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Weststar Loan Servicing Company - 2009-03-01
{ CONTRACTS UMITTAL TO CITY CLERK'S OFFICE To: JOAN FLYNN, City Clerk Name of Contractor: Weststar Loan Servicing Company Purpose of Contract: For Example:Audit Services or Water Quality Testing Huntington Lake—Huntington Central Park Providing Loan Servicing for the City of Huntington Beach's Rehabilitation Loan Program Amount of Contract: $11 ,000.00 Copy of contract distributed to: The original insurance certificate/waiver distributed Initiating Dept. ❑ to Risk Management ❑ Finance Dept. ❑ ORIGINAL bonds sent to Treasurer ❑ A date: Na xte lion City Attorney's Office 3 / G:AttyMisc/Contract Forms/City Clerk Transmittal PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND WESTSTAR LOAN SERVICING CORPORATION FOR Providing Loan Servicing for the City of Huntington Beach's Rehabilitation Loan Program THIS AGREEMENT("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY, and Weststar Loan Servicing Corp. a Nevada Corporati4fbreinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to provide loan servicing for the City's Rehabilitation Loan Program ;and Pursuant to documentation on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.03,relating to procurement of professional service contracts have been complied with;and CONSULTANT has been selected to perform these services, NOW,THEREFORE, it is agreed by CITY and CONSULTANT as follows: 1. SCOPE OF SERVICES CONSULTANT shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." CONSULTANT hereby designates Christie Eurton who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. agree/surfnet/professional svcs to$49 12-07 1 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 3. TERM:TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence on March 1 , 20og(the "Commencement Date"). This Agreement shall automatically terminate three (3) years from the Commencement Date, unless extended or sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later than three (3) veers. from the Commencement Date. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in,Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually agreed to in writing by CITY and CONSULTANT. In the event the Commencement Date precedes the Effective Date, CONSULTANT shall be bound by all terms and conditions as provided herein. 4. COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "B," which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses,not to exceed Eleven Thousand Dollars ($ 11,000.00 J. 5. EXTRA-WORK In the event CITY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such agree/surfnet/professional Svcs to$49 12-07 2 work only after receiving written authorization from CITY. Additional compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 6. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B." 7. DISPOSITION OF PLANS ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by CITY as it sees fit. 8. HOLD HARMLESS CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with CONSULTANT's (or CONSULTANT's subcontractors, if any) negligent (or alleged negligent) performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY. CONSULTANT will conduct all defense at its sole cost and expense and CITY shall approve selection of CONSULTANT's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are agree/surfnet/professional svcs to$49 12-07 3 applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. 9. PROFESSIONAL LIABILITY INSURANCE CONSULTANT shall obtain and furnish to CITY a professional liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for CONSULTANT's professional liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above-mentioned insurance shall not contain a self-insured retention, "deductible" or any other similar form of limitation on the required coverage except with the express written consent of CITY. A claims-made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B. CONSULTANT shall notify CITY of circumstances or incidents that might give rise to future claims. CONSULTANT will make every effort to maintain similar insurance during the required extended period of coverage following PROJECT completion. If insurance is terminated for any reason, CONSULTANT agrees to purchase an extended reporting provision of at least two (2) years to report claims arising from work performed in connection with this Agreement. If CONSULTANT fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the CITY with required proof that insurance has been procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to agree/surfnet/professional svcs to$49 12-07 4 forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. CONSULTANT waives the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY. 10. CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to CITY a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement;the certificate shall: A. provide the name and policy number of each carrier and policy; B. state that the policy is currently in force; and C. shall promise that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice; however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by CITY. The requirement for carrying the foregoing insurance coverage shall not derogate from CONSULTANT's defense, hold harmless and indemnification obligations as set forth in this Agreement. CITY or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. CONSULTANT shall pay, in a prompt and timely manner,the premiums on the insurance hereinabove required. agreefsurfnet/professional sves to$49 12-07 5 11. INDEPENDENT CONTRACTOR CONSULTANT is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of CITY. CONSULTANT shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for CONSULTANT and its officers, agents and employees and all business licenses, if any, in connection with the PROJECT and/or the services to be performed hereunder. 12.- TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the event of termination, all finished and unfinished documents, exhibits, report, and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. agree/surfnet/professional svos to$49 12-07 6 14. COPYRIGHTS/PATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 16. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U. S. certified mail-return receipt requested: TO CITY: TO CONSULTANT: City of Huntington Beach weststar Loan Servicing ATTN:Director of Economic 2340 Paseo Del Prado 2000 Main Street Development Dept. P. 0. Box 29503 Huntington Beach,CA 92648 Las Vegas, NV 89126-9503 agree/surfnet/professional svcs to$49 12-07 7 17. CONSENT When CITY's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event. 18. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 19. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 20. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as agree/surfnet/professional sves to$49 12-07 8 to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or fixture statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals,each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 22. IMMIGRATION CONSULTANT shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 23. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. agree/surfna/professional svcs to$49 12-07 9 24. ATTORNEY'S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 25. SURVIVAL Terms and conditions of this Agreement,which by their sense and context survive the expiration or termination of this Agreement,shall so survive. 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 27. SIGNATORIES Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not, in fact,held by the signatory or is withdrawn. CONSULTANT's initials`1) lgn � 1 28. