Multifamily Lender Memo

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					                                                              Multifamily Legal

                                                            2011 Multifamily
                                                         Form Loan Documents

Date:            August 2, 2011

To:              Fannie Mae Multifamily Lenders

From:            Gary K. Fordyce, Associate General Counsel

Subject:         Lender Memo 11-06 | Fannie Mae Multifamily Form Mortgage Loan Documents




                                          Highlights
           Fannie Mae announces updated additional guidance on the use of the 2011
            Multifamily Form Mortgage Loan Documents.
           New 2011 Fannie Mae Multifamily Form Mortgage Loan documents now available.
           Revisions to certain of the previously published 2011 Fannie Mae Form Mortgage
            Loan documents now available.



We are pleased to announce the publication of additional 2011 Fannie Mae Multifamily form
Mortgage Loan documents (the "2011 Loan Documents"). The newly published documents
include:

         Consolidated, Amended and Restated Multifamily Note (Florida), Form 6010.CAR.FL
         Amended and Restated Multifamily Note (Maryland), Form 6010.AR.MD
         Modifications to Multifamily Loan and Security Agreement (Restabilization Reserve),
          Form 6233
         Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda –
          Summary of Loan Terms (Restabilization Reserve), Form 6102.18
         Modifications to Multifamily Loan and Security Agreement (New York Gap Note
          Modifications), Form 6234
         Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda –
          Summary of Loan Terms (New York Gap Note Modifications) (Interest Rate Type –
          Fixed Rate), Form 6102.19.FR
         Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda –
          Summary of Loan Terms (New York Gap Note Modifications) (Interest Rate Type –
          Fixed+1), Form 6102.19.F+1




Lender Memo 11-06                            1                                            08/02/11
       Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda –
        Summary of Loan Terms (New York Gap Note Modifications) (Interest Rate Type –
        ARM) Form 6102.19.ARM
       Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda –
        Summary of Loan Terms (New York Gap Note Modifications) (Interest Rate Type –
        Hybrid ARM), Form 6102.19.HYARM
       Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda –
        Summary of Loan Terms (New York Gap Note Modifications) (Interest Rate Type –
        Structured ARM), Form 6102.19.SARM

We are also revising certain of the 2011 Loan Documents previously published to make various
ministerial, corrective or conforming changes. Please see Exhibit A attached hereto for a
complete list of the 2011 Loan Documents that are being concurrently revised with this Lender
Memo. Both the newly published 2011 Loan Documents and clean versions of the revised 2011
Loan Documents are now available on the 2011 Loan Documents page on eFannieMae.com.
Redlined versions of the revised 2011 Loan Documents are attached via the links provided in
Exhibit A.

We are also revising the additional guidance regarding the loan documentation requirements for
the various interest rate types, asset classes, special product features and execution types set
forth in Lender Memo 11-03. Please see Exhibit B attached hereto for such updated guidance.
This Lender Memo supersedes Lender Memo 11-03.

This Lender Memo is effective immediately.

If you have questions regarding this Lender Memo or the 2011 Loan Documents, please contact
your Deal Team or either of the following individuals:

        Brian S. McEvoy at (202) 752-7594 or brian_s_mcevoy@fanniemae.com

        Gary K. Fordyce at (202) 752-8265 or gary_fordyce@fanniemae.com




Lender Memo 11-06                            2                                            08/02/11
                                          EXHIBIT A

            REVISED 2011 MULTIFAMILY FORM MORTGAGE LOAN DOCUMENTS

       Guaranty of Non-Recourse Obligations, Form 6015; (redline version)
       Guaranty (Payment), Form 6020; (redline version)
       Multifamily Security Instrument (New York Mortgage), Form6025.NY; (redline version)
       Environmental Indemnity Agreement, Form 6085; (redline version)
       Environmental Indemnity Agreement (Maryland IDOT), Form 6085.IDOT; (redline
        version)
       Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule (Interest
        Rate Type – Fixed Rate), Form 6101.FR; (redline version)
       Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule (Interest
        Rate Type – Fixed+1), Form 6101.F+1; (redline version)
       Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule (Interest
        Rate Type – ARM), Form 6101.ARM; (redline version)
       Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule (Interest
        Rate Type – Hybrid ARM), Form 6101.HYARM; (redline version)
       Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule (Interest
        Rate Type – Structured SARM) , Form 6101.SARM; (redline version)
       Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule (Interest
        Rate Type – Fixed Rate) (Seniors Housing) , Form 6101.FR.SRS; (redline version)
       Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule (Interest
        Rate Type – Fixed+1) (Seniors Housing) , Form 6101.F+1.SRS; (redline version)
       Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule (Interest
        Rate Type – ARM) (Seniors Housing) , Form 6101.ARM.SRS; (redline version)
       Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule (Interest
        Rate Type – Hybrid ARM) (Seniors Housing), Form 6101.HYARM.SRS; (redline version)
       Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule (Interest
        Rate Type – Structured ARM) (Seniors Housing), Form 6101.SARM.SRS; (redline
        version)
       Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule (Interest
        Rate Type – Fixed Rate) (Maryland IDOT), Form 6101.FR.IDOT; (redline version)
       Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule (Interest
        Rate Type – Fixed+1) (Maryland IDOT), Form 6101.F+1.IDOT; (redline version)
       Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule (Interest
        Rate Type – ARM) (Maryland IDOT), Form 6101.ARM.IDOT; (redline version)
       Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule (Interest
        Rate Type – Hybrid ARM) (Maryland IDOT), Form 6101.HYARM.IDOT; (redline version)
       Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule (Interest
        Rate Type – Structured ARM), Form 6101.SARM.IDOT; (redline version)
       Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan Terms
        (Interest Rate Type – Fixed Rate), Form 6102.FR; (redline version)
       Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan Terms
        (Interest Rate Type – Fixed+1), Form 6102.F+1; (redline version)
       Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan Terms
        (Interest Rate Type – ARM), Form 6102.ARM; (redline version)
       Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan Terms
        (Interest Rate Type – Hybrid ARM), Form 6102.HYARM; (redline version)



