Freddie Mac



Legal Issues Analysis(Revised 10-4-2022)Prepared by: [ATTORNEY NAME] of [LAW FIRM]Phone and E-Mail: Optigo Lender: Date Completed/Updated: This Legal Issues Analysis (“Analysis”) constitutes the “Preliminary Legal Issues Memorandum” referenced in the Freddie Mac Multifamily Seller/Servicer Guide (“Guide”) and is submitted to Freddie Mac on behalf of the Optigo Lender. All capitalized terms not defined in this Analysis have the meanings given to them in the Guide. Freddie Mac may require additional information or analyses of the issues described in this Analysis. Submit this Analysis to the transactional attorney in MS Word format. The Analysis (and any required updates, as described below) must also be uploaded to DMS. Do not submit this Analysis until you have received and reviewed a substantial portion of the due diligence. If there are material updates, additions, or corrections, submit a revised Analysis, together with a blackline showing the changes. Do not submit a revised Analysis for non-material changes, such as minor corrections to names, addresses, or minor changes in ownership that do not affect a party’s status as a Borrower Principal. The final version of this Analysis must contain a comprehensive summary of all material legal issues affecting the transaction and the final resolution of those issues. The attorney completing this Analysis (“Completing Attorney”) acknowledges that Freddie Mac will be using the information in this Analysis for purposes of its securitization disclosure without any further review to verify its accuracy.? The Completing Attorney represents and warrants that all information provided in this analysis is true and correct in all material respects and that there are no omissions that would result in any such information being materially incomplete, incorrect, or misleading as of the Origination Date. BASIC INFORMATIONProperty Name and Address: Freddie Mac Loan Number (if known):Anticipated Loan Amount: Additional legal analyses submitted or required? ? Y ? N If yes, enumerate and describe additional items belowFreddie Mac Producer and Underwriter (if known):Freddie Mac In-House Counsel (and/or Outside Counsel, if applicable) (if known):Freddie Mac Title Paralegal (if known): Targeted Commitment Issuance Date:Targeted Origination Date: RELATED SPONSOR TRANSACTIONS AND/OR POOL TRANSACTIONSIs this loan or property part of a pool or otherwise being submitted to Freddie Mac concurrently with other loans or properties with the same sponsor? ? Y ? N If yes: ? crossed loans ? uncrossed loans ? single “master” loan secured by multiple properties If you are aware of other sponsor loans or properties that are being submitted or underwritten concurrently (or substantially so) specify (1) the nickname of pool (e.g. “Project Domino”), or, if no nickname exists, the name and loan number of the other loans, and (2) the approximate aggregate loan amount of the pool. DOCUMENT MODIFICATIONSDocument Modifications requested? ? Y ? N ? TBD If yes, does sponsor have a template or previously-approved modifications? ? Y ? N ? Unknown If yes, provide property name/Freddie Mac loan number for most recent prior transaction(s) where document modifications were approved, if applicableIf document modifications are requested, provide the requested modifications recommended by the Optigo Lender and Optigo Lender’s counsel in a separate MS Word file, together with Optigo Lender’s counsel analysis where appropriate. Use blackline formatting to show modifications.BORROWER STRUCTURE(Note: Definitions for all entity types can be found in the Guide. If there are material revisions to the organizational chart after this Analysis is submitted, the Borrower Structure section must be revised with any applicable updates.)Borrower(s)Date of formation: (or indicate if not yet formed)SPE Equity OwnerIf not required, state “Not Applicable”Date of formation: (or indicate if not yet formed)Guarantor(s)Proposed Designated Entities for TransfersEquity Structure(See Section 9.9 of the Guide) Does any equity contribution have any characteristics constituting Preferred Equity or any unacceptable attributes of Preferred Equity noted in Sections 9.9(c) and 9.9(d) of the Guide? ? Y ? N If “Yes”, provide