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's agree/surfnet/professional sves to$49 12-07 10 behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 29. EFFECTIVE DATE IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. CONSULTANT, CITY OF HUNTINGTON BEACH, a municipal corporation of the State of Weststar Loan Servicing Corporation California COMPANY NAME [�1Y� 1 '� 1/ ' Stanley Smale Director/� of By: Y ��% ` ��u^� (Pursuant To HBMC§3.03.100) Economic Development print name ITS: (circle one)Chauman/Presiden ice President APPROVED AS TO FORM: AND �. City Attorney Ir ,// rint name ITS: (circle one) ecretary%Chief financial Officer/Asst. Secretary—Treasurer agree/surfnet/professional Svcs to$49 12-07 1 1 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) Servicing of City of Huntington Beach and/or Redevelopment Agency-(City) originated loans, as proposed in Attachment 1. B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: 1. Set up new loan accounts. 2. Issue "welcome letter",payment coupon books and loan payment directions to borrower. 3. Track all loan payment activity, including delinquencies and payoffs on all new and existing loans in City loan portfolio. 4. Collect monthly payments from borrowers as required and deposit into Trust Fund, as directed by City Treasurer. 5. Submit monthly reports to City, including Contract Transaction Report, Monthly Aging Report for delinquent accounts, and Borrower History. 6. Issue delinquency and/or NSF letters to borrowers, as required. 7. Prepare annual Internal Revenue Service Form 1098 for applicable borrowers and distribute to borrower as required by the IRS. 8. Provide customer Service to borrowers via telephone and written correspondence. C. CITY'S DUTIES AND RESPONSIBILITIES 1. Provide copies of loan documents and required loan set-up forms for the setting up of new loans. 2. Review and reconcile statements and reports received from Weststar and respond to loan portfolio and/or loan servicing related questions from Weststar and borrowers. Surfnet Exhibit A 3. Respond to Weststar with authorizations and confirmations on loan payoff amounts. as needed. 4. Prepare and record Loan Reconveyance documents to borrowers upon receipt of loan payoff funds from borrower or confirmation of loan payoff from Weststar. 5. Follow up with borrowers who are delinquent with their payments, as indicated on the monthly aging report from Weststar. D. WORK PROGRAM/PROJECT SCHEDULE: Work to be performed by consultant in connection with the City's loan portfolio, on an ongoing basis, during the business hours established by Weststar for the agreed upon term of the contract and any extensions thereof. Surfnet Exhibit A i 1�/1/(&Sc Star Attachment 1 A Premier Loan I Servicing Company City of Huntington Beach Rehabilitation Loan Program Response to Request for Proposal December 30, 2008 Las Vegas, NV 2340 Paseo Del Prado/Suite D-104/P.O.Box 29503/Las Vegas, NV 89126-9503/702-252-0439/Fax 702-252-0740/www.westloan.com CORPORATE OVERVIEW Weststar Loan Servicing, Inc., a subsidiary of Weststar Mortgage Corporation,based in Albuquerque,New Mexico, (collectively"Weststar" and "the Company") functions as a loan servicer for city and county redevelopment and rehabilitation agencies, seller carry-back notes, resort properties, land subdivisions, as well a collection agent for monthly rents on rental properties. The Company contracts with municipalities, financial institutions, real estate developers and title companies to perform individual loan servicing functions on their consumer and mortgage loan portfolios. Our scope of services includes: ♦ Loan Servicing ♦ Trust Fund Accounting and Disbursements The breath of experience and services we provide is due to the fact we are not a single industry loan servicer. During the past 25 years, Weststar and affiliates have gained considerable depth of experience in servicing consumer loan products. The Company has specialized in this arena and is continuing to expand,based on industry recognized skills in providing specialized reporting and collection programs. We currently support clients such as City of Long Beach, City of Huntington Beach, City of Inglewood, City of Yakima, City of Detroit,U.S. Bancorp,Norwest Bank, Stewart Title, Fidelity National Title and other NYSE companies. Our full service approach provides the necessary range of supplemental activities from collection efforts through to foreclosure, providing our clients the scope of services crucial to maintaining servicing value and protecting the underlying asset. Our experience with multiple loan types augments our broad capabilities with the collection of loans. The Company is currently supporting approximately 100,000 loans. The loans supported are equally split between loans serviced by the Company for others and loans serviced by major institutions utilizing the Weststar technology in a service bureau environment. COMMUNITY DEVELOPMENT and REDEVELOPMENT AGENCIES The primary objective of Title I of the Housing and Community Development Act of 1974, as amended, is the development of viable urban communities by providing decent housing, a suitable living environment, and expanding economic opportunities for persons of low and moderate income. Many local agencies, in keeping with national objectives, have also developed commercial and economic development programs. These programs are, in many cases, dedicated to the rehabilitation of commercial or industrial space, or for facade improvement. In California, particularly, seismic retrofitting is of primary concern to many county governments. Weststar is developing a specialty in assisting city and county redevelopment agencies account for and manage these assets. Most agencies simply do not have the volume of loans necessary to invest in the appropriate technology to assist them in adequately tracking and collecting on the loans, which have been made. In its service to government agencies, Weststar is committed to meeting the specialized needs of our clients. Aided by a staff of dedicated professionals, our services are structured on the needs of our clients. We bring to you a significant amount of private sector knowledge and an understanding of public sector purpose. Weststar has knowledge in both direct loan servicing and funds disbursement. Funds are held in trust and disbursed without delay, daily,weekly or semi-monthly upon proper authorization. Weststar is noted for dependable, efficient service delivery. Our professional staff offers you a broad range of disciplines including business administration, finance, and loan servicing. We try to provide innovative ideas and approaches for services, which are continually passed on to our client base regardless of industry. Summary of the benefits Weststar provides to City and County Redevelopment Agencies ® LONGEVITY -- We have a long term proven track record of providing loan portfolio management and other financial and administrative services to government agencies, private investors and land developers. Long term stability is an important factor when dealing with extended term notes ® FINANCIAL STABILITY-- Our strong audited financial condition, attested to by Arthur Andersen LLP, provides you the assurance the company can fulfill its contractual term. A broad client base means financial independence, i.e., the company is not dependent on any one client to stay in business. ® DIVERSIFICATION -- We offer a wide variety of financial and administrative services. Our company can meet potential client needs such