Lender Memo 11-06                          3                                            08/02/11
       Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan Terms
        (Interest Rate Type – Structured ARM), Form 6102.SARM; (redline version)
       Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan Terms
        (Interest Rate Type – Fixed Rate) (Seniors Housing), Form 6102.FR.SRS; (redline
        version)
       Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan Terms
        (Interest Rate Type – Fixed+1) (Seniors Housing), Form 6102.F+1.SRS; (redline
        version)
       Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan Terms
        (Interest Rate Type – ARM) (Seniors Housing), Form 6102.ARM.SRS; (redline version)
       Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan Terms
        (Interest Rate Type – Hybrid ARM) (Seniors Housing), Form 6102.HYARM.SRS; (redline
        version)
       Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan Terms
        (Interest Rate Type – Structured ARM) (Seniors Housing), Form 6102.SARM.SRS;
        (redline version)
       Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan Terms
        (Interest Rate Type – Fixed Rate) (Maryland IDOT), Form 6102.FR.IDOT; (redline
        version)
       Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan Terms
        (Interest Rate Type – Fixed+1) (Maryland IDOT), Form 6102.F+1.IDOT; (redline version)
       Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan Terms
        (Interest Rate Type – ARM) (Maryland IDOT), Form 6102.ARM.IDOT; (redline version)
       Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan Terms
        (Interest Rate Type – Hybrid ARM) (Maryland IDOT), Form 6102.HYARM.IDOT; (redline
        version)
       Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan Terms
        (Interest Rate Type – Structured ARM) (Maryland IDOT), Form 6102.SARM.IDOT;
        (redline version)
       Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda –
        Summary of Loan Terms (Supplemental Lien – Refi Plus – Senior Loan Terms), Form
        6102.08; (redline version)
       Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda –
        Summary of Loan Terms (Supplemental Lien – Senior Loan Terms), Form 6102.09 ;
        (redline version)
       Modifications to Multifamily Loan and Security Agreement (Ground Lease Defaults),
        Form 6206; (redline version)
       Modifications to Multifamily Loan and Security Agreement (Section 8 Hap Contract),
        Form 6216; (redline version)
       Modifications to Multifamily Security Instrument (Ground Lease Provisions), Form 6308
        (redline version)
       Assignment of Housing Assistance Payments Contract, Form 6403; (redline version)
       Assignment of Housing Assistance Payments Contract (Credit Enhancements), Form
        6404; (redline version)
       Consent to Assignment of Housing Assistance Payments (HAP) Agreement, Form 6412;
        (redline version)
       Asbestos Operations and Maintenance Agreement and Plan, Form 6418; (redline
        version) and
       Lead-Based Paint Operations and Maintenance Agreement and Plan, Form 6419
        (redline version)


Lender Memo 11-06                          4                                           08/02/11
                                          EXHIBIT B

                         LOAN DOCUMENTATION REQUIREMENTS


This list covers Loan Documents only. Please refer to the Mortgage Loan Delivery
Package Table of Contents, Form 6502, for additional non-Loan Document delivery
requirements.

I.   Core Loan Documents.           Each Mortgage Loan shall require the following Loan
Documents:

1)      Multifamily Mortgage Loan and Security Agreement (6001 series) (the “Loan
        Agreement”)
        [For Schedules 1 – 4, see Section II below. Schedules 5-7 are embedded in the Loan
        Agreement.];
2)      Multifamily Note endorsed to Fannie Mae (6010 series) (the “Note”);
        a)     For Florida properties, if Lender has agreed to consolidate an existing loan on
               the Property with a new loan, include the Consolidated, Amended and Restated
               Multifamily Note (6010.CAR.FL) in lieu of the 6010 form; and/or
        b)     For Maryland properties, if Lender has agreed to amend and restate an existing
               loan on the Property with a new loan, include the Amended and Restated
               Multifamily Note (6010.AR.MD) in lieu of the 6010 form;
3)      Environmental Indemnity Agreement (6085);
4)      Multifamily Security Instrument (6025 series);
        a)     For New York properties, if Lender has agreed to consolidate an existing loan on
               the Property with a new loan, include Consolidation, Extension and Modification
               Agreement (6025.NY.CEMA) in addition to the 6025.NY form;
        b)     For Florida properties, if Lender has agreed to consolidate an existing loan on
               the Property with a new loan, include the Consolidated, Amended and Restated
               Mortgage (6025.FL.AR) in lieu of the 6025.FL form; and/or
        c)     For Maryland properties, if Lender has agreed to amend and restate an existing
               loan on the Property with a new loan, include the Amended and Restated
               Mortgage (6025.MD.AR) in lieu of the 6025.MD form;
5)      Assignment of Security Instrument;
6)      Opinion of Borrower’s Counsel on Origination of Mortgage Loan with Enforceability
        Opinion (6401);
7)      UCC Financing Statements (UCC-1s) and Assignments of UCC Financing Statements
        (UCC-3s) – with Schedule A to UCC Financing Statement (6421); and
8)      Assignment of Collateral Agreements and Other Loan Documents (6402).

