Final Exhibit A

Mortgagee’s Certification Regarding: Electronic Submission of Documents for Application for Full Insurance Benefits – Assignment of Mortgage	U.S. Department of Housing and Urban Development Federal Housing Commissioner
To: United States Secretary of Housing and Urban Development (“HUD”)		Project Name: [Project Name]
		FHA Project Number: [Project No.]

The above referenced project (the “Project”) was assigned to HUD under a claim of monetary default on __________, ____. The Project was financed with the proceeds of a mortgage loan (the “Loan”) from the undersigned mortgagee (the “Mortgagee”) to ____________________, which Loan was insured by HUD under Section _____, [pursuant to Section ______] of the National Housing Act, as amended, in accordance with that certain “Firm Commitment” issued by HUD. This MORTGAGEE’s Certification Regarding: ELECTRONIC Submission of Documents for Application for Full Insurance Benefits – Assignment of Mortgage is given in order to induce HUD to provide legal clearance with respect to the claim and assignment to HUD by ensuring HUD’s receipt of legally compliant documents, both in form and substance.

The undersigned hereby certifies as follows:

The Mortgagee and Mortgagee’s Counsel hereby certify that (i) it will provide (or cause to be provided) to an address identified by HUD counsel the originals¹ (including wet ink signatures when applicable), or recording official-certified copies (when applicable), of all the documents and instruments required in LEGAL INSTRUCTIONS CONCERNING APPLICATIONS FOR FULL INSURANCE BENEFITS – ASSIGNMENT OF MULTIFAIMLY AND HEALTHCARE MORTGAGES TO THE SECRETARY (HUD form 2510) (the “LEGAL INSTRUCTIONS”) Part B no later than 1 business day after HUD counsel submits a written request for the documents (including via email) to Mortgagee and/or Mortgagee’s Counsel, and (ii) the documents delivered to an address identified by HUD counsel will be identical to the electronic versions accepted by HUD in connection with review of the application for insurance benefits and organized in a manner consistent with Exhibit A’s checklist.

Furthermore, the undersigned further certifies that all documents submitted to HUD in connection with this submission conform to those documents Mortgagee obtained from HUD and such documents have not been changed or modified in any manner except as specifically identified and approved by HUD as evidenced by the attached Appendix A-1. It is understood that changes and modifications to which this paragraph speaks do not include filling in blanks, attaching exhibits or riders, deleting bracketed provisions as contemplated by the terms of the documents, or making changes authorized by the Legal Instructions or HUD counsel. The undersigned further certifies that the document attached hereto and incorporated herein as Appendix A-2 is a completed checklist identifying the required documents and the form of submission of each document for the assignment of the Mortgage for this Project. By executing this Certification, Mortgagee and Mortgagee’s Counsel certify that the required documents are in the physical custody (as applicable to the Project) of the Mortgagee’s Counsel, in original or recording official-certified form as required by the Legal Instructions, and will be submitted in full compliance with the terms of this Certification.

The undersigned further certifies that Mortgagee and/or Mortgagee’s Counsel will maintain custody of all original instruments and recording official-certified copies (when applicable), related to the claim and assignment of mortgage, until HUD counsel submits a written request for these documents.

If these documents are not sent to an address identified by HUD counsel within 1 business day of HUD counsel’s request, HUD may pursue legal remedies, which can include, amongst other things, adjustments to the claim payment and/ or referral of the matter to the Mortgagee Review Board for administrative action, and/or civil monetary penalties (see 24 CFR Section 25.6 and 24 CFR Section 30.35).

Effective as of ___________________, ____

MORTGAGEE:

[MORTGAGEE NAME],

________________________

By:

Name:

Title:

MORTGAGEE’S COUNSEL:

[FIRM NAME]

________________________

By:

Name:

Title:

Warning: Any person who knowingly presents a false, fictitious, or fraudulent statement or claim in a matter within the jurisdiction of the U.S. Department of Housing and Urban Development is subject to criminal penalties, civil liability, and administrative sanctions.