Equity Analysis. An analysis is required even if the Preferred Equity Control Takeover is not being requested. For supplemental loans, an updated analysis must be provided even if an analysis was provided for the first lien.To help determine whether an equity contribution constitutes preferred equity, the Optigo Lender may, at its option, ask Borrower to complete a Borrower’s Equity Questionnaire. The Optigo Lender is not required to submit the Borrower’s Equity Questionnaire to Freddie Mac, but may do so for consultation/guidance. LOAN TYPE (select all that apply)Product TypeLoan PurposeSpecialty Products/Features? Conventional (Regional)?Acquisition (Land)?Value Add?Seniors Housing?Acquisition (Ownership Interests)?Completion guaranty?Manufactured Housing Community (MHC)?Refinance?Escrow?Student HousingRate Type?Lease up?Fixed Rate?Letter of credit?Floating Rate?Escrow?Targeted Affordable Housing (TAH)?Third party rate cap?Guaranty?Cash?No rate cap?No Credit Enhancement?Tax Exempt Loan (TEL)?Green Advantage Program?Bonds?Float-to-Fixed?Green Up?Unfunded Forward?Float-to-Float?Completion guaranty?Funded Forward?Escrow?Preservation Rehab/4% LIHTC? Supplemental Loan?Green Certification?Preservation Rehab/9% LIHTCSenior Loan info FM Loan Number:Loan Amount: K-Deal designation (if applicable):Simultaneous Assumption: ? Y ? N ?Green Assessment Refund?C-Pace?Green Rebate?Structured Transactions?Green Retrofits?Revolving Credit Facility?Mod Rehab?Crossed?Uncrossed? Additional Proceeds LoanFM Loan Number for the Float-to-Fix or Float-to-Float Loan:ORGANIZATIONAL CHART(Note: Optigo Lender’s counsel must review the organizational chart to confirm the items below and may not rely on the Optigo Lender’s review)Does the attached organizational chart comply in all material respects with the requirements set forth in Freddie Mac’s “Guidance –Organizational Charts” (located at - Click on “Org Chart, AML, OFAC, Fraud Resources” and then “Organizational Chart – Interactive Guidance”). ? Y ? N If no, describe any deficiencies: Will the deficiencies be corrected prior to closing? ? Y ? N If no, see “OFAC/AML Approvals Required” line item below****ATTACH THE ORGANIZATIONAL CHART TO THE END OF THIS ANALYSIS****If there are material changes to the organizational chart after this Analysis is submitted, a revised Analysis must be submitted. A revised Analysis is not required for non-material changes to the organizational chart, such as minor corrections to names or minor changes in ownership that do not impact a party’s status as a Borrower Principal. COMMON TRANSACTION ISSUES Except as set forth in the “Additional Information and Analysis” column, if item is compliant with Guide and Commitment/ERLA requirements or not applicable to the Loan, no additional information is required. If item is applicable but not compliant, then provide additional analysis and recommendations below or in a separate memorandum. Contact FM Legal if you have any questions regarding the applicable requirements. Issue (Select all that apply)Compliant? (Y/N)Additional Information, Analysis and Recommendations(Use boldface for responses; do not use italics)Recycled SPE Borrower ?i.e. formed 90 days or more before closing or has conducted business prior to origination. Exceptions to the recycled reps should be noted below. Merged/Converted Entity?Describe history of the merger/conversion. Contact MF Legal to obtain unpublished riders and requirements for merged/converted entities, which include additional legal opinions. Previously Owned Other Property?Describe nature of property previously owned by Borrower, including dates of when property was owned and disposition of property. Contact MF Legal to obtain unpublished riders and requirements for prior owned property. Does the previously owned property give rise to an exception to the Seller/Servicer Representations and Warranties? ? Y ? N Previous Failure to Maintain Good StandingDescribe reason for the failure to maintain good standing and how it was corrected, including dates of lapse and reinstatement. Contact MF Legal to obtain unpublished riders and requirements for failure to maintain good standing, which include additional legal opinions and searches.Other exceptions to the Recycled Borrower