last name. If the account is in joint names, list first, and then circle, the name of the person or entity whose number you entered in Part I of the form. Sole proprietor. Enter your individual name as shown on your income tax return on the Name line. You may enter your business, trade, or doing business as (DBA) name on the Business name/disregarded entity name line. Partnership, C Corporation, or S Corporation. Enter the entity's name on the Name line and any business, trade, or doing business as (DBA) name on the Business name/disregarded entity name line. Disregarded entity. Enter the owner's name on the Name line. The name of the entity entered on the Name line should never be a disregarded entity. The name on the Name line must be the name shown on the income tax return on which the income will be reported. For example, if a foreign LLC that is treated as a disregarded entity for U.S. federal tax purposes has a domestic owner, the domestic owner's name is required to be provided on the Name line. If the direct owner of the entity is also a disregarded entity, enter the first owner that is not disregarded for federal tax purposes. Enter the disregarded entity's name on the Business name/disregarded entity name line. If the owner of the disregarded entity is a foreign person, you must complete an appropriate Form W-8. Note. Check the appropriate box for the federal tax classification of the person whose name is entered on the Name line (Individual/sole proprietor, Partnership, C Corporation, S Corporation, Trust/estate). Limited Liability Company (LLC). If the person identified on the Name line is an LLC, check the Limited liability company box only and enter the appropriate code for the tax classification in the space provided. If you are an LLC that is treated as a partnership for federal tax purposes, enter P for partnership. If you are an LLC that has filed a Form 8832 or a Form 2553 to be taxed as a corporation, enter C for C corporation or S for S corporation. If you are an LLC that is disregarded as an entity separate from its owner under Regulation section (except for employment and excise tax), do not check the LLC box unless the owner of the LLC (required to be identified on the Name line) is another LLC that is not disregarded for federal tax purposes. If the LLC is disregarded as an entity separate from its owner, enter the appropriate tax classification of the owner identified on the Name line.

20 Form W-9 (Rev ) Page 3 Other entities. Enter your business name as shown on required federal tax documents on the Name line. This name should match the name shown on the charter or other legal document creating the entity. You may enter any business, trade, or DBA name on the Business name/ disregarded entity name line. Exempt Payee If you are exempt from backup withholding, enter your name as described above and check the appropriate box for your status, then check the Exempt payee box in the line following the Business name/ disregarded entity name, sign and date the form. Generally, individuals (including sole proprietors) are not exempt from backup withholding. Corporations are exempt from backup withholding for certain payments, such as interest and dividends. Note. If you are exempt from backup withholding, you should still complete this form to avoid possible erroneous backup withholding. The following payees are exempt from backup withholding: 1. An organization exempt from tax under section 501(a), any IRA, or a custodial account under section 403(b)(7) if the account satisfies the requirements of section 401(f)(2), 2. The United States or any of its agencies or instrumentalities, 3. A state, the District of Columbia, a possession of the United States, or any of their political subdivisions or instrumentalities, 4. A foreign government or any of its political subdivisions, agencies, or instrumentalities, or 5. An international organization or any of its agencies or instrumentalities. Other payees that may be exempt from backup withholding include: 6. A corporation, 7. A foreign central bank of issue, 8. A dealer in securities or commodities required to register in the United States, the District of Columbia, or a possession of the United States, 9. A futures commission merchant registered with the Commodity Futures Trading Commission, 10. A real estate investment trust, 11. An entity registered at all times during the tax year under the Investment Company Act of 1940, 12. A common trust fund operated by a bank under section 584(a), 13. A financial institution, 14. A middleman known in the investment community as a nominee or custodian, or 15. A trust exempt from tax under section 664 or described in section The following chart shows types of payments that may be exempt from backup withholding. The chart applies to the exempt payees listed above, 1 through 15. IF the payment is for... Interest and dividend payments THEN the payment is exempt for... All exempt payees except for 9 Broker transactions Exempt payees 1 through 5 and 7 through 13. Also, C corporations. Barter exchange transactions and patronage dividends Payments over $600 required to be reported and direct sales over $5,000 1 Exempt payees 1 through 5 Generally, exempt payees 1 through 7 2 Part I. Taxpayer Identification Number (TIN) Enter your TIN in the appropriate box. If you are a resident alien and you do not have and are not eligible to get an SSN, your