Appendix A-1

Instructions: Please identify and list all documents provided by HUD for submission under the Legal Instructions where Mortgagee and/or Mortgagee’s Counsel changed or modified the documents in any manner except as specifically identified and approved by HUD. It is understood that changes and modifications do not include filling in blanks, attaching exhibits or riders, striking through inapplicable provisions, deleting bracketed provisions as contemplated by the terms of the documents, or making changes authorized by the Legal Instructions or HUD counsel.

Appendix A-2

HUD Insurance Claim Checklist

U.S. Department of Housing and Urban Development

 Warning: Any person who knowingly presents a false, fictitious, or fraudulent statement or claim in a matter within the jurisdiction of the U.S. Department of Housing and Urban Development is subject to criminal penalties, civil liability, and administrative sanctions. 

Project Name:      

Project Number:     

Project Location (City, County, State):     

Mortgage Insured Under Section:     

Date of Final Endorsement:     

Date of Execution of the Assignment:

Date of Recordation of Assignment of Mortgage/Deed of Trust to HUD:     

UPB as of the Date of Execution of the Assignment:      

SUBMISSION REQUIREMENTS:

Legal Submission Deadline is 45 days after the date of Recordation of Assignment of Mortgage/Deed of Trust to HUD. This is deadline for receipt and approval of all legal documents unless OGC grants a 15-day extension on or before this date. If documents are not acceptable to OGC and no extension has been granted by this date, interest on claim is curtailed on claims paid in cash.

Items marked with an asterisk (*) must be dated the Date of Recordation of Assignment of Mortgage/Deed of Trust to HUD.

Each document should be scanned and uploaded separately and must use a naming convention that includes the exhibit number and name from this checklist. Example: 2_ Mortgage/Deed of Trust/Security Instrument

If the document was recorded, submit the original recorded document or a certified copy certified by the recording official. If the document was recorded via electronic filing, submit a certified copy certified by the recording official.

If a document is not applicable to the project, indicate below and provide a cover sheet explaining why the document does not apply. Example: Tab 4_ Modifications or Amendments to Security Instrument (Not applicable because the security instrument was not amended or modified.)

Please see Legal Instructions for additional requirements.

Required Documents (All Claims)
Tab No.	Document Description [Section of Legal Instructions]	Orig.	Certified Copy	N/A Include explanation for N/A.
1	Note [B.1] If original is unavailable, include the following: Affidavit of Lost Note ____yes ____no Indemnification Agreement ____ yes _____no Must include Indemnification Language in Legal Instruction B.1.
1.1	Allonge/Endorsement to Mortgage Note (Interim) – Chain [B.1] Total number of Allonges/Endorsements prior to HUD Assignment ______
1.2	Allonge/Endorsement to HUD Allonge to HUD must include requisite language in Legal Instruction B.1.
2	Mortgage Indemnification Agreement? ___ yes ____ no If the original mortgage, is unavailable, provide a copy along with an Indemnification Agreement, which must contain requisite language in Legal Instruction B.2.
2.1	Amendments and/or modifications to the Mortgage Indemnification Agreement? ___ yes ____ no If the original amendment and/or modification is unavailable, provide a copy along with an Indemnification Agreement, which must contain requisite language in Legal Instruction B.2.
3	Assignment of Mortgage to the Secretary Do not use Form No. 289, Assignment, as the assignment of mortgage. Assignment must include requisite language in Legal Instruction A.1.
4	Assignment of Mortgage – Interim Chain [B.3 and B.4] Indemnification Agreement? ___ yes ____ no  If an assignment was not recorded and the original is unavailable, provide a copy along with an Indemnification Agreement, which must contain requisite language in Legal Instruction B.2.
4.1	Assignment of Rents and Leases to the Secretary If applicable, see footnote 1, Part A, Item 1.
4.2	Assignment of Rents and Leases --Interim Chain If applicable, see footnote 1, Part A, Item 1.
5	Security Agreement/chattel mortgage(s), if applicable. [B.5] Indemnification Agreement? ___ yes ____ no If the security agreement/chattel mortgage was not recorded and the original document is unavailable, provide a copy along with an Indemnification Agreement, which must contain requisite language in Legal Instruction B.2.
5.1	Modifications or Amendments to Security Agreement/chattel mortgage(s) [B.5] Indemnification Agreement? ___ yes ____ no If there is an amendment or modification that was not recorded and the original is unavailable, provide a copy along with an Indemnification Agreement, which must contain requisite language in Legal Instruction B.2.
6	Assignment of Security Agreement/chattel mortgage(s) –to the Secretary [B.6 and B.7] If applicable under Legal Instruction B.6. Must contain requisite language in Legal Instruction B.6. Include interim assignments, amendments, and/or modifications
7	Assignment of Security Agreement/chattel mortgage(s) – Chain [B.6 and B.7] If applicable under Legal Instruction B.6. Must contain requisite language in legal instruction B.6. Include interim assignments, amendments, and/or modifications