Representations ?Describe any other exceptions to the recycled borrower representations.SPE Equity Owner Required??Required only if (i) loan is more than $25MM, and (ii) Borrower is not a corporation or a DE single member LLC. SPE Equity Owner must be a corporation or a DE single member LLC. Recycled??i.e. formed 90 days or more before closing or has conducted business prior to origination. Exceptions to the recycled reps must be noted here, including prior ownership of property other than the collateral.Merged/Converted Entity? ?Describe history of the merger/conversion. Contact MF Legal to obtain unpublished riders and requirements for merged/converted entities, which include additional legal opinions.Trust Guarantor (See Section 9.6(c) of the Guide)?Name of Trust: Revocable or Irrevocable?Name of Trustee(s): If Revocable Trust, Name of Grantor(s):Guarantor is a Foreign Citizen or US Citizen residing outside US (See Section 9.11 of the Guide)?Identify the country of citizenship or primary residence, as applicable for each such Guarantor.Investment Fund as Guarantor (See Section 9.10 of the Guide)?Provide name of Investment Fund Guarantor. Legally Non-Conforming Property?Does the nonconformity give rise to an exception to the Seller/Servicer Representations and Warranties? ? Y ? N (If yes, specify why it is acceptable)Short-Term Leases Rider Requested? ?Percentage of Short-Term Leases requested: Survey Waiver Requested? (See the Survey Waiver Requirements on mf.)?? Waiver of Current Survey (Loan $20MM or less) ? Western States Survey Waiver (CA, UT, OR, WA, NV, and AZ) ? ALTA Survey Waiver (NYC) ? Waiver of Current Survey (Property not located in NYC, CA, UT, OR, WA, NV, or AZ)? Supplemental Loan - Waiver of Current Survey Waiver of Non-Consolidation Opinion Requested? (Loans $40MM or greater)?A Borrower Due Diligence Checklist is required unless Borrower is a NY Cooperative.Amendment and Restatement of Existing Mortgage?Specify if an existing mortgage is being amended and restated and describe the related mortgage recordation tax issuesOFAC/AML Approval(s) Required?n/aDescribe any issues that could conflict with or otherwise implicate Freddie Mac’s OFAC/AML requirements (e.g. non-compliant organizational chart or requested modifications of OFAC/AML-related loan document provisions).Any departure from Freddie Mac’s OFAC/AML requirements requires the approval of Freddie Mac which will be granted in its sole discretion. Explain the reason/justification for any requested approval. Was the requested approval granted by Freddie Mac on a prior transaction for the applicable party? ? Y ? N If yes, specify the name, loan number, and date for the most recent prior transaction(s). Also provide a copy of any certifications or similar documents provided in connection with the previous waiver. OTHER TRANSACTION ISSUES - OVERVIEW (select one)? This transaction does NOT involve any of the Other Transaction Issues described below. If the subject transaction does not involve any of Other Transaction Issues, you may omit the remaining pages from the Analysis? This transaction does involve one or more of the Other Transaction Issues described below. If the subject transaction involves any of Other Transaction Issues, you must complete and include all the remaining pages from the Analysis unless otherwise indicated OTHER TRANSACTION ISSUESExcept as set forth in the “Additional Information and Analysis” column, if item is compliant with Guide and Commitment/ERLA requirements or not applicable to the Loan, no additional information is required. If item is applicable but not compliant, then provide additional analysis below or in a separate memorandum. Contact FM Legal if you have any questions regarding the applicable requirements.Issue (Select all that apply)Compliant? (Y/N)Additional Information and Analysis(Use boldface for responses; do not use italics)BORROWER, SPE EQUITY OWNER AND GUARANTOR ISSUESNon-Compliant Single Purpose Entity Borrower?n/aDescribe any aspects in which Borrower does not comply with Freddie Mac’s SPE requirements, other than any issues affecting a Recycled Borrower that are described above. Note that for any loan over $20MM, any single member LLC must be formed in DE to be considered an SPE. Commingled