        The following Loan Documents shall be used as and when required:

9)      Guaranty of Non-Recourse Obligations (6015);
10)     Guaranty (Payment) (6020); and/or
11)     Assignment of Management Agreement (6405).

II.    Loan Agreement Schedules for Interest Rate Types. The following Schedules are
required to be attached to the Loan Agreement for each Interest Rate Type:




Lender Memo 11-06                          5                                     08/02/11
1)      Fixed Rate

        a)      Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule
                (Interest Rate Type – Fixed Rate) (6101.FR);
        b)      Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan
                Terms (Interest Rate Type – Fixed Rate) (6102.FR);
        c)      Schedule 3 to Multifamily Loan and Security Agreement – Interest Rate Type
                Provisions (Fixed Rate) (6103.FR); and
        d)      Schedule 4 to Multifamily Loan and Security Agreement (choose only the
                applicable one):
                i)      Schedule 4 to Multifamily Loan and Security Agreement (Prepayment
                        Premium Schedule – Standard Yield Maintenance – Fixed Rate)
                        (6104.01);
                ii)     Schedule 4 to Multifamily Loan and Security Agreement (Prepayment
                        Premium Schedule – Yield Maintenance T+50 – Fixed Rate) (6104.03);
                iii)    Schedule 4 to Multifamily Loan and Security Agreement (Prepayment
                        Premium Schedule – Graduated Prepayment Premium – 5 Year Fixed
                        Rate) (6104.05);
                iv)     Schedule 4 to Multifamily Loan and Security Agreement (Prepayment
                        Premium Schedule – Graduated Prepayment Premium – 7 Year Fixed)
                        (6104.06); or
                v)      Schedule 4 to Multifamily Loan and Security Agreement (Prepayment
                        Premium Schedule – Graduated Prepayment Premium – 10 Year Fixed
                        Rate) (6104.07).

2)      Fixed +1

        a)      Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule
                (Interest Rate Type – Fixed+1) (6101.F+1);
        b)      Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan
                Terms (Interest Rate Type – Fixed +1) (6102.F+1);
        c)      Schedule 3 to Multifamily Loan and Security Agreement – Interest Rate Type
                Provisions (Fixed + 1) (6103.F+1); and
        d)      Schedule 4 to Multifamily Loan and Security Agreement (choose only the
                applicable one):
                i)      Schedule 4 to Multifamily Loan and Security Agreement (Prepayment
                        Premium Schedule – Standard Yield Maintenance – Fixed+1, HYARM)
                        (6104.02); or
                ii)     Schedule 4 to Multifamily Loan and Security Agreement (Prepayment
                        Premium Schedule – Yield Maintenance T+50 – Fixed+1) (6104.04).

3)      ARM (1-Month and 3-Month LIBOR)

        a)      Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule
                (Interest Rate Type – ARM) (6101.ARM);
        b)      Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan
                Terms (Interest Rate Type – ARM) (6102.ARM);
        c)      Schedule 3 to Multifamily Loan and Security Agreement – Interest Rate Type
                Provisions (ARM) (6103.ARM); and
        d)      Schedule 4 to Multifamily Loan and Security Agreement (choose only the
                applicable one):


Lender Memo 11-06                          6                                   08/02/11
                i)    Schedule 4 to Multifamily Loan and Security Agreement (Prepayment
                      Premium Schedule – Graduated Prepayment Premium – ARM, SARM)
                      (6104.10); or
                ii)   Schedule 4 to Multifamily Loan and Security Agreement (Prepayment
                      Premium Schedule – 1% Prepayment Premium – ARM, SARM)
                      (6104.11).

        For ARM Loans with a conversion option, see Section III.1) below for additional Loan
        Document requirements at conversion.

4)      Structured ARM

        a)      Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule
                (Interest Rate Type – SARM) (6101.SARM);
        b)      Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan
                Terms (Interest Rate Type – SARM) (6102.SARM);
        c)      Schedule 3 to Multifamily Loan and Security Agreement – Interest Rate Type
                Provisions (SARM) (6103.SARM);
        d)      Schedule 4 to Multifamily Loan and Security Agreement (choose only the
                applicable one):
                i)      Schedule 4 to Multifamily Loan and Security Agreement (Prepayment
                        Premium Schedule – Graduated Prepayment Premium – ARM, SARM)
                        (6104.10); or
                ii)     Schedule 4 to Multifamily Loan and Security Agreement (Prepayment
                        Premium Schedule – 1% Prepayment Premium – ARM, SARM)
                        (6104.11);
        e)      Interest Rate Cap, Reserve and Security Agreement (6442); and
        f)      Form of Opinion of Counsel to Issuer of Rate Cap Agreement (6444).

