Attachment 1 - PWS MF MSS PWS_revised_5.15.23.doc

Performance Work Statement (PWS)

Multifamily Master Subservicer

4Vision Statement

1 General Information

1.1 Introduction

1.2 Background

1.3 Constraints

1.4 Description of Services

1.5 Non-Personal Services

1.6 Period of Performance

1.7 Place of Performance

1.8 Hours of Operation

1.9 Special Qualifications

1.10 Post Award/Kickoff Conference

1.11 Status Meetings

1.12 Contractor Travel

1.13 Transition In

1.14 Transition Out

2 Definitions and Acronyms

2.1 Definitions

2.2 Acronyms

3 Government-Furnished Property and Services

3.1 Government Services

3.2 Facilities

3.3 Equipment

3.4 Materials

3.5 Quality Assurance (QA)

4 Contractor-Furnished Items and Services

4.1 Facilities

4.2 Equipment

4.3 Material

4.4 Contractor Responsibilities

4.5 Contractor Personnel

4.6 Identification of Contractor Employees

4.7 Quality Control

4.7.1 Quality Control Plan

5 Specific Tasks

5.1 Plans, Reports and Standard Operating Procedures

5.2 Termination, Extinguishment & Seizure (T/E/S) Support Services

5.3 Servicing

5.4 Asset Management

5.5 Asset Sales / Portfolio Transfers / Rapid Relocation Support

5.6 Research, Analysis, New Reporting and Related Support Services

5.7 Legal Services

5.8 Information Technology-Federal IT Security

5.9 Transition Out

5.10 Content Management Solution

6 Deliverables

6.1 Quality Control Plan

6.2 Acceptance Criteria

7 Performance Requirements Summary 8 Related Documents

Performance Work Statement (PWS) Multifamily Master Subservicer Vision Statement

The Government National Mortgage Association (Ginnie Mae) seeks to obtain the services of an Multi-family Master Sub-servicer (MF MSS) that demonstrates experience and management capability to service pools of MF loans obtained from Issuers that have been subject to a Termination Extinguishment and Seizure (T/E/S) of its portfolio under the MBS program.

1 General Information

1.1 Introduction

The Department of Housing and Urban Development (HUD), Ginnie Mae, is seeking contractor support to service Multifamily (MF) loans. Services shall include servicing Ginnie Mae loans from terminated Issuers and providing support services to Ginnie Mae in terminating MF Issuers from Ginnie Mae’s MBS program and extinguishing their interests in the pools of mortgages backing MBS.

1.2 Background

Ginnie Mae guarantees privately issued securities backed by pools of MF mortgages federally insured or guaranteed by the Federal Housing Administration (FHA) and the U.S. Department of Agriculture's (USDA) Rural Development Program (RD). Holders of MF MBS receive a monthly "pass-through of Principal and Interest (P&I) payments from borrowers on the pool of mortgages backing the securities, less amounts to cover servicing fees and Ginnie Mae guarantee fees.

Ginnie Mae guarantees the registered holder the timely payment of scheduled monthly P&I payments, loan prepayments and early recoveries of principal on the underlying mortgages. If borrowers fail to make timely payments on their mortgages, the Issuers must make the timely payments to the registered holders, using their own resources.

Through its MBS program, Ginnie Mae provides a structure for channeling global capital into the nation’s housing market. Ginnie Mae’s full faith and credit guaranty backing the securities makes them widely accepted in capital markets that otherwise would not be likely to supply funds to the mortgage market. The funds received through the sale of the securities are used by lenders to fund new MF mortgage loans. Through this process, the program serves to increase the overall supply of credit available for MF loans and helps to ensure that credit is available at reasonable interest rates.

By guaranteeing MF MBS, Ginnie Mae helps to maintain the mission of supporting affordable housing and promoting stable communities. A critical part of that effort is facilitating the construction and renovation of MF housing such as apartment buildings, hospitals, nursing homes, assisted-living facilities, and other housing options. By guaranteeing MBS backed by pools of MF loans that are sold to investors in the global capital markets, Ginnie Mae enables lenders to reduce mortgage interest rates paid by MF borrowers.

1.3 Constraints

The services identified in this PWS will adhere to the rules, regulations, laws, standards, and conventions identified by HUD as well as within the Federal Government. Constraints include the following:

Ginnie Mae Handbooks and Policies in effect during the performance period - https://www.ginniemae.gov/issuers/program_guidelines/Pages/mbs_guide.aspx Ginnie Mae MF MSS Portfolio Seizure Management Standard Operating Procedures (SOP) Provided by Ginnie Mae

Ginnie Mae’s Default Playbook's Standard Operating Procedures (SOP) Provided by Ginnie Mae

Ginnie Mae’s Asset Servicing Standard Operating Procedure (SOP) Provided by Ginnie Mae

HUD Acquisition Regulation (HUDAR), 24 C.F.R Part 2401

United State Department of Agriculture (USDA) Development Handbook, HB-1-3565, Guaranteed Rural Rental Housing Program Origination & Servicing Handbook - https://www.rd.usda.gov/files/HB-1-3565.pdf Multifamily Accelerated Processing (MAP) Guide, 4430.G.

National Institute of Standards of Technology (NIST) requirements

Accredited Security Assessment and Authorization (SA&A)

40 U.S. Code 11331 Responsibilities for Federal information systems standards

E-Government Act of 2002, 44 U.S.C. 101 note.

FISMA (the Federal Information Security Management Act, https://www.dhs.gov/fisma), CIPSEA (the Confidential Information Protection and Statistical Efficiency Act) as Title V.

The Ginnie Mae System Security Plans (Risk Assessment, Incidence Response Plan, and IT Contingency Plan) Provided by Ginnie Mae

Executive Order 12656--Assignment of emergency preparedness responsibilities

Federal Information Security Management Act of 2002, 44 U.S.C. 3541, et seq.