as: loan processing, underwriting, document preparation, construction funds disbursement, and several other specialized services, all designed to meet your program requirements. ® FLEXIBLE REPORTING -- We have developed a series of reports which track each funding source utilized by the client and then roll-up the accounts into a single report providing administrators with a quick clear picture of their portfolios. In addition, if a borrower has a loan, which was funded by multiple sources, Weststar tracks and reports on each, fractionalized portion of the loan by funding source. LOAN SERVICING AND PORTFOLIO MANAGEMENT The ongoing management of the portfolio is critical to ensure the repayment of the loans and having these funds available for continual lending to new borrowers. Some of our typical services include: ® Payment processing ® Coupon production ® Telephone customer service ® Delinquency management ® Specialized management reporting services, by funding source ® Annual production of 1098's for borrowers, -- including an annual history of payments received. Payment Processing All payments received are posted to the account on the day received, except for accounts, which are in foreclosure. Funds are available for disbursement within 24 hours after receipt providing a check does not get returned due to insufficient funds. Coupon Production Coupons are produced in-house the same day a request for coupons is received. Annually, a coupon booklet is produced and sent to the borrowers. Should the borrower misplace their coupon booklet, replacement coupons will be immediately produced and sent to the borrower. Monthly billing statements can be generated based on the needs of individual clients. Telephone Customer Service Customer service representatives are available during normal business hours, to answer any loan- related questions from either the borrower or representatives of the client. A nationwide 800 # is available so as to minimize the expense to the borrower and client. Delinquency Management Weststar provides the client the ability to monitor and control the delinquencies within their portfolio. We are able to design a delinquency notice program to fit the specific needs of the client. Delinquency notices are typically sent at the end of the grace period specified in the promissory note, or at 15, 30, and 60 days after the payment is due. The frequency of notices sent, however, is based on our client's needs. In addition, Weststar will automatically assess any late fees incurred, based on the late provisions stated in the promissory note, if payment is not received within the grace period. If late fees incurred are not included in the payment received from the borrower, we will then"accrue"the late fees until paid. In addition, Weststar provides the client with a delinquency report each month in order to monitor the portfolios delinquency rates. Specialized Management Reporting Monthly reports are provided to manage the loan portfolio. Reports include: ® A Contract Transaction Report for the total portfolio,which displays the basic loan status, and payment activity. • A Delinquency Report based on the minimum days late requested by the agency(i.e., 15,30 or 60 days delinquent), ® New Loans Setup, ® Paid Off Loans, ® Contract Transaction Report by Funding Source (same as the normal contract transaction report, except it only reports loans by funding pool). Specialized reports can be created at the client's request based on their needs. All reports can be produced on demand, and faxed or mailed to the client. In addition, basic portfolio information and reports and delinquency information and reports may be retrieved by our clients via our Internet website—www.westloan.com. Annual Production of IRS Reporting Documents Each January, Weststar produces a 1098 for every borrower, providing them with the interest, which was paid on the loan. The form utilized by Weststar also provides the borrower a history of all payments processed by Weststar for the pervious year. This allows the borrower to compare their records with the payments received by Weststar. TRUST FUND ACCOUNTING AND DISBURSEMENTS All client funds received by Weststar whether payments from borrowers or funds advanced by the client in anticipation of loan funding are held in designated trust accounts. Each year, our auditors, Grant Thornton, review and report on the trust funds in accordance with our licensing requirements. Weststar works with its clients with respect to their requirements for remitting funds to the client from loan payments received by Weststar. We are able to disburse funds in a variety of means depending on the client's needs. Funds can be disbursed daily,weekly, semi-monthly or monthly, via direct deposit into client bank accounts utilizing ACH or check disbursement. In addition, at month end, Weststar provides the Agency with a report that summarizes all the cash inflows and outflows for the client. SERVICES TO BE PROVIDED For the City of Huntington Beach The following is a description of the services Weststar will provide to the City of Huntington Beach ("City") and the fees to be charged for the service. NEW LOAN SETUP Weststar will setup a new loan account for each new loan submitted to the Company within 24 hours,provided the information required to be supplied by the City is complete. A setup form will be provided to the City for the required information; an example of such form is supplied in the EXHIBIT section of this Proposal. When a loan is setup by the Company, a welcome letter is sent notifying the borrower that Weststar will be servicing the loan on behalf of the City, the letter will provide them with their loan number, and our customer service 800#. In addition, they will receive payment coupons for the remainder of the year. The coupons will provide an amount which is required to be paid each month in accordance with the terms and conditions of their note, including principal and interest, and will also show the amount due if the account is received subsequent to the last day of the grace period. The fee for this service is: $40.00 per new loan setup by Weststar. LOAN SERVICING In accordance with generally acceptable loan servicing practice, the Company will comply with all relevant and applicable requirements of any State or Federal laws, rules or regulations respecting or governing consumer credit and truth-in-lending and will provide the following services; PAYMENT PROCESSING ➢ Weststar will deposit all funds that are received into a client trust account that is a segregated account from Weststar's corporate funds. This client trust account is a non-interest bearing account. ➢ Weststar will assess a borrower for late fees in accordance with the terms and conditions of their respective note. Such late fee will be assessed at the end of the specified grace period if Weststar has not received the payment. ➢ Weststar will contact the borrower on a periodic basis to secure any information that may be required to be supplied in accordance with the loan agreement. ➢ Each disbursement to the City will be segregated according to the funding source and will reconcile with the month end reports provided by the Company. These monthly remittances and reports will be provided no later than the 5th business day of the following month or at intervals requested by the City. ➢ The monthly remittances to the City will represent all principal, interest, and late fees less applicable servicing fees, and NSF checks. Each disbursement will be for the applicable program designated by the loan-funding source. These disbursements will reconcile