Tab No.	Document Description [Section of Legal Instructions]			Orig.	Certified Copy	N/A Include explanation for N/A.
8	County UCC Filings and Assignment to the Secretary (Mortgagor) [B.8] Are UCC Filings Current? ____ yes _____ no UCC Expiration Date ______ If UCC filings will expire within 6 months after the assignment of mortgage, continuation statements must be prepared and filed for record by the mortgagee. If UCC filings have lapsed or were never filed, the mortgagee must submit a new UCC-1 filed for record and an Indemnification Agreement. This must be accomplished within the legal submission deadline or extended deadline. Provide the following information:
	UCC Financing Statement		File Date/ File Number
	Original UCC-1
	UCC-3 Amendment [Insert Reason for UCC -3, e.g., Change in Debtor]
	UCC-3 Amendment
	UCC Assignment to HUD
		Due by	File Date/ File Number
	UCC-3 Continuation
	UCC-3 Continuation
	UCC-3 Continuation
	UCC-3 Continuation
	Continuation statements must be filed every five (5) years from the filing date of the initial UCC-1 Financing Statement. A continuation statement may be filed only within six months before the expiration of the five-year effective period. See U.C.C. § 9-515.
	Please add additional rows as necessary.

Tab No.	Document Description [Section of Legal Instructions]				Orig.	Certified Copy		N/A Include explanation for N/A
8.1	State UCC Filings and Assignment to the Secretary (Mortgagor) [B.8] Are UCC Filings Current? ____ yes _____ no UCC Expiration Date ___ If UCC filings will expire within 6 months after the assignment of mortgage, continuation statements must be prepared and filed for record by the mortgagee. If UCC filings have lapsed or were never filed, the mortgagee must submit a new UCC-1 filed for record and an Indemnification Agreement. This must be accomplished within the legal submission deadline or extended deadline. Provide the following information:
	UCC Financing Statement		File Date/ File Number
	Original UCC-1
	UCC-3 Amendment [Insert Reason for UCC -3, e.g., Change in Debtor]
	UCC-3 Amendment
	UCC Assignment to HUD
		Due by	File Date/ File Number
	UCC-3 Continuation
	UCC-3 Continuation
	UCC-3 Continuation
	UCC-3 Continuation
	Continuation statements must be filed every five (5) years from the filing date of the initial UCC-1 Financing Statement. A continuation statement may be filed only within six months before the expiration of the five-year effective period. See U.C.C. § 9-515.
	Please add additional rows as necessary.