Accounts?Describe any shared accounts or other consolidated cash management arrangement between Borrower and the property manager and/or between Borrower and affiliates of Borrower. Contact MF Legal to obtain unpublished riders and requirements for commingled accounts. Single Asset Entity Borrower ?Permitted only for loans $5MM or less and Transitional Line of Credit Borrowers.Multi-Asset Entity Borrower ?Permitted for loans $5MM or less only; Identify all other assets owned by Borrower, including location. If known, provide information on the value of, and any indebtedness affecting, the other assets.Tenancy–in-Common Borrower (See Section 9.12 of the Guide)?Name of proposed “Required Co-Owner” for Co-Owner Transfer (See §7.03(a)(iv) of the Loan Agreement; this entity must be an existing TIC):Proposed “Required Co-Owner Interest” in the Mortgaged Property (See §7.03(a)(iv)(G) of the Loan Agreement; this is the ownership percentage the Required Co-Owner must continue to maintain): Name of Proposed “Consolidation Borrower Manager” for TIC Roll-Up Transfer (See §7.03(a)(v) of the Loan Agreement; this must be the controlling individual or controlling institutional sponsor entity with sufficient personnel and assets to operate the Property):Multiple Entities as Borrower/Co-Borrowers (other than Tenancy-In-Common)?Provide information on structure, including whether all Co-Borrowers have identical ownership.Cooperative as Borrower ?Nonprofit Borrower or Borrower Principal ?Delaware Statutory Trust (DST) Borrower?Consult Freddie Mac Legal for additional analysis requirements.Limited Liability Limited Partnership (LLLP) Borrower?Consult Freddie Mac Legal for additional analysis requirements.Preferred Equity Control Takeover Transfer Requested (See Section §7.03(b)(ii) of the Loan Agreement): ?Name of proposed “Preferred Equity Investor”: Provide Equity Analysis. For supplementals loans, an updated analysis must be provided even if an analysis was provided for the first lien. Buy-Sell Transfer Requested (See Section §7.03(b)(iii) of the Loan Agreement) (*may not be used for a Preferred Equity Control Takeover)?Name of proposed “Buy-Sell Equity Investor”:Provide Equity Analysis. For supplemental loans, an updated analysis must be provided even if an analysis was provided for the first lien.Transfer to Previously Underwritten Person (see §7.03(a)(iii) of the Loan Agreement) ?Name of proposed “Prior Borrower Principal”: Name of proposed “Previously Underwritten Person”: Requested Transfer Rights not addressed under Article VII of the Loan Agreement ?Identify which preapproved transfers are being requested that are not addressed under Article VII of the Loan Agreement and provide related relevant information, including proposed Loan Agreement modifications. Reverse 1031 Exchange?Provide information regarding structure of exchange, including the identity of the affected entity, the Qualified Intermediary, Exchange Owner, and Exchange Owner Affiliate. Provide both “before” and “after” organizational charts. Crowdfunding (see Section 9.2 (g) of the Guide)?Funding a project or venture by raising capital from marketing directed to the public at large (via the internet or otherwise) for investment in one specific property under the exemptions provided under Title III or IV of the Jumpstart Our Business Startups (JOBS) Act.Provide information regarding the nature of the crowdfunding, including the % of ownership interests that will be crowdfunded and the affected entities. Crowdfunding of any controlling interest in Borrower, or of any interest in Borrower that may take control under any provisions of the organizational documents (e.g. preferred equity), is not permitted. Optigo Lender or employees of Optigo Lender with ownership/controlling interest in Borrower structure?Disclose nature of ownership (%, whether controlling or non-controlling), including any 0% general partner/managing member interestOther issues relating to Borrower type/structure or unusual or notable aspects of Borrower structure? e.g., land trust, business trust, or REIT PROPERTY ISSUESPrimary Access Via Easement or Private Road (see Section 8.8(b) of the Guide)?Provide the name and the date of the access easement agreement, the parties to the agreement, and the recording information and date.Specify:(a) whether the easement is the sole means of access.