        For Structured ARM Loans with a conversion option, see Section III.2) below for
        additional Loan Document requirements at conversion.

5)      Hybrid ARM.

        a)      Schedule 1 to Multifamily Loan and Security Agreement – Definitions Schedule
                (Interest Rate Type – HYARM) (6101.HYARM);
        b)      Schedule 2 to Multifamily Loan and Security Agreement – Summary of Loan
                Terms (Interest Rate Type – HYARM) (6102.HYARM);
        c)      Schedule 3 to Multifamily Loan and Security Agreement – Interest Rate Type
                Provisions (HYARM) (6103.HYARM); and
        d)      Schedule 4 to Multifamily Loan and Security Agreement (choose only the
                applicable one below):
                i)      Schedule 4 to Multifamily Loan and Security Agreement (Prepayment
                        Premium Schedule – Standard Yield Maintenance – Fixed+1, HYARM)
                        (6104.02);
                ii)     Schedule 4 to Multifamily Loan and Security Agreement (Prepayment
                        Premium Schedule – Graduated Prepayment Premium – 7 Year HYARM)
                        (6104.08); or
                iii)    Schedule 4 to Multifamily Loan and Security Agreement (Prepayment
                        Premium Schedule – Graduated Prepayment Premium – 10 Year
                        HYARM) (6104.09).


Lender Memo 11-06                          7                                   08/02/11
III.   Additional Loan Documents for Asset Classes, Special Product Features and
Execution Types. In addition to the Loan Documents specified in Section I and the Loan
Agreement Schedules required for the applicable Interest Rate Type in Section II, the following
Loan Documents are required for the following Asset Classes, Special Product Features or
Execution Types:

1) ARM Mortgage Loans with a Conversion Option:
     a)    Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda
           – Summary of Loan Terms (Conversion Option – ARM Loan) (6102.07); and
     b)    Modifications to Multifamily Loan and Security Agreement (Conversion Option –
           ARM Loan) (6226).

        Upon Conversion:
        c)    Amendment to Mortgage Loan and Security Agreement (Conversion to Fixed
              Rate) (6453); and
        d)    Opinion(s) of Borrower’s Counsel on Origination of Mortgage Loan with
              Enforceability Opinion (6401).

2)    Structured ARM Mortgage Loans with a Conversion Option:
       a)     Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda
              – Summary of Loan Terms (Conversion Option – SARM Loan) (6102.06);
       b)     Modifications to Multifamily Loan and Security Agreement (Conversion Option –
              SARM Loan) (6225); and
       c)     UCC Financing Statements (UCC-1s) and Assignments of UCC Financing
              Statements (UCC-3s) – with Schedule A to UCC Financing Statement (Rate Cap
              (SARM)) (6443).

        Upon Conversion:
        d)    Amendment to Mortgage Loan and Security Agreement (Conversion to Fixed
              Rate) (6453); and
        e)    Opinion(s) of Borrower’s Counsel on Origination of Mortgage Loan with
              Enforceability Opinion (6401).

3)    Choice Refinance:
       For use with Standard Commitments and no good faith cash deposit:
       a)     Modifications to Multifamily Security Instrument (Standard Choice Refinance
              Commitment) (6301); or
       For use for Early Rate Lock Commitments and no good faith cash deposit:
       b)     Modifications to Multifamily Security Instrument (Security of Fannie Mae ERL
              Obligations) (6302).

        [DUE TO THE LOAN DOCUMENT RESTRUCTURING, FORMS 4513 AND 4514 HAVE
        BEEN RETIRED AND CANNOT BE USED WITH THE NEW 2011 LOAN DOCUMENTS.
        EXECUTION OF A NEW LOAN AGREEMENT IS REQUIRED.]

4)    Condominiums:
       a)   Modifications to Multifamily Loan and Security Agreement (Condominium
            Provisions) (6202); and
       b)   Modifications to Multifamily Security Instrument (Condominium Subordination)
            (6304).


Lender Memo 11-06                          8                                     08/02/11
5)    Cooperatives:
       a)    Modifications to Multifamily Loan and Security Agreement (Co-ops) (6210); and
       b)    Modifications to Multifamily Security Instrument (Co-ops) (6312).

6)    Cross Default and Cross-Collateralization:
       a)    For Mortgage Loans that are cross-defaulted and cross-collateralized and a
             single Note evidences the Mortgage Loan secured by Security Instruments on
             two or more Mortgaged Properties:
             i)      Modifications to Multifamily Loan and Security Agreement (Cross-Default
                     and Cross-Collateralization: Single Note) (6204); and
             ii)     Modifications to Multifamily Security Instrument (Cross-Default and
                     Cross-Collateralization: Single Note) (6306).
       b)    For Mortgage Loans that are cross-defaulted and cross-collateralized and are
             evidenced by separate Notes:
             i)      Modifications to Multifamily Loan and Security Agreement (Cross-Default
                     and Cross-Collateralization: Multi-Note) (6203); and
             ii)     Modifications to Multifamily Security Instrument (Cross-Default and
                     Cross-Collateralization: Multi-Note) (6305).