OMB Circular A-123 - Management's Responsibility for Internal Control

OMB Circular A-127, "Financial Management Systems".

OMB Circular No. A-130, "Managing Information as a Strategic Resource," https://www.whitehouse.gov/omb/circulars_default

Clinger-Cohen Act, https://www.fismacenter.com/Clinger%20Cohen.pdf Paperwork Reduction Act of 1980, http://www.hhs.gov/ocio/policy/collection/ Federal Information Systems Controls Audit Manual (FISCAM)

Federal Financial Management Improvement Act (FFMIA)

Federal Financial Manager Integrity Act

Federal Travel Regulation, FAR 31.205-46

Section 508 of the Rehabilitation Act of 1973

Federal Information Processing Standard Publication (FIPS) 199/200 Security Categorization Analysis

Executive Order 12656 of February 1996

Computer Security Act of 1987

1.4 Description of Services

The Contractor shall service MF loans pooled to back Ginnie Mae MBS, including construction loans, project loans, and other MF loan products for apartment buildings, hospitals, and residential care facilities including nursing homes, assisted-living facilities, and board and care facilities. In addition, the Contractor shall provide support services to Ginnie Mae in terminating MF Issuers from Ginnie Mae’s MBS program and extinguishing their interests in the pools of mortgages backing MBS.

The Multifamily Master Subservicer support services shall include:

· Plans, Reports and Standard Operation's Procedures

· Termination, Extinguishment & Seizure Support Services

· Servicing

· Asset Management

· Asset Sales / Portfolio Transfers / Rapid Relocation Support

· Research, Analysis, New Reporting and Related Support Services

· Legal Services

· Information Technology-Federal IT Security

· Content Management Solution

· Transition Out

Detailed descriptions of specific tasks are provided in Section 5 Specific Tasks and Deliverables.

1.5 Non-Personal Services

The Government will neither supervise Contractor employees nor control the method by which the Contractor performs the required tasks. Under no circumstances shall the Government assign tasks to, or prepare work schedules for, individual Contractor employees. It shall be the responsibility of the Contractor to manage its employees and to guard against any actions that are of the nature of personal services or give the perception of personal services.

If the Contractor believes that any actions constitute, or are perceived to constitute personal services, it shall be the Contractor's responsibility to notify the Contracting Officer (CO) immediately. These services shall not be used to perform work of a policy, decision making, or management nature, i.e., inherently Government functions. All decisions relative to programs supported by the Contactor shall be the sole responsibility of the Government.

1.6 Period of Performance

The period of performance shall be for one base period of 12 months and four 12-month option periods.

1.7 Place of Performance

The services to be performed under this contract shall be performed at the Contractor's facility.

1.8 Hours of Operation

N/A

1.9 Special Qualifications

The Contractor shall obtain and maintain it Accreditation Security Assessment and Authorization (SA&A) certification to ensure security controls in information systems, and the environments in which those systems operate.

1.10 Post Award/Kickoff Conference

The Contractor shall attend any post award conference convened by the contracting activity or contract administration office. The Contractor shall attend any post award conference convened by the contracting activity or contract administration office in accordance with FAR Subpart 42.5. The Government intends to convene a Post Award Conference with the Contractor within ten business days after contract award. The Contracting Officer will notify the Contractor of the specific date, location, and agenda within five business days after contract award.

1.11 Status Meetings

The Contracting Officer, Contracting Officers Representative (COR) and other Government personnel, as appropriate may meet periodically with the Contractor to also review Contractor performance, requirement status, etc. At these meetings, the Contracting Officer will apprise the Contractor of how the Government views the Contractor's performance or progress of the requirement. The Contractor will apprise the Government of problems, if any, being experienced. Appropriate action shall be taken to resolve outstanding issues. These meetings shall be at no additional cost to the Government. Post Award Conference and subsequent meetings may be held via teleconference.

1.12 Contractor Travel

Prior to travel, the Contractor shall coordinate with and receive Government authorization from the COR for all travel. Reimbursement of travel costs will be in accordance with the Federal Travel Regulation and in accordance with FAR 31.205-46. The Contractor shall travel using the lower cost mode transportation commensurate with the mission requirements. When necessary to use air travel, the Contractor shall use the tourist class, economy class or similar lodging accommodations to the extent they are available and commensurate with the mission requirements. HUD will not reimburse Contractor's local travel. Local travel is defined as travel within fifty (50) miles of Washington, DC. All other travel will be reimbursed on a cost-reimbursable basis; no profit or fee will be paid.

1.13 Transition In

The Contractor shall, upon the Contracting Officer's written notice, furnish Transition-In services as required. As a successor, the Contractor shall have sufficient personnel on board during the 6-month Transition-In period to ensure a smooth transition with the incumbent Contractor. The Contractor shall provide an orderly transition of work acceptance and accomplishment such that any impact to the program is minimized. During the Transition-In period, the Contractor shall become familiar with the requirements to commence full performance of services by the end of the contract Transition-In period. Transition-In is not required if the successor Contractor is the incumbent Contractor.

1.14 Transition Out

To minimize any decrease in productivity and to prevent possible negative impacts on additional services, the Contractor shall have sufficient personnel on board during the 6 months Transition-Out period. The incumbent Contractor shall ensure a smooth transition with the successor Contractor during the Transition-Out period, prior to completion of contractual performance. The incumbent Contractor shall aid the successor in the development of plans, procedures, and methods for the assumption of all on going work. The Contractor shall provide an orderly transition of work acceptance and accomplishment, such that full control by the successor Contractor is achieved by the end of the new contract Transition-In period.

2 Definitions and Acronyms

2.1 Definitions

Contractor - A supplier or vendor awarded a contract to provide specific supplies or service to the Government. The term used in this contract refers to the prime.

