Freddie Mac Single-Family Seller/Servicer Guide 6101.5 — Requirements for fixed-rate Cash Contracts through Cash-Released XChange®

This section contains requirements related to: ■ Cash-Released XChange® overview ■ Cash-Released XChange pricing ■ Availability of servicing-released prices ■ Funding adjustments and net funding ■ Identification of Transferee Servicers ■ Excluding Transferee Servicers ■ Authorization to disclose the Seller’s identity ■ Servicer’s rights to screen out the Seller ■ Late fees ■ Warranties ■ Document custody

(a) Cash-Released XChange overview When Mortgages are sold under a Mandatory Cash or Best Efforts Contract through CashReleased XChange®, Freddie Mac arranges for a Transferee Servicer, as identified by Freddie Mac, to accept a Concurrent Transfer of Servicing from the Seller at the time the Seller sells the Mortgage to Freddie Mac. The requirements applicable to the sale of Mortgages through Cash-Released XChange are set forth in this chapter and Exhibit 28A, Loan Servicing Purchase and Sale Agreement for Cash-Released XChange®. Sellers approved to sell eMortgages may sell these Mortgages through Cash-Released XChange and must comply with the requirements of Chapter 1402 and the Seller’s other Purchase Documents. The Seller agrees to, and shall comply with, the terms of Exhibit 28A, which include, but are not limited to, requirements for the Seller and for each Transferee Servicer. The price the Seller receives for the Mortgages sold servicing- released reflects the Standard Remittance Cycle. See Section 6101.4(c) for the applicable Minimum Contract Servicing Spread. A Seller must apply to Freddie Mac for approval and access to participate in Cash-Released XChange. If Freddie Mac determines that the Seller is eligible to participate in CashReleased XChange, Freddie Mac will approve the Seller’s use of and provide appropriate access to Cash-Released XChange. The Seller must call their Freddie Mac representative or 800-FREDDIE to inquire about the approval process. Freddie Mac reserves the right, upon notice to: ■ Limit the aggregate UPB of all Mortgages that a Seller may sell to Freddie Mac through Cash-Released Xchange ■ Impose any additional requirements with respect to Cash-Released XChange, or ■ Suspend or terminate the Seller’s ability to sell Mortgages to Freddie Mac through CashReleased XChange.

(b) Cash-Released XChange pricing The price provided by Freddie Mac to the Seller under a Mandatory Cash Contract or Best Efforts Contract through Cash-Released XChange includes: ■ The price offered by Freddie Mac for the purchase of the Mortgage(s), and ■ The price offered by the Transferee Servicer for the Servicing Contract Rights related to each Mortgage Prices and fees provided when the Seller enters into a Mandatory Cash Contract or a Best Efforts Contract through Cash-Released XChange are not final; instead, they are determined as of the Funding Date and reflect the Mortgage data provided by the Seller. Note: The price will not include late fees that must be paid to Freddie Mac pursuant to Section 6101.5(i) below or to the Transferee Servicer as provided in Exhibit 28A. Such additional late fees include fees for late delivery of documents to the Transferee Servicer and fees for failure to transfer or reconcile funds in a timely manner.

(c) Availability of servicing-released prices Only fixed-rate Mortgages for which Loan Selling Advisor® provides a servicing-released price may be sold servicing-released under a Mandatory Cash Contract or Best Efforts Contract. Not all Transferee Servicers will provide a bid for the assumption of Servicing Contract Rights for certain Mortgages. If no Transferee Servicer provides a bid for the assumption of Servicing Contract Rights for certain Mortgages, then Cash-Released XChange is not available for these Mortgages, which may otherwise be eligible for sale to Freddie Mac. The Seller must supply all Mortgage data requested by Loan Selling Advisor (in the fields titled “Loan Fields Required for Pricing” and “Additional Loan Fields That Affect Pricing”) so that a Transferee Servicer may provide an accurate bid for the assignment and assumption of the Servicing Contract Rights. Failure to provide all Mortgage data requested by Loan Selling Advisor may result in a subsequent rescission of the Transferee Servicer’s bid. In that event, if there is no alternative Servicing bid and the Mortgage has been allocated to a Mandatory Cash Contract, the Seller will be subject to a pairoff fee as provided in Section 6401.1.

(d) Funding adjustments and net funding Funding adjustments are comprised of the Escrow funds, interest adjustment, Servicing Spread, tax service fee, transaction fee and temporary subsidy buydown funds. The amount of funding adjustments will be identified on the Funding Date as follows: ■ The Seller enters in Loan Selling Advisor the amounts held as Escrow funds and temporary subsidy buydown funds for each Mortgage sold servicing-released, and ■ Loan Selling Advisor calculates the interest adjustment, Servicing Spread, tax service fee and transaction fee Refer to Section 6302.26 for additional information regarding delivery requirements for Mortgages sold servicing-released under Mandatory Cash Contracts or Best Efforts Contracts. The Seller is responsible for the accuracy of the Escrow fund amounts and temporary subsidy buydown fund amounts that the Seller submits via Loan Selling Advisor. Freddie Mac does not edit or validate these amounts. On the Funding Date, Freddie Mac will deduct the amount of the funding adjustments from the sales proceeds paid by Freddie Mac for the purchase of each Mortgage sold servicing-released. Freddie Mac will forward the deducted amount of the funding adjustments to the Transferee Servicer. The Seller and Transferee Servicer are responsible for any reconciliation, correction or adjustment to the amount of Escrow funds or temporary subsidy buydown funds transferred to the Transferee Servicer. Freddie Mac will not adjust, calculate, refund or pay any amounts with respect to the Escrow funds or temporary subsidy buydown funds after the Funding Date.