7)    Defeasance:
       a)    Choose only the applicable one:
             i)     Schedule 4 to Multifamily Loan and Security Agreement (Prepayment
                    Premium Schedule – Original Defeasance) (6104.12); or
             ii)    Schedule 4 to Multifamily Loan and Security Agreement (Prepayment
                    Premium Schedule – Alternative Defeasance) (6104.13); and
       b)    Modifications to Multifamily Loan and Security Agreement (Defeasance) (6207).

        The following Loan Documents are required at defeasance:

        c)      Defeasance and Assumption Agreement (6423);
        d)      Defeasance Pledge Agreement (6424); and
        e)      Opinion of Borrower’s Counsel on Defeasance of Mortgage Loan with
                Enforceability Opinion (6425).

8)      DUS ERL: Choose only the applicable one:
        a)   Fannie Mae Cash Early Rate Lock Borrower Certification (Preliminary
             Underwriting Prior to Rate Lock) (6427);
        b)   Fannie Mae Cash Early Rate Lock Borrower Certification (Full Underwriting Prior
             to Rate Lock) (6428);
        c)   MBS/Fannie Mae Early Rate Lock Borrower Certification (Preliminary
             Underwriting Prior to Rate Lock) (6429); or
        d)   MBS/Fannie Mae Early Rate Lock Borrower Certification (Full Underwriting Prior
             to Rate Lock) (6430).

9)      FHA Risk Sharing Mortgage Loans:
        a)    Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda
              – Summary of Loan Terms (FHA Risk Sharing Mortgage Loans) (6102.14);
        b)    Modifications to Multifamily Loan and Security Agreement (FHA Risk Sharing
              Loans) (6205);



Lender Memo 11-06                         9                                   08/02/11
        c)      Modifications to Security Instrument (FHA Risk Sharing Mortgage Loans)
                (6316);and
        d)      Borrower’s Certificate (Multifamily Affordable Housing/FHA Risk Sharing Loans)
                (6410).

10)     Ground Lease:
        a)   Modifications to Multifamily Loan and Security Agreement (Ground Lease
             Defaults) (6206); and
        b)   Modifications to Multifamily Security Instrument (Ground Lease Provisions)
             (6308).

11)     HAP Contracts (Section 8):
        a)   Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda
             – Summary of Loan Terms (Section 8 HAP Contract) (6102.02);
        b)   Modifications to Multifamily Loan and Security Agreement (Section 8 HAP
             Contract) (6216);
        c)   Choose only the applicable one:
             i)     Assignment of Housing Assistance Payments Contract (6403); or
             ii)    Assignment of Housing Assistance Payments Contract (Credit
                    Enhancements) (6404); and
        d)   Choose only the applicable one:
             i)     Consent to Assignment of HAP Contract to Fannie Mae as Security for
                    Fannie Mae Credit Enhancement (6411); or
             ii)    Consent to Assignment of Housing Assistance Payments (HAP)
                    Agreement (6412).

        When a Rent Restabilization Reserve is required, the following Loan Documents shall be
        used:

        e)      Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda
                – Summary of Loan Terms (Rent Restabilization) (6102.18); and
        f)      Modifications to Multifamily Loan and Security Agreement (Rent Restabilization)
                (6233).

12)     Manufactured Housing:
        a)    Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda
              – Summary of Loan Terms (Manufactured Housing Community) (6102.01);
        b)    Modifications to Multifamily Loan and Security Agreement (Manufactured
              Housing Community) (6208);
        c)    Modifications to Multifamily Security Instrument (Manufactured Housing
              Community) (6307);
        d)    UCC Financing Statements (UCC-1s) and Assignments of UCC Financing
              Statements (UCC-3s) – with Schedule A to UCC Financing Statement
              (Manufactured Housing) (6434); and
        e)    Opinion of Borrower’s Counsel on origination of Manufactured Housing
              Community Mortgage Loan with Enforceability Opinion (6435).

        When a Seasonal Working Capital Reserve is required, the following Loan Document
        shall be used:




Lender Memo 11-06                          10                                    08/02/11
        f)      Seasonal Working Capital Reserve Fund and Security Agreement (Manufactured
                Housing Community) (6433).