with the individual program reports provided by Weststar. REPORTING AND MAINTENACE OF RECORDS Weststar will provide the City with a comprehensive set of monthly reports by funding source as provided below: ➢ Each month, a Contract Transaction Report (see EXHIBITS)by funding source will be provided to the City, showing each loan serviced, payments processed, principal, interest, and late fee application, and the remaining principal balance due on each loan. ➢ An Aging Report (see EXHIBITS)will also be provided highlighting all accounts that are more than 30 days delinquent. The report will provide the borrowers name, address, and delinquent amounts. ➢ Upon request by the City,the Company will provide the City with a report of each loan that is delinquent and will provide all recorded comments noted by the staff in the memo fields related to conversations with the borrowers. ➢ At times, Weststar may obtain information related to a specific property in which the City is a lienholder, related to abandonment, waste, or other matter that may affect the value of the underlying property. At such time, the Company will notify the City of its information so that City personnel may take appropriate action to preserve its asset. ➢ Upon request by the City, the Company will provide amortization schedules on specific loans requested. ➢ Upon receipt of a payoff request, Weststar will provide the party requesting the payoff, a written payoff statement. ➢ Each year a form 1098 will be provided to each borrower highlighting interest paid during the previous calendar year and a payment history for the calendar year. The fee for this service is: $ 9.00 per loan per month COLLECTION OF DELINQUENT ACCOUNTS (Optional Service) Weststar has not been involved with the loan documentation preparation, underwriting or previous collection efforts on the loans made by the City of Huntington Beach, and as such, the Company will diligently execute its duties and will attempt to contain the delinquencies through the following methods; ➢ Based on the terms and conditions of each individual note, the Company will immediately send out a standard reminder letter to the borrower the day after the end of the specified grace period, should a payment not be received on the specific loan. When a note becomes 30 days delinquent a second letter will be sent to the borrower, again demanding payment of the past due monthly payment and late charges. When an account is 60 days past due a third and final demand for payment will be made prior to the initiation of a formal demand for payment of the full amount due and owing. The Company will also attempt to contact the borrower via the telephone in order to establish the reasons for the delinquencies and attempt to cure the past due amounts. For delinquent accounts that are between 60-90 days in arrears, Weststar may provide recommendations to the City to accept an extension agreement on a note if the borrower is able to demonstrate to Company personnel, that there has been a reduction in household income and that the borrower can pay at least the interest owing on a monthly basis. It is the City's responsibility to evaluate the information and approve any extension agreement with the borrower. In addition, for accounts that are delinquent, Weststar may also provide the City with a recommendation to modify the remaining terms and conditions of the existing mortgage given the circumstances surrounding the borrowers capacity to continue to make payments. It is the City's responsibility to evaluate the information and approve any loan modification with the borrower. Any and all communications with the borrower and Weststar staff will be in compliance with the Fair Debt Collection Practices Act. The fee for this service is: $5.00 per notice sent SCHEDULE OF EXHIBITS Exhibit A Monthly Contract Transaction Report Exhibit B Monthly Aging Report for delinquent accounts Exhibit C Borrower Payment History Exhibit D NSF Letter to Borrower Exhibit E Late Notice Letter Exhibit F Borrower 1098 Exhibit G Loan Setup Information Exhibit H Welcome Letter Exhibit I State of Nevada Escrow Agency License Exhibit J Payoff Calculations Exhibit K Miscellaneous Services and Fees Exhibit L References EXHIBIT A CONTRACT TRANSACTION REPORT CONTRACT TRANSACTIONS REPORT The contract transaction report is the main report utilized by our clients each month. It is an accumulation of the activity that may affect the loan. This report will show activity such as: ♦ Normal monthly cash receipts, ♦ Insufficient funds, ♦ Additional principal payments, ♦ Impounds and ♦ Non-cash items such as, payments made directly to the beneficiary, debt forgiveness or charge-offs. In addition, this report is used by accounting departments to prepare the monthly journal entries recording the activity for the month by each pool or funding source. Items reported are: • Account number • Borrower • Number of days of interest calculated for that payment • Date payment received • Due date the payment was applied to • Next payment due date • Number of days delinquent • Payment amount • Payment application between interest, principal, impounds and late fees • Year to date information • Current principal balance The end of the report summarizes the activity by non-cash activity, insufficient funds and regular cash payments. Also reported are the total number of accounts and number of payments processed. Weststar Loan Servicing Corporation - Las Vegas - CONTRACT TRANSACTIONS CITY OF HUNTINGTON BEACH SHARI L. FREIDENRICH, CITY TREASURER ACTIVITY FROM SESSIONS : 4418 TO 4438 DAYS : 12/01/08 to 12/30/08 CON-TRANS-1 / 660 PO BOX 711 LUANN BRUNSON/TERRI RING Page 18 HUNTINGTON BEACH CA 92648 714 536-5529 Date 12/30/08 09:46 Accountc a c LLAccount acL=-a=c=#=Days Payment LThis Due sNext aDue LDays aPmtL L-6CPayment L cTotalc Interest Principal Accrued Misc Escrow Late Buyer LSeller IYaT-DcII�aY-T-D Q66 Current Escrow Number Message Date Date Date Late Type Amount P 4 I Paid Paid Interest Paid Paid Fee Fee Fee Interest Principal Balance Balance WELOPER 660 ;0-11515-8 DECOCK/CITY OF HUNTINGTO 301 12/01/08 12/01/08 02/01/09 1X 1 100.00 100.00 13-22 86.78 172.24 1027.76 4359.47 .00 1 12/29/08 01/01/09 1X 1 100.00 100.00 12.97 87.03 30-11515-9 MEDINA/CITY OF HUNTINGTO 301 12/26/08 01/01/09 02/01/09 01 1 191.25 191.25 57.73 133.52 788.83 1697.42 15260.65 .00 50-11516-6 GOLDEN/CITY OF HUNTINGTO 301 12/18/08 02/01/09 03/01/09 1X 1 100.00 100.00 67.00 33.00 810.26 389.74 22937.81 .00 50-11516-8 VOTAW/CITY OF HUNTINGTON B 1 12/11/08 01/01/09 01/01/09 MS 1 37.50 37.50 412.50 15000.00 .00 1 12/17/08 01/01/09 NF 1 37.50 37.50 50-11516-9 HAMILL/CITY OF HUNTINGTO 301 12/04/08 10/01/08 12/01/08 29 1X 1 185.00 185.00 38.98 146.02 6.00 ( 486.10 1659.50 15310.11 .00 1 12/15/08 11/01/08 1X 1 175.00 175.00 38.62 136.38 3.00 50-11517-0 RAIA/CITY OF HUNTINGTON 301 12/01/08 12/01/08 01/01/09 01 1 127.43 127.43 38.18 89.25 477.48 1051.68 11363.97 .00 50-11517-5 SCHUMACHER,LUJAN/CITY HUNT 1 09/25/08 03/01/09 1 429.74 1153.30 9157.59 .00 60-11517-6 MILLAUD/CITY OF HUNTINGT 301 12/24/08 01/01/09 02/01/09 01 1 172.65 172.65 42.44 130.21 530.57 1541.23 16846.99 .00 50-12338-6 HARKINS/HUNTINGTON BEACH 301 12/01/08 11/01/08 12/01/08 29 01 1 89.77 89.77 8.95 80.82 3.00 1 109.43 878.04 3498.07 .00 50-12338-8 HIPP/HUNTINGTON BEACH 1 04/07/08 8.28 636.53 .00 .00 60-12338-9 HIPP/HUNTINGTON BEACH 1 04/07/08 9.11 702.34 .00 .00 60-12345-5 HOUGH/HUNTINGTON BEACH 1 11/03/08 12/01/08 29 17.32 1122.06 15.61 .00 60-12357-8 CAIN/CITY OF HUNTINGTON 301 12/01/08 12/01/08 01/01/09 1X 175.00 17S.00 43.59 131.41 1 544.55 1555.45 17305.01 .00 