(e) Identification of Transferee Servicers The Seller authorizes Freddie Mac to select Freddie Mac-approved Servicers as Transferee Servicers to participate in Cash-Released XChange.

(f) Excluding Transferee Servicers Through Loan Selling Advisor, Freddie Mac will inform the Seller of the identity of the Transferee Servicer(s) that may offer a price to assume the Seller’s Servicing Contract Rights through Cash-Released XChange. The Seller has the right to exclude a Transferee Servicer from assuming the Seller’s interest in the Servicing Contract Rights for Mortgages sold servicing-released. Such exclusion will not apply to Mortgages sold servicing-released for which the Seller has already entered into a Mandatory Cash Contract or Best Efforts Contract before Seller excluded the Transferee Servicer. When the Seller re-prices a servicing-released contract, a new bid for the assumption of the Seller’s interest in the Servicing Contract Rights may be accepted. The Seller must verify the identity of the Transferee Servicer by reviewing the Contract Confirmation that will disclose the most current Transferee Servicer’s bid. If a Seller has excluded a Transferee Servicer under the first paragraph of this Section 6101.5(f), the Seller has the right to restore that Transferee Servicer’s ability to assume the Seller’s Servicing Contract Rights for Mortgages sold servicing-released.

(g) Authorization to disclose the Seller’s identity The Seller authorizes Freddie Mac to disclose and identify any Transferee Servicer or potential Transferee Servicer that the Seller is an eligible Seller of Mortgages and Transferor Servicer for the related Transfer of Servicing Contract Rights through Cash-Released XChange. In addition, Freddie Mac may, in its discretion, disclose the following information to any Transferee Servicer that services Mortgages that the Seller has sold to Freddie Mac through Cash-Released XChange: ■ That the Seller is no longer a Freddie Mac-approved Seller/Servicer ■ That the Seller is no longer eligible to sell Mortgages to Freddie Mac through CashReleased XChange

(h) Servicer’s rights to screen out the Seller The Seller acknowledges that a Transferee Servicer may terminate the Seller’s ability to transfer the Seller’s Servicing Contract Rights to such Servicer at any time without notifying the Seller. The Seller will have no right of action, appeal or other recourse against Freddie Mac and releases all claims it may have against Freddie Mac and/or the Servicer in connection with such termination.

(i) Late fees Freddie Mac may, in its sole discretion, charge the Seller a late fee of up to $500 for each Mortgage for which the Seller: ■ Fails to comply with the requirements in Section 4.2 of Exhibit 28A ■ Incorrectly identifies all funding adjustments or fails to reconcile with the Transferee Servicer all funding adjustments as required in Section 6101.5(d) or as required in Section 5.1 of Exhibit 28A These late fees are in addition to any fees that the Seller may be required to pay the Servicer as provided in Exhibit 28A.

(j) Warranties For Mortgages sold through Cash-Released XChange under a Mandatory Cash Contract or Best Efforts Contract, the Seller remains solely liable to Freddie Mac for all sale representations, covenants and warranties in the Purchase Documents (the “sale representations and warranties”) of the Mortgages for which the related Servicing Contract Rights are assigned to the Transferee Servicer. The Transferee Servicer is liable to Freddie Mac for all Servicing duties, obligations, responsibilities, representations, covenants, warranties, agreements and related liabilities in the Purchase Documents with respect to the Mortgages related to the Concurrent Transfer of Servicing. See Sections 7101.3(c), (d), (e) and (f) for liabilities with respect to Subsequent Transfers of Servicing of these Mortgages. Freddie Mac will conduct quality control activities relating to the sale representations and warranties with the Seller. The Seller agrees that Freddie Mac may share information with the Transferee Servicer regarding the Mortgages sold to Freddie Mac servicing-released, including, but not limited to, quality control findings, the Seller’s response to quality control findings and defect reports.

(k) Document custody Sellers are required to deliver the Notes for Mortgages other than eMortgages that are sold through Cash-Released XChange to a Document Custodian listed in Exhibit 43, CashReleased XChange® Document Custodians. See Section 2202.2(c) for the document custody requirements for Mortgages sold through Cash-Released XChange. See Chapter 1402, Directory 4 and the Seller’s other Purchase Documents for the document custody requirements for eMortgages sold through Cash-Released XChange.