(b) how maintenance obligations are allocated.Shared Amenities or Facilities (see Section 8.9(e) of the Guide)?Provide the name and the date of the shared amenities agreement, the parties to the agreement, and the recording information and date. Specify: (a) which shared amenities or facilities are not located on the Property.(b) which shared amenities or facilities are located on the Property.(c) how maintenance obligations are allocated.Condominium Deed Restriction (see Section 8.18(f) of the Guide)?Provide the name and date of the conversion restriction agreement, the parties to the agreement, and the recording information and date. Private Utilities and/or Private Lift Stations (non-MHC property)?For any privately-owned utilities used by the property, such as a well or septic system, or a privately-owned lift station, please complete the analysis contained in the Manufactured Housing Communities section below in the line item entitled “Private Utilities and/or Private Lift Stations”. Existing Mechanic’s or Other Liens?Provide information regarding any liens that will remain after loan origination, including the payee and amount.Mortgage Recordation Tax Issues (other than amendment and restatement of mortgage)?Describe any mortgage recordation tax issues (other than issues described above relating to the amendment and restatement of an existing mortgage) Shared Appreciation Rights ?Please describe the rights of any third party (such as any governmental entity or a ground lessor) to share in the proceeds from a future sale of the property or the operating cash flow of a property if Lender or any subsequent owner of the Property would be subject to such rights. For the purposes of this line item, you need not describe the rights of any holder of equity interests (including preferred equity interests). If applicable, do such rights give rise to an exception to the Seller/Servicer Representations and Warranties? ? Y ? N Other Noteworthy Title Exceptions or Issues?Discuss any title exception that merits discussion beyond the title exception analysis.Regulatory Agreement?Provide Regulatory Agreement Analysis for each Regulatory Agreement. “Regulatory Agreement” includes any HUD Use Agreement, even if it does not include any rent or occupancy restrictions. Tax Abatement or Exemption or Payments in Lieu of Taxes (PILOT)?Provide Tax Abatement/Exemption/PILOT Questionnaire.Housing Assistance Payments (HAP) Contract?Provide Section 8 HAP Contract Analysis.Section 236 Decoupled Interest Reduction Payment (IRP) Subsidy ?Low Income Housing Tax Credits (LIHTC)?Remaining # of months in Compliance Period: Remaining # of months in Extended Use Period:Is the Loan:a refinance of an existing permanent loan on a property whose construction or rehabilitation was previously financed with LIHTCs? ? Y ? N a permanent loan for the rehabilitation of a property that was previously subsidized or assisted through one or more of the programs identified in 12 CFR 1282.34(c) or a comparable state/local program? ? Y ? N a permanent loan for the acquisition and rehabilitation of a previously unsubsidized property using LIHTC? ? Y ? N Provide Regulatory Agreement Analysis.Rental Assistance Demonstration (RAD) ?Is the Property subject to a RAD conversion? ? Y ? N If yes, list the number of units subject to the RAD conversion:100% Owned Condo?Partial/Fractured Condo (see Section 8.18 of the Guide)?Provide information required under Sections 8.18(a), (c), (d), and (e) of the Guide.Self-Managed Property?Sub-Manager as Property Manager?Describe management structure.Ground Lease (See Section 30 of the Guide) ?? Fee interest will be mortgaged to Lender ? Fee interest will not be mortgaged to LenderProvide Ground Lease Analysis.Master Lease?Provide a summary of the Master Lease mercial Lease Issues (See Section 8.11 and 55.2 of the Guide)?Identify any nonresidential lease where any of the following is true:(a) a Commercial Lease Analysis is required under Section 55.2 of the Guide. (b) any of the circumstances listed in Section 8.11(e) of the Guide is applicable (c) the lessee is an affiliate of Borrower.