Contracting Officer (CO) - A person with authority to enter, administer, and/or terminate contracts and make related determinations and findings on behalf of the Government. Note: the only individual who can legally bind the Government.

Defective Service - A service output that does not meet the standard of performance associated with the Performance Work Statement.

Deliverable - Anything that can be physically delivered but may include non-manufactured things such as meeting minutes or reports.

Government Furnished Property (GFP) - Government-furnished property is property in the possession of, or directly acquired by, the Government and subsequently furnished to the Contractor for performance of a contract. Government-furnished property includes, but is not limited to, spares and property furnished for repair, maintenance, overhaul, or modification. Government-furnished property also includes contractor-acquired property if the contractor-acquired property is deliverable under a cost contract when accepted by the Government for continued use under the contract.

Performance Work Statement (PWS) - Used with performance-based acquisitions to describe the requirement in terms of outcomes/results. The PWS has measurable performance standards and informs the contractor what services we want, but not how we want them performed.

Quality Assurance (QA) - Policies and procedures adopted by the Government to ensure that supplies and services acquired under Government contracts conform to the contracts quality requirements.

Quality Assurance Surveillance Plan (QASP) - A plan describing how the agency will survey, observe, test, sample, evaluate and document the Contractor's performance in meeting critical performance standards identified in the contract.

Quality Control (QC) - All necessary measures taken by the Contractor to assure that the quality of an end product of service shall meet contract requirements.

Workday - The number of hours per day the Contractor provides services in accordance with the contract.

Work Week - Monday through Friday, unless specified otherwise.

2.2 Acronyms

AAQL - Acceptable Quality Level CFR - Code of Federal Regulations

CO - Contracting Officer

COR - Contracting Officers Representative

COOP Continuity of Operations

DDC Designated Document Custodian

DR Disaster Recovery Plan

EST - Eastern Standard Time (U.S.)

HUD - U.S. Department of Housing and Urban Development

HUDAR - HUD Acquisition Regulation

MF - Multifamily

MSS - Master Subservicer

MOR - MSS Operational Reporting

OCFO - Office of the Chief Financial Officer

OER - Office of Enterprise Risk

PM - Project Manager

POC - Point of Contact

POP - Period of Performance

PWS - Performance Work Statement

QA - Quality Assurance

QASP - Quality Assurance Surveillance Plan

QCP - Quality Control Plan

T/E/S Termination Extinguishment and Seizure

3 Government-Furnished Property and Services

The Contractor shall ensure accurate control and accountability of all Government-Furnished Property in accordance with the terms and conditions of this contract. The Government will furnish, at no cost to the Contractor, the GFP shown below.

3.1 Government Services

No Government services will be provided.

3.2 Facilities

No facilities will be provided by the Government.

3.3 Equipment

· Ginnie Mae, in coordination with its cloud infrastructure and application providers, will provide connectivity to the cloud environment via VPNs for infrastructure related activities. The Cloud Provider shall provide the physical infrastructure to support dedicated connectivity such as routers, firewalls, etc. The Cloud Provider shall provide dedicated connectivity to the cloud environments (currently 50-100MB point to point Ethernet circuits).

· Ginnie Mae will not provide connectivity to any other data centers. The MF MSS Contractor will need to provide connectivity to be able to perform Transition-In services.

3.4 Materials

The Government will provide:

· Ginnie Mae MF MSS Portfolio Seizure Management SOP

· Ginnie Mae’s Default Playbook's SOP

· Ginnie Mae’s Asset Servicing SOP

Copies of the required materials will be provided to the Contractor in hard copy or soft copy. All materials will remain the property of the Government and will be returned to the COR at the end of the contract period.

3.5 Quality Assurance (QA)

The Government shall evaluate the Contractor's performance under this contract in accordance with the Quality Assurance Surveillance Plan. This plan is primarily focused on what the Government must do to ensure that the Contractor has performed in accordance with the performance standards. It defines how the performance standards will be applied, the frequency of surveillance and the minimum acceptable quality level.

4 Contractor-Furnished Items and Services

The Contractor shall furnish, all facilities, equipment and supplies required to perform the work under this contract that are not listed under Government-Furnished Property and Services.

4.1 Facilities

The Contractor shall furnish all facilities.

4.2 Equipment

The Contractor shall furnish all equipment.

4.3 Material

The Contractor shall furnish all materials.

4.4 Contractor Responsibilities

The Contractor shall only conduct business with designated Government personnel listed as points of contact (POCs). Names of authorized personnel shall be provided to the Contractor by the Government, in writing and updated as necessary throughout the contract period.

U.S. Government records, copies of original results and reports, verified original data, corrected data, and corrected supporting final reports which are maintained by the Contractor remain the property of the U.S. Government. These files/results must be surrendered to the COR.

4.5 Contractor Personnel

The Contractor shall provide a Contract Manager/Project Manager who shall be responsible for the performance of work. An alternate shall also be designated to act in the absence of the Contract Manager. These Contractor personnel (main point of contact and alternate point of contact) are considered Key Personnel by the Government and shall be listed as such in accordance with HUDAR 2452.237-70, "Key Personnel. The Contract Manager/Project Manager or alternate shall have full authority to act on all contact matters relating to daily operations of this contract. Accordingly, at a minimum, the points of contact shall have the technical knowledge of the requirement and be in the position to receive assignment, guidance and direction from the COR and CO per HUDAR 2452.237-73, Conduct of Work and Technical Guidance and shall be allocated enough hours to the requirement to ensure successful performance.