60-12358-0 NELSON/CITY OF HUNTINGTO 301 12/01/08 12/01/08 02/01/09 01 101.06 101.06 19.80 81.26 1 268.36 1045.42 9343.70 .00 12/29/OB 01/01/09 01 101.06 101.06 19.64 81.42 1 60-12358-1 GARISEK/ CITY OF HUNTING 301 12/01/08 12/01/08 01/01/09 1X 100.00 100.00 18.13 81.87 1 228.75 971.25 8622.11 .00 60-12358-2 GARISEK / CITY OF HUNTIN 301 12/04/08 12/01/08 01/01/09 01 67.57 67.57 12.70 54.87 1 158.34 652.50 7563.59 .00 60-12358-5 HOWARTH / CITY OF HUNTIN 301 12/08/08 12/01/08 01/01/09 1X 108.00 108.00 33.69 74.31 1 418.37 877.63 11475.12 .00 60-12358-6 BARTLETT / CITY OF HUNTI 901 12/05/08 08/01/08 12/01/06 29 3X 536.16 536.16 175.35 360.81 1 715.97 1428.67 19678.57 .00 1 12/16/08 11/01/08 IX 203.42 178.72 57.75 120.97 24.70 1 60-12358-6 SOWERS/CITY OF HUNTINGTO 301 12/19/08 01/01/09 02/01/09 01 219.79 219.79 13.84 205.95 1 194.10 2443.38 6435.03 .00 60-12358-9 KERTH/CITY OF HUNTINGTON 301 12/08/08 12/01/08 01/01/09 01 113.95 113.95 39.78 74.17 1 364.67 660.88 15839.12 .00 60-12359-0 CRUZ/CITY OF HUNTINGTON 301 12/08/08 12/07/08 01/07/09 01 196.59 196.59 80.21 116.38 1 80.21 116.38 27383.62 .00 ----------------------_----------------------------------------------_-------------------------------------____________________________ Non-cash Payments - .00 Rejected Payments Unapplied Payments Regular Payments 3,238.70 832.57 7,225.18 237,396.14 3,139.00 2,306.43 75.00 24.70 12.00 21,611.16 __________________________________________________________________________________________________________________________________________ Number of Accounts 21 Total Payments 3,238.70 832.57 7,225._18 237,396.14 Number of Payments 22 3,139.00 2,306.43 75.00 24.70 12.00 21,611.16 .00 Total Non-cash Down Payment .00 Total Cash Down Payment .00 EXHIBIT B MONTHLY AGING REPORT FOR DELINQUENT ACCOUNTS AGING REPORT The aging report provides complete delinquency information listed in account number order. The basic information provided on the report encompasses: • Customer naive address and phone number • Underlying property address • Contract or note date • Date of last payment made • Next payment due date • Number of days delinquent • Number of payments behind • Quick aging of delinquent payments • Principal and interest currently due • Current note balance The summary at the end of the report summarizes the delinquent payments and the delinquent note balances so an appropriate loss reserve can be calculated. Weststar Loan Servicing Corporation - Las Vegas - Aging Report Sorted by Days Late MINIMUM NUMBER OF DAYS LATE SELECTED: 15 AGING-ACCT-1 / 660 ' Page 1 Date 12/30/08 11:17 Account Forf 1 Name and Phone 1 Legal Contract Last Next Pmt I Days 1 # I Up 30 60 90 1 P s I Current Number In I Address 1 Description Date Pmt Due Late Pmt 1 to 29 to 59 to 89 and up Due Balance Proc I Due l Developer 660 660-11516-9 1 HAMILL PETER F. 714 968-06591 08/01/02 12/15/08 12/01/08 I 29 1 1 172.65 I 172.65 15,310.11 1 19341 HICKORY LANE I 1 1 HUNTINGTON BEACH CA 92646 1 1 1 I I I I I I 660-12345-5 HOUGH BEVERLY 714 968-83911 1 12/01/00 11/03/08 12/01/08 1 29 1 1 1 I 15.61 15.61 19251 BROOKHURST ST., SP 74 1 1 Principal - 15.61 I 1 1 HUNTINGTON BEACH CA 92646 1 I Interest = 1 1 1 I I I I I I 660-12358-6 BARTLETT DEBORAH L. 714 965-70911 112/01/04 12/16/08 12/01/08 1 29 1 1 1 178.72 178.72 19,678.57 1 19201 NEWLAND STREET 1 1 HUNTINGTON BEACH CA 92646 1 ( I I I I I I I I I I I 660-12338-6 I HARKINS TERI 714 960-45141 1 10/04/00 12/01/08 12/01/08 1 29 1 1 1 89.77 1 89.77 3,498.07 1 1 21851 NEWLAND SP 217 1 1 1 1 I I HUNTINGTON BEACH CA 92646 I I I I I I I I Days In Cot 1= =P =I==Due =1 6Curreatneal _n______________________===.=n=====__________=n I Installments Due Exceed 1 1To 29 1 3 1 441.14 i 38,486.751 1 Current Balance 1 30-59 I I 1 1 I 160-89 I 1 n=====_....====nnn____________________ 1 90-Up 1 I Cat i Principal 1 Interest I Total PaI Due=1 1nTOTAL=1====3441II14=1=====38,486 75n1 1`===1 15v61-=I15 61 1 EXHIBIT C BORROWER PAYMENT HISTORY CUSTOMER ACCOUNT PAYMENT HISTORY The customer account history is provided to either the borrower or the Agency upon request. Our history statement provides the payment information on the particular loan and furnishes the customer with the following information: • Date payment was received and posted by Weststar • Date the payment was due for • Number of days of interest applied for that particular payment • Payment amount posted • Distribution of the payment amount between principal, interest, impounds, late fees • Any accrued and unpaid interest • Current principal balance remaining on the note Payment History prepared for DEBORAH L. BARTLETT 19201 NEWLAND STREET HUNTINGTON BEACH, CA 92646 --------------------------------------------------------------------------------------------------------------------------------- Account Number 660-12358-6 BARTLETT / CITY OF HUNTINGTON BE Interest Rate 3 . 5000% Payments per Year : 12 --------------------------------------------------------------------------------------------------------------------------------- Pmat Due Type No. Payment Prin Late Buyer Seller Accrued Date Date Days Amount + Int Misc Fee Fee Fee Principal Interest Interest Balance --------------------------------------------------------------------------------------------------------------------------------- 12/27 01/05 FB 30.00 30.00 25,000.00 --------------------------------------------------------------------------------------------------------------------------------- TOTAL 2004 30.00 .00 .00 .00 .00 30.00 .00 .00 25,000.00 --------------------------------------------------------------------------------------------------------------------------------- 02/16 01/05 2X 60 357.44 357.44 211.91 145.53 24,788.09 03/18 03/05 1X 30 187.65 178.72 8.93 106.42 72.30 24,681.67 04/18 04/05 1X 30 187.65 178.72 8.93 106.73 71.99 24,574.94 05/16 05/05 01 30 178.72 178.72 107.04 71.68 24,467.90 06/16 06/05 01 30 178.72 178.72 107.36 71.36 24,360.54 07/18 07/05 1X 30 178.72 178.72 107.67 71.05 24,252.87 08/19 08/05 1X 30 178.72 178.72 107.98 70.74 24,144.89 10/28 09/05 2X 60 375.30 357.44 17.86 216.91 140.53 23,927.98 11/23 11/05 1X 30 187.65 178.72 8.93 108.93 69.79 23,819.05 12/08 12/05 01 30 178.72 178.72 109.25 69.47 23,709.80 --------------------------------------------------------------------------------------------------------------------------------- TOTAL 2005 : 2,189.29 2,144.64 .00 44.65 .00 .00 1,290.20 854.44 23,709.80 --------------------------------------------------------------------------------------------------------------------------------- 01/13 01/06 01 30 178.72 178.72 109.57 69.15 23,600.23 02/16 02/06 01 30 178.72 178.72 109.89 68.83 23,490.34 06/15 03/06 4X 120 741.87 714.88 26.99 442.76 272.12 23,047.58 07/26 07/06 1X 30 187.65 178.72 8.93 111.50 67.22 22,936.08 09/28 08/06 2X 60 375.30 357.44 17.86 223.97 133.47 22,712.11 10/30 10/06 1X 30 187.65 178.72 8.93 112.48 66.24 22,599.63 11/29 11/06 1X 30 187.65 178.72 8.93 112.80 65.92 22,486.83 --------------------------------------------------------------------------------------------------------------------------------- TOTAL 2006 : 2,037.56 1,965.92 .00 71.64 .00 .00 1,222.97 742.95 22,486.83 --------------------------------------------------------------------------------------------------------------------------------- 01/29 12/06 2X 60 375.30 357.44 17.86 226.59 130.85 22,260.24 --------------------------------------------------------------------------------------------------------------------------------- Printed by : LVG CHRISTIE12/30/08 Payment History prepared for DEBORAH L. BARTLETT 19201 NEWLAND STREET HUNTINGTON BEACH, CA 92646 --------------------------------------------------------------------------------------------------------------------------------- Account Number 660-12358-6 BARTLETT / CITY OF HUNTINGTON BE Interest Rate 3 . 