(d) the lease does not comply with Section 8.11 of the Guide.Provide legal analysis of any item that does not meet the requirements of Section 8.11 of the Guide.If any circumstance listed in Section 8.11(e) of the Guide is applicable, indicate whether an SNDA is recommended (and if so, why). Historic Tax Credits?Submit Historic Tax Credits Master Lease Analysis (obtain from Freddie Mac Legal).Shari’ah Loan?Describe the structure of the transaction.Subordinate Debt?Provide Subordinate Debt Analysis. Mezzanine Debt?Provide additional information and analysis regarding the mezzanine debt.Building Code and/or Fire Code Violations?Describe violations that will remain after loan origination. Units without Final Certificate of Occupancy ?Explain which final certificate(s) of occupancy are missing and why.Corporate Lease Rider Requested? ?Percentage of Corporate Leases requested:Home Sharing Requested?Number and Percentage of Home Sharing units requested:Contact the transactional attorney if there is an existing master lease that allows for home sharing.OTHER MISCELLANEOUS ISSUESLetter of Credit (See Section 11.2 of the Guide)?Indicate if a letter of credit is being included in the collateral for any purpose. Material litigation affecting Property, Borrower, or Guarantor?Provide relevant information regarding any material litigation affecting Borrower, the Property, or Guarantor. Generally, material litigation will not include slip and falls or ordinary landlord-tenant disputes that are covered by insurance. Other Items?Describe any other items which would ordinarily be disclosed in a PLIM or which are required to be disclosed pursuant to the Guide.[SEE ADDITIONAL PAGES FOR MANUFACTURED HOUSING COMMUNITY TRANSACTIONS, SENIORS TRANSACTIONS AND CROSS-COLLATERALIZED TRANSACTIONS. IF NOT APPLICABLE, DELETE THE REMAINING PAGES][INCLUDE THIS TABLE ONLY FOR SENIOR HOUSING TRANSACTIONS – OTHERWISE DELETE]OTHER TRANSACTION ISSUES SENIORS HOUSING TRANSACTION **If applicable, provide Operating Lease Analysis and sub-Operating Lease Analysis in addition to the information below**Is there an operator? If so, who is the operator? If the operator is not Borrower, is the operator a Borrower affiliate or a third party? Is there a sub-operator? If so, who is the sub-operator? Is the sub-operator a Borrower affiliate or a third party?Does the operator’s and/or the sub-operator’s term expire before maturity? Who is the holder of the licenses? What is the status of the licenses? If an acquisition, who will hold the licenses at origination, and if not the Borrower or Operator, explain the process and timing for Borrower/Operator to obtain all licenses, and explain any recommended interim licensing structure such as an interim master sublease.Who owns the F, F & E? Is the Acuity Mix Conversion Rider being requested?How many units, if any, will be used for respite care? List all potentially Material ContractsIs Borrower or operator charging entrance fees? If so, describe. [INCLUDE THIS TABLE ONLY FOR MANUFACTURED HOUSING COMMUNITY TRANSACTIONS – OTHERWISE DELETE]OTHER TRANSACTION ISSUES MANUFACTURED HOUSING COMMUNITY TRANSACTIONIssue (Select all that apply)Additional Information, Analysis and Recommendations(Use boldface for responses; do not use italics)Recreational Vehicles (RVs) and RV Sites?Total number of RVs*: ____ (total #); ____ (occupied #)? Park Model: ____ (total #); ____ (occupied #)? Motor Coaches: ____ (total #); ____ (occupied #)? Park Trailers: ____ (total #); ____ (occupied #)? Other: _____________ (specify type and total # and occupied # of each)*Note: Do not include RVs located in storage areasTotal number of RV Sites: ____ (include Home Sites that can only fit RVs and Home Sites that can fit manufactured homes but are occupied by RVs)# of RV Sites Physically Occupied by a Person: ___# of Vacant RV Sites (i.e., RV Sites with no RVs and RV Sites with RVs that are not physically occupied): ___? All RVs located on Home Sites (that are NOT RV Sites)? All RVs located on RV Sites? All RVs located in storage areas? Other: specify (if some combination of the above, describe here)Are lease terms for RV Sites identical to terms offered for Home Sites? ? Y ? N If no, describe any differences: MHC Tenant Protections (see Sections 22.1(b) and 22.2(p) of