4.6 Identification of Contractor Employees

All Contractor/subcontractor personnel shall wear company picture identification badges as to distinguish themselves from Government employees. When conversing with Government personnel during business meetings, over the telephone or via electronic mail, Contractor/subcontractor personnel shall identify themselves as such to avoid situations arising where sensitive topics might be better discussed solely between Government employees. Contractors/subcontractors shall identify themselves on any attendance sheet or any coordination documents they may review. Electronic mail signature blocks shall identify their company affiliation. Where practicable, Contractor/subcontractors occupying collocated space with their Government program customer shall identify their workspace area with their name and company affiliation, or at a minimum, "Contractor" after name.

4.7 Quality Control

The Contractor shall establish and maintain a complete quality control program that shall ensure services are performed in accordance with this contract. The Contractor shall develop and implement procedures to identify, prevent and ensure non reoccurrence of defective services. The Contractor's quality control program is how it assures that its work complies with the requirements of the contract. The Contractor shall provide the associated Quality Control Plan to the Government as directed.

4.7.1 Quality Control Plan

The Contractor shall develop, maintain, enforce, and document a Quality Control Plan (QCP). The QCP shall ensure the Government receives a level of quality that is consistent with the requirements specified in this contract. The QCP shall be sufficiently detailed to provide the Contractor's methodology for identifying and recruiting qualified personnel. The QCP shall also provide the Contractor's methodology for resolving problems identified by the Government during reviews conducted in accordance with its Quality Assurance Surveillance Plan (QASP). The QCP shall also provide the Contractor's methodology for establishing an internal feedback system for support personnel, and for resolving problems identified by that feedback system. The QCP shall demonstrate and validate that the services or deliverables to be provided under the contract are completed with a level of quality that meets the minimum performance threshold established in the Government's QASP. The QCP shall address Quality Management Approach, Quality Assurance, Quality Control and Quality Standards.

5 Specific Tasks

5.1 Plans, Reports and Standard Operating Procedures

5.1.1 Required Plans

5.1.1.1 The Contractor shall create and submit the following required plans. The plans shall be due 30 days from the contract award date.

· The Contractor shall create and submit the Integrated Extinguishment Plan (IEP) in accordance with the Exhibit 11 - Integrated Extinguishment Plan (IEP) Template in the Extinguishment SOP.

· The Contractor shall create the MSS Response Plan (MRP)

· The MRP includes the key elements of the IEP and tailors them to the specific Issuer Ginnie Mae is extinguishing. The MRP will consider factors such as:

· The Contractor shall create Capacity Plan

· The Capacity Plan details the number of loans each MSS can board at a given time, the resources required to service the loans, the level of effort to onboard the loans, and the costs associated with the onboarding. Additionally, the Capacity Plan details the expected number of loans the MSS can consume in subsequent months.

· Utilization of a sub-servicer(s)

· Servicing and ancillary systems utilized

· Portfolio composition (e.g., Federal Housing Administration [FHA], Veteran Administration [VA], and Rural Development [RD])

· The Contractor shall create and submit the Communication Plan in accordance with the Exhibit 5 - Communication Plan Template in the Extinguishment SOP.

· The Contractor shall create and submit the Integrated Data Collection Plan (IDCP) in accordance with the Exhibit 10 - 3 Integrated Data Collection Plan (IDCP) Template in the Extinguishment SOP.

· The Contractor shall create and submit the Issuer Extinguishment Contingency Plan (IECP).

· The Contingency Plan identifies the departments involved in the extinguishment response. Typically, MSS departments involved in the Extinguishment process may include, but are not limited to the following:

· Acquisitions

· Foreclosure/Bankruptcy/Real Estate Owned (REO)

· Investor Accounting

· Collections/Loss Mitigation

· Mortgage Insurance

· Investor Certification

Performance Standards

a) Standard: Submit all required plans within 30 days after contract award.

AQL: Zero Deviation Deliverables A001 Integrated T/E/S Plan (IEP) A002 MSS Response Plan (MRP) A003 Communication Plan A004 Integrated Data Collection Plan (IDCP) A005 Capacity Plan A006 Issuer Extinguishment Contingency Plan (IECP)

5.1.1.2 The Contractor shall create and submit a Readiness Assessment Drill Plan that shall include the processes, procedures, and communication strategy for executing an issuer T/E/S. The plan shall also include testing the Contractor's software systems to assess for readiness to board and service Ginnie Mae MF loans. The Readiness Assessment Drill Plan shall be due six (6) months from the contract award date.

The Contractor shall run a drill test to ensure proper business functionality to perform an issuer T/E/S.

The Contractor shall maintain and submit a Lessons Learned Summary Tracker (Exhibit 9 - Lessons Learned Summary Tracker in MF MSS Portfolio Seizure Management SOP) that summarizes the key information related to the results of the drill test that includes:

· An overview of performance related to Readiness objectives and associated core capabilities.

Drill highlights the strengths, lessons learned and areas for improvement.

The Lessons Learned Summary Tracker shall be due six (6) months from the contract award date.

Performance Standards

a) Standard: Submit the Readiness Assessment Drill Plan within 6 months after contract award.

AQL: Zero Deviation Deliverables A010 Readiness Assessment Drill Plan A020 Lessons Learned Summary Tracker

5.1.2 Reports

The Contractor shall coordinate with COR to create template and deliver Operational Reports, Accounting Reports, Cash Receipts Reports, Invoices/Cash Disbursements and Bank Statements and Escrow Reconciliations six (6) months from contract award date and reviewed and updated semi-annually thereafter.

This will entail creating new reports from existing SF reports in Excel format and providing pertinent updates based on the Contractors’ expertise in MF program. All reports may not pertain to the MF program.

Format and design will be provided by the COR.