5000% Payments per Year : 12 --------------------------------------------------------------------------------------------------------------------------------- Pmnt Due Type No. Payment Prin Late Buyer Seller Accrued Date Date Days Amount + Int Misc Fee Fee Fee Principal Interest Interest Balance --------------------------------------------------------------------------------------------------------------------------------- 04/05 02/07 2X 60 375.30 357.44 17.86 227.92 129.52 22,032.32 06/18 04/07 3X 90 536.16 536.16 344.38 191.78 21,687.94 10/12 07/07 03 90 562.98 536.16 26.82 347.40 188.76 21,340.54 11/15 10/07 1X 30 178.72 178.72 116.48 62.24 21,224.06 12/17 11/07 1X 30 178.72 178.72 116.82 61.90 21,107.24 --------------------------------------------------------------------------------------------------------------------------------- TOTAL 2007 : 2,207.18 2,144.64 .00 62.54 .00 .00 1,379.59 765.05 21,107.24 ----------------------------------------------------------------------------------------------------------------`---------------- 01/15 12/07 1X 30 178.72 178.72 117.16 61.56 20,990.08 02/15 01/08 1X 30 178.72 178.72 117.50 61.22 20,872.58 03/17 02/08 IX 30 178.72 178.72 117.84 60.88 20,754.74 04/15 03/08 1X 30 178.72 178.72 118.19 60.53 20,636.55 05/15 04/08 1X 30 178.72 178.72 118.53 60.19 20,518.02 06/16 05/08 1X 30 178.72 178.72 118.88 59.84 20,399.14 07/15 06/08 1X 30 178.72 178.72 119.22 59.50 20,279.92 08/15 07/08 MS 178.72 178.72 20,279.92 08/25 07/08 NF 178.72 178.72 20,279.92 09/15 07/08 1X 30 178.72 178.72 119.57 59.15 20,160.35 10/15 08/08 MS 178.72 178.72 20,160.35 10/20 08/08 NF 178.72 178.72 20,160.35 11/17 08/08 MS 178.72 178.72 20,160.35 11/19 08/08 NF 178.72 178.72 20,160.35 12/05 08/08 3X 90 536.16 536.16 360.81 175.35 19,799.54 12/16 11/08 1X 30 203.42 178.72 24.70 120.97 57.75 19,678.57 --------------------------------------------------------------------------------------------------------------------------------- TOTAL 2008 3,241.66 2,144.64 1,072.32 24.70 .00 .00 1,428.67 715.97 19,678.57 --------------------------------------------------------------------------------------------------------------------------------- --------------------------------------------------------------------------------------------------------------------------------- Printed by : LVG CHRISTIE12/30/08 EXHIBIT D NSF LETTER TO BORROWER i i SSS Star - A Premier loan I Servicing Company December 30, 2008 Richard Fehr 628 West loth Street Long Beach, CA 90813-4008 Reference: Account No. RA5-10106-0 Amount Due: $551.80 Dear Mr. Fehr: Your check no. 1141 in the amount of$501.80,which was recently submitted, for payment on the above referenced loan, was returned by your bank with the notation"Non-Sufficient Funds". It is imperative that you remit a cashier's check or money order as replacement for your returned check. In addition, there is a fee,due of$50.00, to reimburse Weststar for bank and processing fees incurred as a result of your returned check. This $50.00 fee must be included with your next payment. Failure to do so will result in the rejection of your payment until all fees are paid to Weststar. Please remit the total due of$551.80 to my attention, within seven(7) days of the date of this letter. Be aware that failure to respond to this request may result in legal action. Thank you for your prompt attention to this matter. Should you have any questions, please contact me directly at (877) 827-2301. Sincerely, Christie Eurton Manager /ce 2340 Paseo Del Prado/Suite D-104/P.O. Box 29503/Las Vegas, NV 89126-9503/702-252-0439/Fax 702-252-0740/www.westloan.com EXHIBIT E LATE NOTICE LETTER DELINQUENCY NOTICES Weststar has the ability to provide delinquency notices at varying intervals on a loan level depending on client's instructions. These notices are meant to remind the borrower that their payment has not been received in accordance with the note, which they signed. The notices can be customized to a client's specific request for large portfolios. The notices provide the borrower with specific payments that are delinquent as well as accrued unpaid late fees. Notices can be sent at client specified intervals, providing it does not conflict with the terms specified in the promissory note. I A Premier Loan I Servicing Company 12/30/08 DEBORAH L. BARTLETT 19201 NEWLAND STREET HUNTINGTON BEACH, CA 92646 RE : Weststar Loan Servicing Corporation - Las Vegas Account #660-12358-6 BARTLETT pays CITY OF HUNTINGTON BE Dear Customer: This letter is being sent to you at the request of your beneficiary and is intended as formal notice to you that the following payments have not been received by us as specified by your loan contract . As of today, the following amounts are required to bring your account current . Please be advised that other charges may accrue between now and the time you make your payment . 12/01/08 Regular Payment 178 . 72 12/17/08 Contract Late Fee 8 . 94 12/30/08 Previously accrued Late Fees 163 . 01 12/30/08 Insufficient Funds Fee 180 . 00 Total 530 . 67 Please send in the above amounts as soon as possible. Sincerely, WESTSTAR LOAN SERVICING CORP. CITY OF HUNTINGTON BEACH;CITY TREASURER SHARI L. FREIDENRICH PO BOX 711 HUNTINGTON BEACH, CA 92648 2340 Paseo Del Prado/Suite D-104/E0. Box 29503/Las Vegas, NV 89126-9503/702-252-0439/Fax 702-252-0740/www.westloan.com EXHIBIT F BORROWER FORM 1098 YEAR END INTEREST REPORTING Each January, Weststar provides borrowers with a year-end interest statement. Our statements provide the borrower not only with the interest they paid for the year, but provides them with a detailed history of their payment activity. This form provides the borrower the ability to review their payment activity, as Weststar has recorded, and compare it to their own records. In addition, if the account has multiple borrowers, each borrower will receive a statement for their proportionate share of the interest paid for the year. P OMB No. 1545-0901 2007 Weststar Loan Servicing Corporation - Las Vegas FORM 1098 PO BOX 29503 Mortgage Interest Las Vegas, NV 89126 702 252-0439 Statement BOX 1(Int & Late fee): 827.59 Box 2: .00 Box 3: .00 , As of the date of this notice 12/30/08, your next payment due date is : 12/01/08 IMPORTANT TAX INFORMATION ENCLOSED DEBORAH L. BARTLETT 19201 NEWLAND STREET HUNTINGTON BEACH, CA 92646 Statement for Account : 660-12358-6 BARTLETT / CITY OF HUNTINGTON BE Tax ID Number: 565-06-6077 Payment No. Payment Prin Late Buyer Seller Accrued Date Days Amount + Int Misc Fee Fee Fee Principal Interest Interest Balance ------------------------------------------------------------------------------------------------------------------------------------- 01/29/07 60 375.30 357.44 .00 17.86 .00 .00 226.59 130.85 .00 22,260.24 04/05/07 60 375.30 357.44 .00 17.86 .00 .00 227.92 129.52 .00 22,032.32 06/18/07 90 536.16 536.16 .00 .00 .00 .00 344.38 191.78 .00 21,687.94 10/12/07 90 562.98 536.16 .00 26.82 .00 .00 347.40 188.76 .00 21,340.54 11/15/07 30 178.72 178.72 .00 .00 .00 .00 116.48 62.24 .00 21,224.06 12/17/07 30 178.72 178.72 .00 .00 .00 .00 116.82 61.90 .00 21,107.24 ------------------------------------------------------------------------------------------------------------------------------------- 2007 TOTALS 2,207.18 2,144.64 .00 62.54 .00 .00 1,379.59 765.05 21,107.24 ESTIMATED payments remaining: 145 The information in boxes 1, 2 and 3 is important tax information and is being furnished to the Internal Revenue