TIN is your IRS individual taxpayer identification number (ITIN). Enter it in the social security number box. If you do not have an ITIN, see How to get a TIN below. If you are a sole proprietor and you have an EIN, you may enter either your SSN or EIN. However, the IRS prefers that you use your SSN. If you are a single-member LLC that is disregarded as an entity separate from its owner (see Limited Liability Company (LLC) on page 2), enter the owner s SSN (or EIN, if the owner has one). Do not enter the disregarded entity s EIN. If the LLC is classified as a corporation or partnership, enter the entity s EIN. Note. See the chart on page 4 for further clarification of name and TIN combinations. How to get a TIN. If you do not have a TIN, apply for one immediately. To apply for an SSN, get Form SS-5, Application for a Social Security Card, from your local Social Security Administration office or get this form online at You may also get this form by calling Use Form W-7, Application for IRS Individual Taxpayer Identification Number, to apply for an ITIN, or Form SS-4, Application for Employer Identification Number, to apply for an EIN. You can apply for an EIN online by accessing the IRS website at and clicking on Employer Identification Number (EIN) under Starting a Business. You can get Forms W-7 and SS-4 from the IRS by visiting IRS.gov or by calling TAX-FORM ( ). If you are asked to complete Form W-9 but do not have a TIN, write Applied For in the space for the TIN, sign and date the form, and give it to the requester. For interest and dividend payments, and certain payments made with respect to readily tradable instruments, generally you will have 60 days to get a TIN and give it to the requester before you are subject to backup withholding on payments. The 60-day rule does not apply to other types of payments. You will be subject to backup withholding on all such payments until you provide your TIN to the requester. Note. Entering Applied For means that you have already applied for a TIN or that you intend to apply for one soon. Caution: A disregarded domestic entity that has a foreign owner must use the appropriate Form W-8. Part II. Certification To establish to the withholding agent that you are a U.S. person, or resident alien, sign Form W-9. You may be requested to sign by the withholding agent even if item 1, below, and items 4 and 5 on page 4 indicate otherwise. For a joint account, only the person whose TIN is shown in Part I should sign (when required). In the case of a disregarded entity, the person identified on the Name line must sign. Exempt payees, see Exempt Payee on page 3. Signature requirements. Complete the certification as indicated in items 1 through 3, below, and items 4 and 5 on page Interest, dividend, and barter exchange accounts opened before 1984 and broker accounts considered active during You must give your correct TIN, but you do not have to sign the certification. 2. Interest, dividend, broker, and barter exchange accounts opened after 1983 and broker accounts considered inactive during You must sign the certification or backup withholding will apply. If you are subject to backup withholding and you are merely providing your correct TIN to the requester, you must cross out item 2 in the certification before signing the form. 3. Real estate transactions. You must sign the certification. You may cross out item 2 of the certification. 1 See Form 1099-MISC, Miscellaneous Income, and its instructions. 2 However, the following payments made to a corporation and reportable on Form 1099-MISC are not exempt from backup withholding: medical and health care payments, attorneys' fees, gross proceeds paid to an attorney, and payments for services paid by a federal executive agency.

21 Form W-9 (Rev ) Page 4 4. Other payments. You must give your correct TIN, but you do not have to sign the certification unless you have been notified that you have previously given an incorrect TIN. Other payments include payments made in the course of the requester s trade or business for rents, royalties, goods (other than bills for merchandise), medical and health care services (including payments to corporations), payments to a nonemployee for services, payments to certain fishing boat crew members and fishermen, and gross proceeds paid to attorneys (including payments to corporations). 5. Mortgage interest paid by you, acquisition or abandonment of secured property, cancellation of debt, qualified tuition program payments (under section 529), IRA, Coverdell ESA, Archer MSA or HSA contributions or distributions, and pension distributions. You must give your correct TIN, but you do not have to sign the certification. What Name and Number To Give the Requester For this type of account: Give name and SSN of: 1. Individual The individual 2. Two or more individuals (joint The actual owner of the account or, account) if combined funds, the first individual on the account 1 3. Custodian account of a minor The minor 2 (Uniform Gift to Minors Act) 4. a. The usual revocable savings The grantor-trustee 1 trust (grantor is also trustee) b. So-called trust account that is The actual owner 1 not a legal or valid trust under state law 5. Sole proprietorship or disregarded The owner 3 entity owned by an individual 6. Grantor trust filing under Optional The grantor* Form 1099 Filing Method 1 (see Regulation section (b)(2)(i)(A)) For this type of