13)     Maryland IDOT Mortgage Loans:
        a)    In lieu of the Loan Agreement specified in Section I above, use Multifamily
              Mortgage Loan and Security Agreement (Non-Recourse) (Maryland IDOT)
              (6001.NR.IDOT) (the “MD IDOT Loan Agreement”);
        b)    In lieu of the Schedule 1’s identified in Section II above, use one of the following,
              as applicable:
              i)      Schedule 1 to Multifamily Loan and Security Agreement – Definitions
                      Schedule (Interest Rate Type – Fixed Rate) (Maryland IDOT)
                      (6101.FR.IDOT);
              ii)     Schedule 1 to Multifamily Loan and Security Agreement – Definitions
                      Schedule (Interest Rate Type – Fixed+1) (Maryland IDOT)
                      (6101.F+1.IDOT);
              iii)    Schedule 1 to Multifamily Loan and Security Agreement – Definitions
                      Schedule (Interest Rate Type – ARM) (Maryland IDOT)
                      (6101.ARM.IDOT);
              iv)     Schedule 1 to Multifamily Loan and Security Agreement – Definitions
                      Schedule (Interest Rate Type – SARM) (Maryland IDOT)
                      (6101.SARM.IDOT); or
              v)      Schedule 1 to Multifamily Loan and Security Agreement – Definitions
                      Schedule (Interest Rate Type – HYARM) (Maryland IDOT)
                      (6101.HYARM.IDOT)
        c)    In lieu of the Schedule 2’s identified in Section II above, use one of the following,
              as applicable):
              i)      Schedule 2 to Multifamily Loan and Security Agreement – Summary of
                      Loan Terms (Interest Rate Type – Fixed Rate) (Maryland IDOT)
                      (6102.FR.IDOT);
              ii)     Schedule 2 to Multifamily Loan and Security Agreement – Summary of
                      Loan Terms (Interest Rate Type – Fixed +1) (Maryland IDOT)
                      (6102.F+1.IDOT);
              iii)    Schedule 2 to Multifamily Loan and Security Agreement – Summary of
                      Loan Terms (Interest Rate Type – ARM) (Maryland IDOT)
                      (6102.ARM.IDOT);
              iv)     Schedule 2 to Multifamily Loan and Security Agreement – Summary of
                      Loan Terms (Interest Rate Type – SARM) (Maryland IDOT)
                      (6102.SARM.IDOT); or
              v)      Schedule 2 to Multifamily Loan and Security Agreement – Summary of
                      Loan Terms (Interest Rate Type – HYARM) (Maryland IDOT)
                      (6102.HYARM.IDOT);
        d)    Schedules 3 – 7 to the MD IDOT Loan Agreement are as otherwise required for
              the Loan Agreement (with Schedules 5 – 7 embedded in the MD IDOT Loan
              Agreement);
        e)    Multifamily Note (Maryland IDOT) (6010.IDOT);
        f)    IDOT Guaranty (Maryland IDOT) (6020.IDOT);
        g)    Multifamily Security Instrument (Maryland IDOT) (6025.MD.IDOT);
        h)    Environmental Indemnity Agreement (Maryland IDOT) (6085.IDOT);
        i)    Assignment of Collateral Agreements and Other Loan Documents (Maryland
              IDOT) (6402.IDOT);



Lender Memo 11-06                           11                                      08/02/11
        j)      Opinion of Borrower’s Counsel on Origination of Maryland Indemnity Deed of
                Trust Loan with Enforceability Opinion (Maryland IDOT) (6451.IDOT); and
        k)      UCC Financing Statements (UCC-1s) and Assignments of UCC Financing
                Statements (UCC-3s) – with Schedule A to UCC Financing Statement (Maryland
                IDOT) (6452.IDOT).

        The following Loan Documents shall be used as and when required:

        l)      Guaranty of Non-Recourse Obligations (Maryland IDOT) (6015.IDOT);
        m)      Assignment of Management Agreement (Maryland IDOT) (6405.IDOT);
        n)      Modifications to Multifamily Loan and Security Agreement (Replacement Reserve
                – Partially or Fully Waived) (Maryland IDOT) (6220.IDOT); and/or
        o)      Modifications to Multifamily Loan and Security Agreement (Replacement Reserve
                – Alternate Funding) (Maryland IDOT) (6221.IDOT).

14)     New York CEMA Loans:
        For New York properties, if Lender has agreed to consolidate an existing loan on the
        Property with the Mortgage Loan:

        a)      Modifications to Multifamily Loan and Security Agreement (New York Gap Note
                Modifications) (6234); and
        b)      Consolidation, Extension and Modification Agreement (6025.NY.CEMA) in
                addition to the 6025.NY form;

        The following Loan Documents shall be used as and when required:

        c)      In addition to the Schedule 2’s identified in Section II above, use one of the
                following, as applicable):
                i)      Modifications to Multifamily Loan and Security Agreement – Schedule 2
                        Addenda – Summary of Loan Terms (New York Gap Note Modifications)
                        (Interest Rate Type – Fixed Rate) (6102.19.FR);
                ii)     Modifications to Multifamily Loan and Security Agreement – Schedule 2
                        Addenda – Summary of Loan Terms (New York Gap Note Modifications)
                        (Interest Rate Type – Fixed+1) (6102.19.F+1);
                iii)    Modifications to Multifamily Loan and Security Agreement – Schedule 2
                        Addenda – Summary of Loan Terms (New York Gap Note Modifications)
                        (Interest Rate Type – ARM) (6102.19.ARM);
                iv)     Modifications to Multifamily Loan and Security Agreement – Schedule 2
                        Addenda – Summary of Loan Terms (New York Gap Note Modifications)
                        (Interest Rate Type – Hybrid ARM) (6102.19.HYARM); or
                v)      Modifications to Multifamily Loan and Security Agreement – Schedule 2
                        Addenda – Summary of Loan Terms (New York Gap Note Modifications)
                        (Interest Rate Type – Structured ARM) (6102.19.SARM).