Service. If you are required to file a return, a negligence penalty or other sanction may be imposed on you if the I.R.S. determines that an underpayment of tax results because you overstated a deduction for this mortgage interest or for these points or because you did not report this refund of interest on your return. CAUTION: The amount shown may not be fully deductible by you on your Federal Income tax return. Limitations based on the cost and value of the secured property may apply. In addition, you may only deduct an amount of mortgage interest to the extent it was incurred by you, actually paid by you, and not reimbursed by another person. I.R.S. regulations require that your TIN (Tax ID Number) be reported on all tax statements. If your Tax ID Number is correct, no further action is required. If incorrect, please advise in writing to Weststar Loan Servicing Corporation - Las Vegas. Failure to comply with this request may result in a penalty of $50.00 by the I.R.S. The interest and tax figures on this statement include only payments and disbursements made or reported to this company. Please review carefully and notify us of any irregularities by Feb. 20th in order to report correct information to the IRS. We will NOT be responsible for any changes beyond that date. B-454717-660123586-08/365- 11:33 1 EXHIBIT G LOAN ACCOUNT SETUP FORM WESTSTAR LOAN SERVICING,INC. Account Information and Agreement SECTION A — LOAN INFORMATION Original note balance $ Current note balance $ Payments per year(check one): Monthly Quarterly Semi-annually Annually Payment type(check one) Principal and Interest Interest Only Principal only Payment amount $ Interest calculation method 365 days per year 360 days per year Interest rate % Contract date / / Interest start date / / First payment due date Maturity date of note Late fees(per note): $ fixed fee amount, %of Principal&interest amount, %of balance, none Late fee due days after payment due date SECTION B -- PAYER(BORROWER)INFORMATION (Attach extra sheet for additional information) Payer Name Social Security or Tax ID# Address City State Zip code Phone number SECTION C — PAYEE(BENEFICIARY)INFORMATION Payee Name Social Security# Address City State Zip code Phone number EXHIBIT H WELCOME LETTER i Wsz�Star A Premier Loan I Servicing Company December 30, 2008 Deborah L. Bartlett 19201 Newland Street Huntington Beach, CA 92646 Reference: Account Number: 660-12358-6 Dear Ms. Bartlett: Welcome to Weststar Loan Servicing, Inc. The City of Huntington Beach recently contracted with Weststar to collect, process and disburse your loan payments. We will begin processing your payment effective 1/1/09. Your new Weststar account number is referenced above. Please refer to this number when contacting Weststar Loan Servicing regarding your account. Enclosed are payment coupons through December 2009. You will receive a complete payment coupon booklet in December of each year. Each coupon is imprinted with your account number, payment amount and the date payment is due. A new and convenient option is the Automatic Debit alternative. This option facilitates efficient, hassle- free payment processing. If you are interested, please give us a call and we will send you a setup form. If you wish to receive a statement following each payment, there will be an additional charge of$2.00 per payment. Please notify us as soon as possible if you would like this service. For your convenience, account information can be obtained by calling our Customer Service Center at 877-827-2301. Representatives are on duty from 9:000 a.m. to 12:00 noon and 1:00 p.m. to 4:00 p.m., Monday through Friday. You can also access account information via our website at www.westloan.com. Sincerely, Christie Eurton WESTSTAR LOAN SERVICING, INC. /ce Enclosure 2340 Paseo Del Prado/Suite D-104/P.O. Box 29503/Las Vegas, NV 89126-9503/702-252-0439/Fax 702-252-0740/www.westloan.com EXHIBIT I STATE OF NEVADA ESCROW AGENCY LICENSE STATE OF NEVADA DEPARTMENT OF, BUSINESS AND INDUSTRY ESCROW AGENCY-LICENSE Carson City,Nevada License No.: 906 Dated: 7/7/08 This is to Certify That L04WS0 VAE92MR lk &VICING Having paid the designated fee'and'having fulfilled the requirements of Chapter 645A of the Nevada Revised Statutes and the Rules and Regulations established thereunder is authorized to conduct a licensed ESCROW AGENCY business within the meaning of said Chapter and Rules and Regulations at: 2340T ® , Stil 0-104 89102 This license is held subject to regular renewal thereof as prescribed by law and expires on July 1,2009. Division of 16,rtgage Lending BY: This License is NOT-Transferable or Assignable Commissioner ® SSZZZZS-=—f—T—T—I-T -ZSZS = -S=I_L=TT-TSZZ EXHIBIT J PAYOFF CALCULATIONS i Wass Star - A Premier Loan I PAYOFF CALCULATIONS Servicing Company Prepared for: First American Title Request Date 12/30/08 File No. 2669948 Payoff Date 01/30/09 Telephone 800 525-3633 FAX 714 689-4269 Account Data Account 660-12358-6 BARTLETT / CITY OF HUNTINGTON BE Legal Remarks BENEFICIARY APPROVAL REQUIRED. PLEASE REQUEST UPDATED FIGURES AFTER DATE SPECIFIED-ADDITIONAL INTEREST AND LATE CHARGES COULD APPLY. Detail Data Current Balance 19, 678 . 57 Interest Paid To 11/01/08 Unpaid Interest . 00 Payoff To 01/30/09 Interest 170 . 27 Number of Days 89 Discount . 00 Annual Int Rate 3 . 5000% Transaction Fee . 00 Regular Payment 178 . 72 Close Out Fee . 00 Accrued Late Fees 163 . 01 NSF Amount &/or Fees 180 . 00 Late Charges Due 17 . 88 Payoff Amount : 20, 209 . 73 Daily Interest 1 . 91 CERTIFIED FUNDS ONLY. CHECKS MUST BE MADE PAYABLE TO WESTSTAR LOAN SERVICING. CHECKS NOT MADE PAYABLE TO WESTSTAR WILL BE RETURNED TO MAKER. ANY ACCRUED FEES, INTEREST OR LATE CHARGES WILL BE THE RESPONSIBILITY OF THE PRESENTER. **OFFICE HOURS: 9 AM - 12 NOON AND 1 PM TO 4 PM MONDAY THRU FRIDAY** This payoff calculation is subject to sellers final approval and Weststar' s final audit upon receipt of funds. All fees are due and payable immediately prior to closing the account. Documents will not be recorded/released until all outstanding monies have been paid. Weststar reserves the right to demand additional funds to correct any error or omission in the above payoff figure that was calculated in good faith, whether the error or omission is mathematical, clerical, typographical, or for any transactions that occurred on or after the date of this payoff quote. Thank you for the opportunity to service your loan. Please contact our office if you have any questions regarding your account. Weststar Loan Servicing Corporation - Las Vegas 2340 Paseo Del Prado/Suite D-104/P.O. Box 29503/Las Vegas, NV 89126-9503/702-252-0439/Fax 702-252-0740/www.westloan.com EXHIBIT K MISCELLANEOUS SERVICES AND FEES Miscellaneous Services and Fees Returned Check Fee $ 50.00 Per Item Demand Statement Fee $100.00 Per Request Reconveyance Fee $ 85.00 Per Request Account Cancellation Fee $ 35.00 Per Account Record Changes $ 35.00 Per Change Research/Special Handling $ 40.00 Per Hour Payoff Calculations $ 40.00 Authorized By: -� Christie Eurton, Manager Date: EXHIBIT L REFERENCES References Francine Wiegelman City of Long Beach 333 West Ocean Blvd., 6th Floor Long Beach, CA 90802 Phone: 562-562-6780 From 1995 to present services provided as outlined in this proposal. Laura Halcom Brea Redevelopment Agency 1 Civic Center Circle Brea, CA 92821 Phone: 714-671-4421 From 1997 to present services provided as outlined in this proposal. James Brown City of Inglewood One Manchester Blvd., 51h Floor Inglewood, CA 90301 Phone: 310-412-8800 From 2002 to present services provided as outlined in this proposal. EXHIBIT "B" Payment Schedule (Fixed Fee Payment) 1. CONSULTANT shall be entitled to monthly progress payments toward the fixed fee set forth herein in accordance with the following progress and payment schedules. 