Operational Report

· Executive Summary

· Recertification Report (list of recertification status of the pools)

· Exception and Cure Report for Pooled and (if applicable) Non-pooled Loans

· Claims Receivable Report

· Agency Claims Aging Report (all filed, claims received and pending)

· Agency Claims Curtailment Report

· Delinquency Roll Rate: Rolling 12-month Delinquency & Default Trending Report

· Delinquency: 30, 60 & 90+ Day Delinquency Reports

· No Action Report: Loans 12+ months delinquent and not in bankruptcy,

· foreclosure or loss mitigation status

· Loss Mitigation Status Report

· Liquidation Report

· Collections Report

· Default Timeline Report (i.e., Bankruptcy, pre-foreclosure, foreclosure and post-

· foreclosure)

· Post-Modification Re-Defaulted Loans / Re-Terminated and Seized Loan Modifications

· Natural Disaster Report (loans in geographical areas, loan status, impending action)

· Monthly and Cumulative P&I and Escrow Custodial Account Advance and Forecast Report

· Non-Escrowed Loans Report

· Suspense Balance Report

· Stalled Serviced Loans Report (loans with no activity of payments received)

· Charge-Off Report

· Loss Severity Report

· Data for Ginnie Mae’s Valuation Modeling Contractor

· Ancillary Income Reporting

· Monthly MBS Loan-Servicing Fee Report

· Title Search Loan Level Report

Accounting Reports

· Inventory Roll forward Summary Report

· Detail Adjustments Recorded on SF-2 Report

· Purchase Report

· Delinquent Report

· Transfer Report

· Accrued Interest Report Portfolio/Loan Level

· Capitalization Report

· Cash Collection Report

· T&I Advances Roll forward

· Corporate Advances Roll forward

· Acquired Property Inventory Report

· Foreclosed Loans Claims Filed Inventory

· Foreclosed Loans Inventory Report

· Foreclosed Loans in Process Inventory

· Modified Loans Inventory Report

· Short Sale Claims Inventory Report

· Short Sale Inventory Report

· Whole Loan Inventory Report

· T&I Escrow held Pool/Loan Level Report

· GNMA Pooled Portfolio/Loans Level P&I

· Cash Receipts:

· Claims & Sales Proceeds

· T&I Collection

· P&I Collection

· Corporate Advance Collection

· GNMA, I Service Fee Collection

· GNMA I Repayment Advance Collection

· Invoices/Cash Disbursements:

· T&I Escrow Shortfalls Report

· GNMA I P&I Advance Request

· Request for Return of Claims Funds

· Asset Management / Reimbursables

Cash Receipts Reports

· Claims & Sales Proceeds

· P&I Collection

· Corporate Advance Collection

· GNMA, I Service Fee Collection

· GNMA I Repayment Advance Collection

Invoices/Cash Disbursement Reports

· T&I Escrow Shortfalls Report

· GNMA I P&I Advance Request

· Request for Return of Claims Funds

· Asset Management/Reimbursables

· Escrow Reconciliations

Performance Standards

a) Standard: Submit Template for Operational Reports, Accounting Reports, Cash Receipts Reports, Invoices/Cash Disbursements and Bank Statements and Escrow Reconciliations six (6) months from contract award date and reviewed and updated semi-annually.

AQL: Zero Deviation Deliverables A044 Template for Operational Reports, Accounting Reports, Cash Receipts Reports, Invoices/Cash Disbursements and Bank Statements and Escrow Reconciliations

5.1.3 Standard Operating Procedures

The Contractor shall create, review, and update the following Ginnie Mae Multifamily (MF) Master Sub Servicer (MSS) Standard Operating Procedures (SOP):

· Portfolio Seizure Management

· Asset Servicing

· Designated Document Custodian

· Asset Acquisition

All SOPs shall be due via email to the COR within six (6) months after the contract award date and semi-annually thereafter.

Performance Standards

a) Standard: Submit all SOPs within six (6) months after the contract award date and quarterly thereafter via email to the COR.

AQL: Zero Deviation

A033 SOPs

5.2 Termination, Extinguishment & Seizure (T/E/S) Support Services

5.2.1 The Contractor shall participate in the Organize Phase, Pre-Site Visit Phase, Site Phase and Site Closeout Phase of an Issuer T/E/S in accordance with the Contractor roles and responsibilities as MF MSS outlined in the MF MSS Portfolio Seizure Management SOP, Designated Document Custodian SOP, and the Asset Acquisition SOP.

PHASE 1 ORGANIZE:

During the Organize phase, the Contractor initiates pre-extinguishment activities. The Contractor shall update the MSS Capacity Plan and Issuer Extinguishment Contingency Plan within 24 hours of the CORs communication to MSS of an imminent T/E/S. Ginnie Mae establishes a communication plan, provides a "soft notification to key external stakeholders, and provides technical direction.

PHASE 2 PRE-SITE VISIT:

Once Ginnie Mae makes the decision to effect T/E/S of an Issuer, the Contractor shall update the MSS Response Plan (MRP) with 24 hours of the CORs communication to MSS of Ginnie Mae’s intent to T/E/S, providing data elements to update Integrated Data Collection Plan (IDCP), and participating in pre-extinguishment preparation activities to facilitate efforts during the Site Visit phase.

PHASE 3 SITE VISIT:

During the Site Visit, Ginnie Mae will deploy T/E/S teams to required locations, execute on-site T/E/S steps, obtain data and documentation listed in the Integrated Data Collection Plan (IDCP), and effectively coordinate across multiple stakeholder teams. The Contractor shall secure data and documentation associated with the Ginnie Mae MBS portfolio to promote the continuity of servicing operations and to minimize the impact to borrowers once the portfolio is transferred to the Contractor.

PHASE 4 SITE VISIT CLOSEOUT:

After the Site Visit, the Contractor shall continue the remaining closeout activities and any items which were not completed during the Site Visit Phase. The MSS prepares MSS T/E/S Reports and participates in Lessons Learned Conference Calls.

Performance Standards

a) Standard: Submit plans within 24 hours of the CORs communication to MSS of Ginnie Mae’s intent to T/E/S.