15)     Mezzanine Loan Financing:
        a)    Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda
              – Summary of Loan Terms (Mezzanine Financing) (6102.10);
        b)    Modifications to Multifamily Loan and Security Agreement (Mezzanine) (6209);
              and
        c)    Mezzanine Lender Certification (Mezz) (6439).



Lender Memo 11-06                          12                                   08/02/11
        The following Loan Documents shall be used as and when required:

        d)      Completion Guaranty (Mezzanine) (6437);
        e)      CI Mezz Acknowledgment and Waiver [Mortgage Loan with Loss Sharing]
                (Mezzanine Financing) (6438) (CI Mezz only, and only if Lender retains loss
                sharing); and/or
        f)      Intercreditor Agreement (6440) (DLA Mezz only).

16)     Recourse Mortgage Loans:
        a)    In lieu of the Loan Agreement specified in Section I above, use Multifamily
              Mortgage Loan and Security Agreement (Recourse) (6001.R).

17)     Refi Plus:
        a)     To be delivered with the Supplemental Mortgage Loan:
               i)     Modifications to Multifamily Loan and Security Agreement – Schedule 2
                      Addenda – Summary of Loan Terms (Supplemental Lien – Refi Plus –
                      Senior Loan Terms) (6102.08);
               ii)    Modifications to Multifamily Loan and Security Agreement (Supplemental
                      Lien – Refi Plus – Senior Loan Terms) (6201);
               iii)   Modifications to Multifamily Security Instrument (Supplemental Lien – Refi
                      Plus – Senior Loan Terms) (6303);
               iv)    Modifications to Security Instrument (Security of Refi Plus Commitment
                      Obligations) (6416); and
               v)     Cash Early Rate Lock Borrower Certification (Refi Plus) (6417).

        b)      To be delivered with the Refinance Mortgage Loan:
                i)     Modifications to Multifamily Loan and Security Agreement (First Lien –
                       Permitted Subordinate Debt with Cross Default) (6212); and
                ii)    Modifications to Multifamily Security Instrument (First Lien – Permitted
                       Subordinate Debt with Cross-Default) (6314).

18)     Seniors Housing:
        a)    In lieu of the Loan Agreement specified in Section I above, use Multifamily Loan
              and Security Agreement (Non-Recourse) (Seniors Housing) (6001.NR.SRS) (the
              “Seniors Loan Agreement”);
        b)    In lieu of the Schedule 1’s identified in Section II above, use one of the following,
              as applicable:
              i)      Schedule 1 to Multifamily Loan and Security Agreement – Definitions
                      Schedule (Interest Rate Type – Fixed Rate) (Seniors Housing)
                      (6101.FR.SRS);
              ii)     Schedule 1 to Multifamily Loan and Security Agreement – Definitions
                      Schedule (Interest Rate Type – Fixed+1) (Seniors Housing)
                      (6101.F+1.SRS);
              iii)    Schedule 1 to Multifamily Loan and Security Agreement – Definitions
                      Schedule (Interest Rate Type – ARM) (Seniors Housing)
                      (6101.ARM.SRS);
              iv)     Schedule 1 to Multifamily Loan and Security Agreement – Definitions
                      Schedule (Interest Rate Type – SARM) (Seniors Housing)
                      (6101.SARM.SRS); or




Lender Memo 11-06                           13                                      08/02/11
                v)      Schedule 1 to Multifamily Loan and Security Agreement – Definitions
                        Schedule (Interest Rate Type – HYARM) (Seniors Housing)
                        (6101.HYARM.SRS);
        c)      In lieu of the Schedule 2’s identified in Section II above, use one of the following,
                as applicable:
                i)      Schedule 2 to Multifamily Loan and Security Agreement – Summary of
                        Loan Terms (Interest Rate Type – Fixed Rate) (Seniors Housing)
                        (6102.FR.SRS);
                ii)     Schedule 2 to Multifamily Loan and Security Agreement – Summary of
                        Loan Terms (Interest Rate Type – Fixed+1) (Seniors Housing)
                        (6102.F+1.SRS);
                iii)    Schedule 2 to Multifamily Loan and Security Agreement – Summary of
                        Loan Terms (Interest Rate Type – ARM) (Seniors Housing)
                        (6102.ARM.SRS);
                iv)     Schedule 2 to Multifamily Loan and Security Agreement – Summary of
                        Loan Terms (Interest Rate Type – SARM) (Seniors Housing)
                        (6102.SARM.SRS); or
                v)      Schedule 2 to Multifamily Loan and Security Agreement – Summary of
                        Loan Terms (Interest Rate Type – HYARM) (Seniors Housing)
                        (6102.HYARM.SRS);
        d)      Schedules 3 – 7 to the Seniors Loan Agreement are as otherwise required for the
                Loan Agreement (with Schedules 5 – 7 embedded in the Seniors Loan
                Agreement);
        e)      Modifications to Multifamily Security Instrument (Seniors Housing) (6310.SRS);
        f)      Subordination, Assignment and Security Agreement (Borrower and Property
                Operator) (Seniors Housing) (6446.SRS);
        g)      UCC Financing Statements (UCC-1s) and Assignments of UCC Financing
                Statements (UCC-3s) – with Schedule A to UCC Financing Statement –
                Borrower (Seniors Housing) (6449.SRS.Borrower);
        h)      UCC Financing Statements (UCC-1s) and Assignments of UCC Financing
                Statements (UCC-3s) – with Schedule A to UCC Financing Statement – Property
                Operator (Seniors Housing) (6449.SRS.Operator); and
        i)      Opinion of Borrower’s Counsel on Origination of Mortgage Loan Opinion (Seniors
                Housing Licensing) (6450.SRS).