Tab No.	Document Description [Section of Legal Instructions]	Orig.		Certified Copy		N/A Include explanation for N/A
9	Form No. 289 Assignment [B.9] This instrument is not to be used as the assignment of mortgage and it should not be recorded. See Exhibit B for a copy of this form.
10	Proof of Hazard/Property Insurance [B.10] See Legal Instruction B.10 for a list of acceptable documents and other requirements. A Certificate of Insurance is not acceptable. The hazard insurance must be in effect at least through 11:59pm on the date on which the assignment of mortgage is recorded.
10.1	Affidavit affirming Hazard Insurance Policy in force If the mortgagee submits evidence of property insurance or an insurance binder (MBA Commercial Property Form, ACORD 75, ACORD 27, or ACORD 28 or equivalent under State law), the mortgagee must submit an affidavit that contains requisite language in legal instruction B.10.
11	Assignment of Mortgagee’s interest in the Hazard Insurance Policy [B.11] Must contain requisite language in legal instruction B.11.
12.	Evidence of Flood Insurance [B.12] Is the project located in a flood zone? ___ yes ___no If all or part of the building(s) included within the project are in a Special Flood Hazard Area (SFHA), acceptable proof of flood insurance coverage is required. A Certificate of Insurance is not acceptable.
12.1	Flood Insurance Affidavit If the mortgagee submits evidence of flood insurance, the mortgagee must submit an affidavit that contains requisite language in legal instruction B.12.
13	Assignment of Mortgagee’s Interest in the flood insurance policy? _____ yes ______ no [B.13] Must contain requisite language in legal instruction B.13.

Tab No.		Document Description [Section of Legal Instructions]	Orig.		Certified Copy		N/A Include explanation for N/A
14. Additional Documents and Assignments (All Claims) Submit all other agreements, instruments, documents, or collateral which evidence, secure, or otherwise relate to the FHA-insured mortgage whether executed or delivered by or on behalf of a borrower, operator, master tenant, or other parties.
14.1	Building Loan Agreement, Bonds and other Related Agreements. [B.14.] If the assignment of mortgage occurs within two (2) years after the date of final endorsement of the Note, submit the Building Loan Agreement and all bonds or other agreements designed to assure completion.
14.2	Assignment of Building Loan Agreement – to the Secretary [B.14] If applicable under Legal Instruction B.14.
14.3	Assignment of Building Loan Agreement –Chain [B.14] If applicable under Legal Instruction B.14.
14.4	Repair Escrow Agreements
14.5	Assignment of Repair Escrow Agreement the Secretary
14.6	Assignment of Repair Escrow Agreement -- Chain
14.7	List additional Non-healthcare Documents and/or Assignable Interests
Tab No.		Document Description [Section of Legal Instructions]		Orig.		Certified Copy		N/A Include explanation for N/A
15	Healthcare-Related Documents and Assignments, see Page 9
16	Corporate Resolution [B.16] Must provide appropriate evidence demonstrating the authority of the signatory of the assignment instruments to act on behalf of the mortgagee.
17	Title Policy [B.17] Original title policy from closing.
17.1	Date-Down Endorsement or New Title Policy Must include all requirements for title insurance coverage in legal instruction B.17. No exceptions are permitted other than those approved by HUD. Mortgagee must submit evidence of HUD’s written approval for any new exception on the title insurance policy or date-down endorsement.
17.2	Title Agent Letter of Authority (only applies to new title insurance policies)
18	Notification to Taxing Authority/Property Tax Information Legal Instructions [B.18]
19	Mortgagee’s Certification [B.19] For electronic submission, submit the Mortgagee’s Certification Regarding: Electronic Submission of Documents for Application for Full Insurance Benefits – Assignment of Mortgage (See Exhibit A).

15. Additional Required Documents (Healthcare-Related Documents and Assignments) For loans insured under Section 232 (12 U.S.C. §1715w) of the National Housing Act that were processed under LEAN, the mortgagee must submit all Healthcare Loan Documents, including all agreements, instruments, documents, or collateral which evidence, secure, or otherwise relate to the Section 232 Mortgage Loan, or required or permitted under the Section 232 LEAN program, whether executed or delivered by or on behalf of Borrower, Operator, Borrower Representative, or Master Tenant, in each case, as amended, restated, supplemented or otherwise modified from time to time. See Item #15 of the Legal Instructions Concerning Applications for Full Insurance Benefits - Assignment of Multifamily and Healthcare Mortgages to the Secretary (“Legal Instructions”). As of March 1, 2009, all Section 232 loans were processed under LEAN and therefore subject to this requirement.
The below documents must comply with the requirements for Healthcare-Related Documents as outlined in Legal Instruction B.15.
Tab No.	Document Description	Orig. or Rec. Cert.	Copy	N/A Include explanation for N/A
H1	Operator Security Agreement
H2	Amendments and/or modifications to the Operator Security Agreement Indemnification Agreement? ___ yes ____ no If the original amendment and/or modification is unavailable, provide a copy along with an Indemnification Agreement, which must contain requisite language in Legal Instruction B.2.
H2.1	Assignment of Operator Security Agreement to the Secretary
H2.2	Assignment of Operator Security Agreement: Chain Include interim assignments, Indemnification Agreement? ___ yes ____ no If there is an Assignment that was not recorded and the original is unavailable, provide a copy along with an Indemnification Agreement, which must contain requisite language in Legal Instruction B.2.
H3	Assignment of Rents and Leases Include interim assignments, amendments, and/or modifications