AQL: Zero Deviation Deliverables A001 Integrated T/E/S Plan (IEP) A002 MSS Response Plan (MRP) A003 Communication Plan A004 Integrated Data Collection Plan (IDCP) A005 Capacity Plan

5.2.2 During a T/E/S the Contactor shall participate in Site Visit Preparation Call and Daily Status Calls in accordance with the MF MSS Portfolio Seizure Management SOP.

The Contractor shall participate in a Site Visit Preparation Call that the Senior/Lead MBA designated as the Ginnie Mae Headquarters (HQ) Lead and the Senior/Lead MBA(s) designated as the On-Site Lead(s) conduct with all T/E/S stakeholders on the date of the T/E/S before leaving for the T/E/S site(s) and before the NOV is delivered to the Issuer.

The details to be discussed during the Site Visit Preparation Call are outlined in the MF MSS Portfolio Seizure Management SOP.

The Contractor shall participate in daily status calls hosted by the On-Site Lead(s) throughout the on-site phase of the T/E/S.

Performance Standards

a) Standard: Respond to Daily Status Calls in accordance with the MF MSS Portfolio Seizure Management SOP AQL: Zero Deviation

5.2.3 The Contractor shall perform Required Portfolio Analysis in accordance with the MF MSS Portfolio Seizure SOP.

The Contractor shall analyze:

· Identify potential risks to Ginnie Mae resulting from the T/E/S

· Identify any amounts due to Ginnie Mae

· Develop findings to be addressed by Ginnie Mae

The Contractor shall submit a portfolio analysis report that shall be due within 24 hours after completion of the analysis.

Performance Standards

a) Standard: Submit a portfolio analysis report that shall be due within 24 hours after completion of the analysis.

AQL: Zero Deviation

A034 Portfolio Analysis Report

5.2.4 The Contractor shall identify construction draw requests that are in-flight and due immediately. The Contractor shall send a funding request to the MSS COR/OCFO for construction draws required immediately.

The Contractor shall identify construction draw requests that are in-flight and send a funding request to the MSS COR/OCFO for construction draws by 9AM of the following business day after identifying the draw request.

Performance Standards

a) Standard: Submit a funding request to the MSS COR/OCFO for required construction draws by 9AM of the following business day after identifying the draw request.

AQL: Zero Deviation

A016 Notification of Immediate Construction Draw

5.2.5 The Contractor shall assist Ginnie Mae in monitoring the extraction of electronic files (e-files) related to the Ginnie Mae MBS portfolio from the extinguished Issuer’s servicing system(s). The Contractor shall assist Ginnie Mae in identifying and securing hardcopy files related to the Ginnie Mae portfolio.

5.2.6 The Contractor shall transfer, board and service small, medium, and large MF MBS portfolios in accordance with the Ginnie Mae MF MSS Portfolio Seizure Management Standard Operating Procedures (SOP) within five (5) business days from the date of the T/E/S. The Contractor shall transfer and service Mega MF Issuer portfolios within 10 business days from the date of T/E/S.

The Contractor shall board all loan and pool records, escrow and reserve account records, construction status, communication, and borrower notes from the Extinguished Issuers system to the Contractors system.

Performance Standards

a) Standard: Transfer, board, and service small, medium, and large MF MBS portfolios in accordance with the Ginnie Mae MF MSS Portfolio Seizure Management Standard Operating Procedures (SOP) within five (5) business days from the date of T/E/S.

AQL: Within seven (7) business days from the date of T/E/S.

b) Standard: Transfer and service Mega MF Issuer portfolios within 10 business days from the date of T/E/S.

AQL: Within 12 business days from the date of T/E/S.

5.2.7 The Contractor shall set up new Custodial Accounts within 5 business days in accordance with the MBS Guide. The Contractor shall reconcile custodial accounts within 5 business days and notify Ginnie Mae of any shortfalls within 5 business days. The Contractor shall submit a T&I Escrow report on the last business day of each month via email to the COR.

The Contractor shall reconcile custodial accounts and notify Ginnie Mae of any shortfalls.

Performance Standards

a) Standard: The Contractor shall set up new Custodial Accounts within 5 business days in accordance with the MBS Guide.

AQL: Zero Deviation

b) Standard: Reconcile custodial accounts within 5 business days and notify Ginnie Mae of any shortfalls within 5 business days.

AQL: Zero Deviation

c) Standard: Submit a T&I Escrow report on the last business day of each month via email to the COR AQL: Zero Deviation

A029 T&I Escrow Shortfalls Report

5.2.8 The Contractor shall transfer loan documents to the Designated Document Custodian (DDC) concurrent with the event of Issuer T/E/S.

The Contractor shall perform collateral analysis steps outlined in the DDC Manual and Asset Acquisition SOP to determine the state of the collateral, documentation, and data related to the Extinguished Issuers portfolio.

Performance Standards

a) Standard: Transfer loans immediately upon T/E/S AQL: Zero Deviation

5.2.9 The Contractor shall participate in Collateral Analysis in collaboration with the DDC in accordance with the MF MSS Portfolio Seizure Management Standard Operating Procedures (SOP). Upon completion of the collateral analysis, the Contractor shall create and submit the Due Diligence Portfolio Report.

The purpose of the Due Diligence Portfolio Report is to summarize the results of the collateral analysis, including missing or incomplete collateral, and collateral exceptions. The Contractor shall inform the COR of missing or incomplete data and documentation. Missing data and documentation will be tracked and monitored in the IDCP.