the Guide)All required MHC Tenant Protections (including the conflicts of laws provision) are included in a form written agreement that must be signed by owners of manufactured homes: ? Y ? N[Note: Check “Y” above if MHC Tenant Protections are included in MH Community Rules and Regulations which are incorporated by reference into written leases] The MHC Tenant Protections are included in the following agreements: ? Written Leases (including amendments or riders to Leases), or ? MH Community Rules and Regulations, which are incorporated by reference into written Leases and which must be signed by owners of manufactured homes, or? MH Community Rules and Regulations, which are incorporated by reference into written Leases and Borrower will provide each owner of a manufactured home with a written notification listing the MHC Tenant Protections, or? [Insert name and description of applicable document][Note: Lender must (1) review the form agreement to confirm the MHC Tenant Protections are included and the home owners are required to sign, and (2) receive a legal opinion that the MHC Tenant Protections are valid and enforceable against Borrower. If MHC Tenant Protections are included in MH Community Rules and Regulations and Borrower will deliver written notifications to home owners, Lender must review the MH Community Rules and Regulations and the written notification to confirm both documents include all MHC Tenant Protections]Submit form of agreement (including written notification to home owners, if applicable) containing the MHC Tenant Protections.Conditional Use Permit required to use Property as an MHC ?Description of permit: Provide issuer name, permit number, issuance date, and expiration date. Can permit be renewed or extended? ? Y ? NIf yes, describe renewal process, including submission deadline and fees, any other conditions, and any legal limitations on the maximum length of time the property may be operated under a conditional use permit: Other terms of which Lender should be aware: Resident-Owned Community (MHROC)?Submit the Manufactured Housing Resident-Owned Community Analysis. Private Utilities and/or Private Lift Stations ? ? private well ? private water treatment system ? lift station for water ? septic tank ? private sewage treatment plant ? pump and storage tank ? lift station for sewage ? Other: _______________________Check all that apply. If there is more than one of any type of utilities (e.g. multiple private wells), indicate above in parentheses.Does Borrower own all the private utilities? ? Y ? N If no, specify owner and relationship to Borrower: Are all private utilities located on the property? ? Y ? N If no, specify location, owner of location, and provide analysis of Borrower’s legal rights to access the off-site private utility: Who manages/operates the private utilities? ? Borrower ? third party ? combination of both Borrower and third partyOther information re: management/operation: If different parties manage/operate different private utilities, specify here. If managed/operated by a third party: (1) identify third party (2) specify terms of any agreements between borrower and third party and (3) confirm whether Lender can and should obtain a collateral assignment of the third party agreement. Are permits required to operate any of the private utilities? ? N ? Y If yes: Describe permits and specify who is current holder: What are prerequisites to obtain the permits?Can the permits be collaterally assigned to Lender? ? Y ? NCan permits be transferred to Lender/future owner after foreclosure or transfer of title? ? Y ? NIf yes, describe process: Can Lender/future owner operate the utilities after foreclosure/other transfer of title without the permits? ? Y ? N What local, municipal and/or state agencies have oversight authority over, and what laws or regulations govern the operation of the private utilities: Are there any past/current zoning, environmental, operational or other legal violations related to the private utility? ? Y ? N If yes, describe current status of such violations and indicate whether cured:Describe any required events/actions to ensure continued operation of private utilities after foreclosure/transfer of title (e.g., application to and approval by a