account: Give name and EIN of: 7. Disregarded entity not owned by an The owner individual 8. A valid trust, estate, or pension trust Legal entity 4 9. Corporation or LLC electing The corporation corporate status on Form 8832 or Form Association, club, religious, The organization charitable, educational, or other tax-exempt organization 11. Partnership or multi-member LLC The partnership 12. A broker or registered nominee The broker or nominee 13. Account with the Department of The public entity Agriculture in the name of a public entity (such as a state or local government, school district, or prison) that receives agricultural program payments 14. Grantor trust filing under the Form The trust 1041 Filing Method or the Optional Form 1099 Filing Method 2 (see Regulation section (b)(2)(i)(B)) Note. If no name is circled when more than one name is listed, the number will be considered to be that of the first name listed. Secure Your Tax Records from Identity Theft Identity theft occurs when someone uses your personal information such as your name, social security number (SSN), or other identifying information, without your permission, to commit fraud or other crimes. An identity thief may use your SSN to get a job or may file a tax return using your SSN to receive a refund. To reduce your risk: Protect your SSN, Ensure your employer is protecting your SSN, and Be careful when choosing a tax preparer. If your tax records are affected by identity theft and you receive a notice from the IRS, respond right away to the name and phone number printed on the IRS notice or letter. If your tax records are not currently affected by identity theft but you think you are at risk due to a lost or stolen purse or wallet, questionable credit card activity or credit report, contact the IRS Identity Theft Hotline at or submit Form For more information, see Publication 4535, Identity Theft Prevention and Victim Assistance. Victims of identity theft who are experiencing economic harm or a system problem, or are seeking help in resolving tax problems that have not been resolved through normal channels, may be eligible for Taxpayer Advocate Service (TAS) assistance. You can reach TAS by calling the TAS toll-free case intake line at or TTY/TDD Protect yourself from suspicious s or phishing schemes. Phishing is the creation and use of and websites designed to mimic legitimate business s and websites. The most common act is sending an to a user falsely claiming to be an established legitimate enterprise in an attempt to scam the user into surrendering private information that will be used for identity theft. The IRS does not initiate contacts with taxpayers via s. Also, the IRS does not request personal detailed information through or ask taxpayers for the PIN numbers, passwords, or similar secret access information for their credit card, bank, or other financial accounts. If you receive an unsolicited claiming to be from the IRS, forward this message to [email protected]. You may also report misuse of the IRS name, logo, or other IRS property to the Treasury Inspector General for Tax Administration at You can forward suspicious s to the Federal Trade Commission at: [email protected] or contact them at or IDTHEFT ( ). Visit IRS.gov to learn more about identity theft and how to reduce your risk. 1 List first and circle the name of the person whose number you furnish. If only one person on a joint account has an SSN, that person s number must be furnished. 2 Circle the minor s name and furnish the minor s SSN. 3 You must show your individual name and you may also enter your business or DBA name on the Business name/disregarded entity name line. You may use either your SSN or EIN (if you have one), but the IRS encourages you to use your SSN. 4 List first and circle the name of the trust, estate, or pension trust. (Do not furnish the TIN of the personal representative or trustee unless the legal entity itself is not designated in the account title.) Also see Special rules for partnerships on page 1. *Note. Grantor also must provide a Form W-9 to trustee of trust. Privacy Act Notice Section 6109 of the Internal Revenue Code requires you to provide your correct TIN to persons (including federal agencies) who are required to file information returns with the IRS to report interest, dividends, or certain other income paid to you; mortgage interest you paid; the acquisition or abandonment of secured property; the cancellation of debt; or contributions you made to an IRA, Archer MSA, or HSA. The person collecting this form uses the information on the form to file information returns with the IRS, reporting the above information. Routine uses of this information include giving it to the Department of Justice for civil and criminal litigation and to cities, states, the District of Columbia, and U.S. possessions for use in administering their laws. The information also may be disclosed to other countries under a treaty, to federal and state agencies to enforce civil and criminal laws, or to federal law enforcement and intelligence agencies to combat terrorism. You must provide your TIN whether or not you are required to file a tax return. Under section 3406, payers must generally withhold a percentage of taxable interest, dividend, and certain other payments to a payee who does not give a TIN to the payer. Certain penalties may also apply for providing false or fraudulent information.