The Due Diligence Report shall be due as follows:

10-Day Due Diligence Portfolio Report (due on the next business day via email to the COR)

30-Day Due Diligence Portfolio Report (due on the next business day via email to the COR)

60-Day Due Diligence Portfolio Report (due on the next business day via email to the COR)

Performance Standards

a) Standard: Submit the 10-Day Due Diligence Portfolio Report (due on the next business day via email to the COR) AQL: Zero Deviation

b) Standard: Submit the 30-Day Due Diligence Portfolio Report (due on the next business day via email to the COR) AQL: Zero Deviation

c) Standard: Submit the 60-Day Due Diligence Portfolio Report (due on the next business day via email to the COR) AQL: Zero Deviation Deliverables A019 10 Day Due Diligence Portfolio Report A035 30 Day Due Diligence Portfolio Report A036 60 Day Due Diligence Portfolio Report

5.2.10 The Contractor shall validate the onboarded servicing records to the Extinguished Issuer’s servicing records and the monthly reported loan data to Ginnie Mae.

The Contractor shall continue to collect requested data and information from the Extinguished Issuer and continue to perform analyses of the data and information received, as directed by Ginnie Mae. Activities that could not be conducted on-site will be prioritized and completed after the on-site visit.

5.2.11 The Contractor shall prepare and submit MSS T/E/S Reports in accordance with the MF MSS Portfolio Seizure Management SOP.

During the Site Visit Closeout Phase, the Contractor shall prepare and submit three (3) MSS T/E/S Reports in accordance with the MF MSS Portfolio Seizure SOP:

10-Day MSS T/E/S Report (due on the next business day via email to the COR)

30-Day MSS T/E/S Report (due on the next business day via email to the COR)

60-Day MSS T/E/S Report (due on the next business day via email to the COR)

Performance Standards

a) Standard: Submit the 10-Day MSS T/E/S Report (due on the next business day via email to the COR) AQL: Zero Deviation

b) Standard: Submit the 30-Day MSS T/E/S Report (due on the next business day via email to the COR) AQL: Zero Deviation

c) Standard: Submit the 60-Day MSS T/E/S Report (due on the next business day via email to the COR) AQL: Zero Deviation Deliverables A017 10-day MSS T/E/S Report A037 30-day MSS T/E/S Report A038 60-day MSS T/E/S Report

5.2.12 The Contractor shall submit a Ginnie Mae I P&I Advance Request upon identifying the amount of pass-through funding required. Once the pass-through amount is determined, the MSS will request funding for any shortfalls from the MSS COR/OCFO. The Contractor shall submit the Ginnie Mae I P&I Advance Request on the 4th business day or before the 13th calendar day of each month.

The Contractor shall immediately identify the amount of pass-through funding required. Once the pass-through amount is determined, the MSS will request funding for any shortfalls from the MSS COR/OCFO.

The Contractor shall submit the 4th business day on or before 13th calendar day of every month.

Performance Standards

a) Standard: Submit a Ginnie Mae I P&I Advance Request on the 4th business day or before the 13th calendar day of each month.

AQL: Zero Deviation

A021 Ginnie Mae I P&I Advance Request

5.3 Servicing

5.3.1 The Contractor shall initiate a meeting in person or conference call with the Designated Document Custodian (DDC). The initial meeting shall occur within six (6) months after the contract award date.

The Contractor shall have an initial meeting with the DDC to establish a contract with Ginnie Mae's DDC. The contract shall address safeguarding whole loans that are no longer in pools.

The Contractor shall obtain all required collateral documents held in trust for Ginnie Mae by the DDC pursuant to Form HUD 11715. This includes transferring the acquired portfolio from the existing Document Custodian to the DDC after receiving written approval from the COR.

Performance Standards

a) Standard: Conduct the initial meeting within six (6) months after contract award date.

AQL: Zero Deviation

5.3.2 The Contractor shall input Portfolio Data and documentation into the servicing system within five (5) business days after contract award date.

Performance Standards

a) Standard: Input Portfolio Data and documentation into servicing system within five (5) business days after contract award date.

AQL: Zero Deviation

5.3.3 The Contractor shall perform portfolio analysis upon completing the onboarding of portfolio data and reviewing servicing documents. The Contractor shall identify construction draws due immediately.

Performance Standards

a) Standard: Complete portfolio analysis, review servicing documents and identify construction draws due immediately within 3 business days.

AQL: Zero Deviation

5.3.4 The Contractor shall transfer money from the P&I and T&I escrow custodial bank accounts within five (5) business days of the T/E/S for small, medium, and large issuers and within ten (10) business days of the T/E/S for mega issuers. The Contractor shall submit the P&I and T&I Bank Statements monthly to the COR via email.

Performance Standards

a) Standard: Transfer money from the P&I and T&I escrow custodial bank accounts within five (5) business days of the T/E/S for small, medium, and large issuers AQL: Zero Deviation

b) Standard: Transfer money from the P& I and T&I escrow bank accounts within ten (10) business days of the T/E/S/ for mega issuers AQL: Zero Deviation

c) Standard: Submit the P&I and T&I Bank Statements monthly to the COR via email.

AQL: Zero Deviation

A039 P&I and T&I Bank Statements

5.3.4.1 The Contractor shall remit P&I proceeds to Ginnie Mae based on the borrower’s payments received for loans that are not pooled within two (2) days of when the borrower’s payment was received by the Contractor.

Performance Standards

a) Standard: Remit P&I proceeds to Ginnie Mae within two (2) days of when the borrower payment was received by the Contractor.

AQL: Zero Deviation

A022 P&I proceeds for non-pooled

5.3.4.2 The Contractor shall identify the amount of pass-through funding required. The contractor shall submit GNMA I P&I Advance Request Report for cash shortages in the Custodial Accounts by the 13th Calendar Day, monthly. The Contractor shall confirm that pass-through funding was successful. The Contractor shall facilitate the transfer of funds to tax and insurance payees, if necessary.

a) Standard: Submit GNMA I P&I Advance Request Report by the 13th Calendar Day, monthly AQL: Zero Deviation

A021 Ginnie Mae I P&I Advance Request

5.3.4.3 The Contractor shall remit the MBS loan-servicing fee directly into the P&I account. The Contractor shall calculate the gross servicing fee for the previous month and remit it to Ginnie Mae by the sixth (6) business day of each month.

a) Standard: Remit the MBS loan-servicing fee directly into the P&I account by the sixth (6) business day of each month.