        The following Loan Documents shall be used as and when required:

        j)      Depositary Agreement (Seniors Housing) (6447.SRS); and/or
        k)      Medicaid Transition Reserve and Security Agreement (Seniors Housing)
                (6448.SRS).




Lender Memo 11-06                            14                                       08/02/11
19)     Supplemental Mortgage Loans:
        a)    Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda
              – Summary of Loan Terms (Supplemental Lien – Senior Loan Terms) (6102.09);
        b)    Modifications to Multifamily Loan and Security Agreement (Supplemental Lien –
              Senior Loan Terms) (6211); and
        c)    Modifications to Multifamily Security Instrument (Supplemental Lien – Senior
              Loan Terms) (6313).

        If the Supplemental Mortgage Loan is originated contemporaneously with a senior
        Mortgage Loan, the following Loan Documents shall be required for the senior Mortgage
        Loan:

        d)      Modifications to Multifamily Loan and Security Agreement (First Lien – Permitted
                Subordinate Debt with Cross Default) (6212); and
        e)      Modifications to Multifamily Security Instrument (First Lien – Permitted
                Subordinate Debt with Cross-Default) (6314).

20)     Tax Credit Properties:
        a)    Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda
              – Summary of Loan Terms (Tax Credit Properties) (6102.03);
        b)    Modifications to Multifamily Loan and Security Agreement (Tax Credit Properties)
              (6219); and
        c)    Modifications to Multifamily Security Instrument (Tax Credit Properties) (6315).

IV.    Miscellaneous Loan Documents. In addition to the Loan Documents specified in
Section I, the Loan Agreement Schedules required for the applicable Interest Rate Type in
Section II, and any additional Loan Documents specified in Section III for Asset Classes,
Special Product Features and Execution Types, the following Loan Documents are required as
and when applicable:

1)      Achievement Agreement:
        a)    Achievement Agreement (6455).

2)      Quarterly Financial Reporting Waiver (Small Mortgage Loans):
        a)    Modifications to Multifamily Loan and Security Agreement (Quarterly Income and
              Expense Statement and Rent Roll – Exemption) (6214).

3)      Rehabilitation Reserves:

        a)      Modifications to Multifamily Loan and Security Agreement Schedule 2 Addenda –
                Summary of Loan Terms (Rehabilitation Reserve) (6102.13); and
        b)      Modifications to Multifamily Loan and Security Agreement (Rehabilitation
                Reserve) (6222).




Lender Memo 11-06                           15                                    08/02/11
4)      Replacement Reserve Deposits:
        a)    For Replacement Reserve Deposits Partially or Fully Waived:
              i)      Modifications to Multifamily Loan and Security Agreement – Schedule 2
                      Addenda – Summary of Loan Terms (Replacement Reserve – Deposits
                      Partially or Fully Waived) (6102.04); and
              ii)     Modifications to Multifamily Loan and Security Agreement (Replacement
                      Reserve – Partially or Fully Waived) (6220); or
        b)    For Alternate Funding of Replacement Reserve Deposits (at origination):
              i)      Modifications to Multifamily Loan and Security Agreement – Schedule 2
                      Addenda – Summary of Loan Terms (Replacement Reserve – Alternate
                      Funding) (6102.05); and
              ii)     Modifications to Multifamily Loan and Security Agreement (Replacement
                      Reserve – Alternate Funding) (6221).

        For Alternate Funding of Replacement Reserve Deposits post-origination:

        a)      Modifications to Multifamily Loan and Security Agreement – Schedule 2 Addenda
                – Summary of Loan Terms (Replacement Reserve – Alternate Funding)
                (6102.05); and
        b)      Amendment to Mortgage Loan and Security Agreement (Replacement Reserve
                Alternative Funding) (6454).

5)      Single Asset Entity Waiver:
        a)     Modifications to Multifamily Loan and Security Agreement (Single Asset Entity
               Waiver – Additional Assets Permitted) (6217); or
        b)     Modifications to Multifamily Loan and Security Agreement (Single Asset Entity
               Waiver) (6218).

6)      Subordinate Financing. For any Mortgage Loan secured by a Property with permitted
        non-Fannie Mae subordinate debt, choose only the applicable one:
        a)    Subordination Agreement (Conventional) (6414); or
        b)    Subordination Agreement (Affordable) (6456).

7)      SNDA’s:
        a)   Subordination, Non-Disturbance, and Attornment Agreement (6415).

8)      Tenant Estoppels:
        a)    Tenant’s Estoppel Certificate (6413).




Lender Memo 11-06                          16                                     08/02/11

				
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