governmental authority, transfer of permits to new owner, etc.):Rental Programs offered by Borrower or Borrower’s Affiliate ?Rental program offered: ? directly by Borrower ? through Borrower’s affiliateNumber of homes included in rental program: specify # owned by Borrower and # owned by Borrower’s affiliateLease StructureAre the leases for the homes combined into one lease with the home site? ? Y ? N If yes: Does the lease differentiate between the obligations of Borrower and its affiliate to the tenant? ? Y ? NIs there a separate agreement between Borrower and its affiliate governing the responsibilities and obligations of each party? ? Y ? NIf a Borrower affiliate owns the homes in the program:Is there a direct lease with the tenant for the manufactured home? ? Y ? N Is there a lease between Borrower and its affiliate for the home site? ? Y ? N Leave the above blank if the Borrower affiliate does not own the rental program homes.Lease Payments? Tenant makes one payment to Borrower for home site and another payment for the home to the owner of the Home? Tenant Makes one joint payment for both the home site and the home to ? Borrower ? Borrower’s affiliate ? Property Manager [Note: Joint payments made to a Borrower affiliate are not permitted]? Other: describeRental Programs offered by Third Parties?Rental program offered by: ____________Number of homes included in rental program: Sales and/or Financing of Manufactured Homes?Has Borrower or any Borrower affiliate ever offered manufactured homes for sale at the Property? ? N ? Y (Borrower) ? Y (Borrower affiliate)If yes, specify which entity and describe: (e.g., were/are sales limited to manufactured homes that were abandoned by former tenants or has/is Borrower or its affiliate engaged in the retail sale of homes? How long ago was the most recent sale/offer for sale?) Has Borrower or any Borrower affiliate ever offered financing programs for the purchase of manufactured homes (including any rent-to-own programs) at the Property? ? N ? Y (Borrower) ? Y (Borrower affiliate)If yes, specify which entity and describe: Borrower-Owned Manufactured Homes (current)?Number of Borrower-Owned Manufactured Homes: do not include homes owned by Borrower affiliateUse of Borrower-Owned Homes (e.g., tenant rentals, staff housing, etc.): Under applicable law, manufactured homes are considered: ? Personal Property ? Real Property Applicable statute(s): ______________The Loan Documents are sufficient to create a valid security interest on Borrower-Owned Homes: ? Y ? N If no, describe any required revisions/additional steps to create a valid lien: Describe method of perfection of security interests in Borrower-Owned Homes under applicable law, including (1) any filing requirements and fees (2) any recommended title or lien searches and (3) requirements for assignment of such security interests: Borrower’s Prior Ownership of Manufactured Homes; Other Prior ActivitiesHas Borrower in the past owned any other manufactured homes (in addition to those described above)? ? N ? Y If yes, describe: e.g. clubhouses, staff living quarters.What was the disposition? e.g., demolished, removed from Property, transferred If Recycled, has Borrower engaged in any activities (other than those described above) that would prevent it from making the certifications contained in the Recycled Borrower Certification without modification? ? Y ? N If yes, describe:[INCLUDE THIS TABLE ONLY FOR CROSS-COLLATERALIZED TRANSACTIONS – OTHERWISE DELETE]OTHER TRANSACTION ISSUES CROSS-COLLATERALIZED TRANSACTIONProvide information and analysis of the following issues:Whether any of the properties are located in a single action stateIf the pool involves properties from multiple states, whether any enforcement issues arise under state law if an in-state loan is crossed with a loan from out-of-state Issues regarding recordation tax Describe any issues not already described in other sections of this Analysis that relate to the cross-collateralizationWhether the right to releases and/or substitutions is being requested and if so, on what termsIssues regarding required title policies and endorsementsOther issues relating to cross-collateralization ................
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