AQL: Zero Deviation

A023 MBS Loan Servicing Fee

5.3.4.4 The Contractor shall perform cash management activities including test of the expected P&I account, reconciliations of mortgage collateral to securities outstanding, P&I and escrow account reconciliations and calculating P&I account shortfalls.

The Contractor shall provide the COR and OCFO a copy of the expected P&I account tests, reconciliations of mortgage collateral to securities outstanding, monthly bank statements and reconciliations of all P&I and escrow custodial accounts by the 20th day of the month for the previous months cut-off date Performance Standards

a) Standard: The Contractor shall perform cash management activities including test of the expected P&I account, reconciliations of mortgage collateral to securities outstanding, P&I and escrow account reconciliations and calculating P&I account shortfalls daily.

AQL: Zero Deviation

A024 Bank Statements and Escrow Reconciliations

5.3.5 The Contractor shall notify all involved parties of the servicer change within 30 days.

a) Standard: Notify all involved parties of the servicer change within 30 days.

AQL: Zero Deviation

5.3.6 The Contractor shall service daily pooled/non-pooled and insured/guaranteed and non-insured/guaranteed loans and shall pay the security holders of Ginnie Mae guaranteed MBS within 30 days in accordance with Ginnie Mae’s Guaranty Agreements, the requirements of the Ginnie Mae MBS Guide and relevant FHA and RD regulations, handbooks, and other guidelines.

Performance Standards

a) Standard: Daily, service pooled/non-pooled and insured/guaranteed and non-insured/guaranteed, loans.

AQL: Zero Deviation

b) Standard: Pay the security holders of Ginnie Mae guaranteed MBS within 30 days in accordance with Ginnie Mae’s standard Guaranty Agreement AQL: Zero Deviation

5.3.7 The Contractor shall submit via https://pay.gov/paygov/ the gross insurance claims proceeds received from FHA and RD to Ginnie Mae on or before the third business day following receipt. The Contractor shall not obtain reimbursement from the claim proceeds for expenses.

Performance Standards

a) Standard: 3rd Business Day AQL: Zero Deviation

A031 Gross Insurance Claims Proceeds (Claims & Sales Proceeds)

5.3.8 The Contractor shall submit sales proceeds resulting from the sale of real estate owned property (REO) via https://pay.gov/paygov/ directly to Ginnie Mae on or before the third business day following receipt of the proceeds.

a) Standard: 3rd Business Day AQL: Zero Deviation

A032 Real Estate Owned Property (REO) Proceeds (Claims & Sales Proceeds)

5.3.9 Reports

5.3.9.1 The Contractor shall submit Operational Reports. The Operational Reports shall be due monthly if there is a portfolio being serviced.

This will entail creating new reports from existing SF reports in Excel format and providing pertinent updates based on the Contractors’ expertise in the MF program. Currently, there are approximately 21 SF reports with 25 columns, though all reports may not pertain to the MF program.

Format and design will be provided by the COR.

List of Reports:

(1) Executive Summary

(2) Recertification Report (list of recertification status of the pools)

(3) Exception and Cure Report for Pooled and (if applicable) Non-pooled Loans

(4) Claims Receivable Report

(5) Agency Claims Aging Report (all filed, claims received and pending)

(6) Agency Claims Curtailment Report

(7) Delinquency Roll Rate: Rolling 12-month Delinquency & Default Trending Report

(8) Delinquency: 30, 60 & 90+ Day Delinquency Reports

(9) No Action Report: Loans 12+ months delinquent and not in bankruptcy, foreclosure or loss mitigation status

(10) Loss Mitigation Status Report

(11) Liquidation Report

(12) Collections Report

(13) Default Timeline Report (i.e., Bankruptcy, pre-foreclosure, foreclosure and post-foreclosure)

(14) Post-Modification Re-Defaulted Loans / Re-Terminated and Seized Loan Modifications

(15) Natural Disaster Report (loans in geographical areas, loan status, impending action)

(16) Monthly and Cumulative P&I and Escrow Custodial Account Advance and Forecast Report

(17) Non-Escrowed Loans Report

(18) Suspense Balance Report

(19) Stalled Serviced Loans Report (loans with no activity of payments received)

(20) Charge-Off Report

(21) Loss Severity Report

(22) Data for Ginnie Mae’s Valuation Modeling Contractor

(23) Ancillary Income Reporting

(24) Monthly MBS Loan-Servicing Fee Report

(25) Title Search Loan Level Report

Performance Standards

a) Standard: Submit Operational Reports on the last business day of each month AQL: Zero Deviation

A045 Operational Reports

5.3.9.2 The Contractor shall submit Accounting Reports by the 4th business day of each month, if there is a portfolio being serviced

a) Standard: Submit Accounting Reports by the 4th business day of each month AQL: Zero Deviation

A026 Accounting Reports

5.3.9.3 The Contractor shall submit Cash Receipts by the due date designated below, if there is a portfolio being serviced.

Claims & Sales Proceeds due 2nd business day following receipt of funds T&I Collection due 4th business day

P&I Collection due 4th business day

Corporate Advance Collection due 4th business day

GNMA I Service Fee Collection due 4th business day

GNMA I Repayment Advance Collection due 20th calendar day

Performance Standards

a) Standard: Submit Cash Receipts report by the due date designated AQL: Zero Deviation

A027 Cash Receipts

5.3.9.4 The Contractor shall submit the Invoices/Cash Disbursements in accordance with the due date below, if there is a portfolio being serviced.

The…