Tab No.	Document Description				Orig.	Rec. Cert. Copy	N/A Include explanation for N/A
H4	UCC1 County (Operator) Are UCC Filings Current? ____ yes _____ no If UCC filings will expire within 6 months after the assignment of mortgage, continuation statements must be prepared and filed for record by the mortgagee. If UCC filings have lapsed or were never filed, the mortgagee must submit a new UCC-1 filed for record and an Indemnification Agreement This must be accomplished within the legal submission deadline or extended deadline. Provide the following information:
		UCC Financing Statement		File Date/ File Number
		Original UCC-1
		UCC-3 Amendment [Insert Reason for UCC -3, e.g., Change in Debtor]
		UCC-3 Amendment
		UCC Assignment to HUD
			Due by	File Date/ File Number
		UCC-3 Continuation
		UCC-3 Continuation
		UCC-3 Continuation
		UCC-3 Continuation
		Continuation statements must be filed every five (5) years from the filing date of the initial UCC-1 Financing Statement. A continuation statement may be filed only within six months before the expiration of the five-year effective period. See U.C.C. § 9-515.
		Please add additional rows as necessary.

Tab No.	Document Description			Orig.	Rec. Cert. Copy	N/A Include explanation for N/A
H5	UCC 1 Sec. of State (Operator) Are UCC Filings Current? ____ yes _____ no If UCC filings will expire within 6 months after the assignment of mortgage, continuation statements must be prepared and filed for record by the mortgagee. If UCC filings have lapsed or were never filed, the mortgagee must submit a new UCC-1 filed for record and an Indemnification Agreement.
	UCC Financing Statement		File Date/ File Number
	Original UCC-1
	UCC-3 Amendment [Insert Reason for UCC -3, e.g., Change in Debtor]
	UCC-3 Amendment
	UCC Assignment to HUD
		Due by	File Date/ File Number
	UCC-3 Continuation
	UCC-3 Continuation
	UCC-3 Continuation
	UCC-3 Continuation
	Continuation statements must be filed every five (5) years from the filing date of the initial UCC-1 Financing Statement. A continuation statement may be filed only within six months before the expiration of the five-year effective period. See U.C.C. § 9-515.
	Please add additional rows as necessary.

Tab No.	Document Description	Orig.	Copy	N/A Include explanation for N/A
H6	Operator Estoppel Certificate with copies of Lease and Addendum to Operating Lease
H7	Operator Memorandum of Lease
H8.	Master Tenant Security Agreement, as applicable
H9	Amendments and/or modifications to the Master Tenant Security Agreement, as applicable Indemnification Agreement? ___ yes ____ no If the original amendment and/or modification is unavailable, provide a copy along with an Indemnification Agreement, which must contain requisite language in Legal Instruction B.2.
H10	Assignment of Master Tenant Security Agreement to the Secretary, as applicable
H11	Assignment of Master Tenant Security Agreement – Chain, as applicable

Tab No.	Document Description				Orig.	Rec. Cert. Copy	N/A Include explanation for N/A
H12	UCC1 County (Master Tenant), as applicable Are UCC Filings Current? ____ yes _____ no If UCC filings will expire within 6 months after the assignment of mortgage, continuation statements must be prepared and filed for record by the mortgagee. If UCC filings have lapsed or were never filed, the mortgagee must submit a new UCC-1 filed for record and an Indemnification Agreement.
		UCC Financing Statement		File Date/ File Number
		Original UCC-1
		UCC-3 Amendment [Insert Reason for UCC -3, e.g., Change in Debtor]
		UCC-3 Amendment
		UCC Assignment to HUD
			Due by	File Date/ File Number
		UCC-3 Continuation
		UCC-3 Continuation
		UCC-3 Continuation
		UCC-3 Continuation
		Continuation statements must be filed every five (5) years from the filing date of the initial UCC-1 Financing Statement. A continuation statement may be filed only within six months before the expiration of the five-year effective period. See U.C.C. § 9-515.
		Please add additional rows as necessary.

Tab No.	Document Description				Orig.	Rec. Cert. Copy	N/A Include explanation for N/A
H13	UCC1 Sec. of State (Master Tenant) Are UCC Filings Current? ____ yes _____ no If UCC filings will expire within 6 months after the assignment of mortgage, continuation statements must be prepared and filed for record by the mortgagee. If UCC filings have lapsed or were never filed, the mortgagee must submit a new UCC-1 filed for record and an Indemnification Agreement.
		UCC Financing Statement		File Date/ File Number
		Original UCC-1
		UCC-3 Amendment [Insert Reason for UCC -3, e.g., Change in Debtor]
		UCC-3 Amendment
		UCC Assignment to HUD
			Due by	File Date/ File Number
		UCC-3 Continuation
		UCC-3 Continuation
		UCC-3 Continuation
		UCC-3 Continuation
		Continuation statements must be filed every five (5) years from the filing date of the initial UCC-1 Financing Statement. A continuation statement may be filed only within six months before the expiration of the five-year effective period. See U.C.C. § 9-515.
		Please add additional rows as necessary.

Tab No.	Document Description	Orig.	Copy	N/A Include explanation for N/A
H14	Master Tenant Estoppel Certificate with Master Lease Agreement and HUD Addendum to Master Lease
H15	Memorandum of Master Lease
H16	Memorandum of Sublease
H17	Master Lease Subordination Agreement
H18	Amendments to Master Lease Subordination Agreement
H19	Assignment of Master Lease Subordination Agreement to the Secretary
H20	Assignment of Subordination Agreement - Chain
H21	Master Lease
	Amendments to Master Lease
H22	Cross-Default Guaranty of Subtenants
H23	Intercreditor Agreement
	Amendments to Intercreditor Agreement
	Assignment of Intercreditor Agreement to the Secretary
H24	Assignment of Intercreditor Agreement - Chain
H25	Deposit Account Control Agreement(s) (“DACA”) among Lender, Operator and Bank Has the agreement been terminated? ____Yes ___ No If the DACA has been terminated, provide evidence of termination
H26	Deposit Account Instructions Services Agreement(s) (“DAISA”) among Lender, Operator and Bank Has the agreement been terminated? ____ Yes ____ No If the DAISA has been terminated, provide evidence of termination
H27	Lockbox Account Control Agreement (Commercial Accounts)
	Assignment of Lockbox Account Control Agreement (Commercial Accounts) to the Secretary
Tab No.	Document Description	Orig.	Copy	N/A Include explanation for N/A
H28	Assignment of Lockbox Account Control Agreement (Commercial Accounts) - Chain
H29	Lockbox Account Agreement (Government Accounts)
	Assignment of Lockbox Account Agreement (Government Accounts) to the Secretary
H30	Assignment of Lockbox Account Agreement (Government Accounts) – Chain
H31	Notice of Assignment to HUD relating to A/R Financing
H32	Notice to A/R Lender under Intercreditor Agreement
H33	Notice to Borrower Representative and Bank
H34	Notice to Master Tenant and Bank
H35	Notice to Operator and Bank
H36	Notice of Exclusive Control or HUD Letter
H37	No Debt Service Reserve Letter
H38	Assignment of Section 232 Healthcare Loan Documents

1 Photocopies or duplicates of original documents do not satisfy the requirement to provide HUD with original documents if they are not certified according to the project’s jurisdiction’s and approved of by HUD counsel.

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