2. Delivery of work product: A copy of every memorandum, letter, report, calculation and other documentation prepared by CONSULTANT shall be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion. Charges and fees being charged the CITY will be based upon the charges and fees proposed by the CONSULTANT in Attachment 1 "Weststar Response to Request for Proposal", as summarized in Exhibit B-1 "Services to Be Provided" and Exhibit B-2 "Miscellaneous Services and Fees". The cumulative total of monthly progress payments issued by the CITY during the contract term shall at no time exceed the fixed fee of$11,000. 3. CONSULTANT shall submit to CITY an invoice for each monthly progress payment due. Such invoice shall: A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due; D) Include a certification by a principal member of CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement; and E) For all payments include an estimate of the percentage of work completed. Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non-approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. 4. Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. Surfnet Exhibit B EXHIBIT B Fixed Fee Payment Exhibit B-1 SERVICES TO BE PRO VIDED For the City of Huntington Beach The following is a description of the services Weststar will provide to the City of Huntington Beach ("City") and the fees to be charged for the service. NEW LOAN SETUP Weststar will setup a new loan account for each new loan submitted to the Company within 24 hours,provided the information required to be supplied by the City is complete. A setup form will be provided to the City for the required information; an example of such form is supplied in the EXHIBIT section of this Proposal. When a loan is setup by the Company, a welcome letter is sent notifying the borrower that Weststar will be servicing the loan on behalf of the City, the letter will provide them with their loan number, and our customer service 800#. In addition, they will receive payment coupons for the remainder of the year. The coupons will provide an amount which is required to be paid each month in accordance with the terms and conditions of their note, including principal and interest, and will also show the amount due if the account is received subsequent to the last day of the grace period. The fee for this service is: $40.00 per new loan setup by Weststar. LOAN SERVICING In accordance with generally acceptable loan servicing practice, the Company will comply with all relevant and applicable requirements of any State or Federal laws, rules or regulations respecting or governing consumer credit and truth-in-lending and will provide the following services; PAYMENT PROCESSING ➢ Weststar will deposit all funds that are received into a client trust account that is a segregated account from Weststar's corporate funds. This client trust account is a non-interest bearing account. ➢ Weststar will assess a borrower for late fees in accordance with the terms and conditions of their respective note. Such late fee will be assessed at the end of the specified grace period if Weststar has not received the payment. ➢ Weststar will contact the borrower on a periodic basis to secure any information that may be required to be supplied in accordance with the loan agreement. ➢ Each disbursement to the City will be segregated according to the funding source and will reconcile with the month end reports provided by the Company. These monthly remittances and reports will be provided no later than the 5th business day of the following month or at intervals requested by the City. ➢ The monthly remittances to the City will represent all principal, interest, and late fees less applicable servicing fees, and NSF checks. Each disbursement will be for the applicable program designated by the loan-funding source. These disbursements will reconcile with the individual program reports provided by Weststar. REPORTING AND MAINTENACE OF RECORDS Weststar will provide the City with a comprehensive set of monthly reports by funding source as provided below: ➢ Each month, a Contract Transaction Report (see EXHIBITS)by funding source will be provided to the City, showing each loan serviced, payments processed, principal, interest, and late fee application, and the remaining principal balance due on each loan. ➢ An Aging Report (see EXHIBITS) will also be provided highlighting all accounts that are more than 30 days delinquent. The report will provide the borrowers name, address, and delinquent amounts. ➢ Upon request by the City, the Company will provide the City with a report of each loan that is delinquent and will provide all recorded comments noted by the staff in the memo fields related to conversations with the borrowers. ➢ At times, Weststar may obtain information related to a specific property in which the City is a lienholder, related to abandonment, waste, or other matter that may affect the value of the underlying property. At such time, the Company will notify the City of its information so that City personnel may take appropriate action to preserve its asset. ➢ Upon request by the City, the Company will provide amortization schedules on specific loans requested. ➢ Upon receipt of a payoff request, Weststar will provide the party requesting the payoff, a written payoff statement. ➢ Each year a form 1098 will be provided to each borrower highlighting interest paid during the previous calendar year and a payment history for the calendar year. The fee for this service is: S 9.00 per loan per month COLLECTION OF DELINQUENT ACCOUNTS (Optional Service) Weststar has not been involved with the loan documentation preparation, underwriting or previous collection efforts on the loans made by the City of Huntington Beach, and as such, the Company will diligently execute its duties and will attempt to contain the delinquencies through the following methods; ➢ Based on the terms and conditions of each individual note, the Company will immediately send out a standard reminder letter to the borrower the day after the end of the specified grace period, should a payment not be received on the specific loan. ➢ When a note becomes 30 days delinquent a second letter will be sent to the borrower, again demanding payment of the past due monthly payment and late charges. ➢ When an account is 60 days past due a third and final demand for payment will be made prior to the initiation of a formal demand for payment of the full amount due and owing. The Company will also attempt to contact the borrower via the telephone in order to establish the reasons for the delinquencies and attempt to cure the past due amounts. ➢ For delinquent accounts that are between 60-90 days in arrears, Weststar may provide recommendations to the City to accept an extension agreement on a note if the borrower is able to demonstrate to Company personnel, that there has been a reduction in household income and that the borrower can pay at least the interest owing on a monthly basis. It is the City's responsibility to evaluate the information and approve any extension agreement with the borrower. In addition, for accounts that are delinquent, Weststar may also provide the City with a recommendation to modify the remaining terms and conditions of the existing mortgage given the circumstances surrounding the borrowers capacity to continue to make payments. It is the City's responsibility to evaluate the information and approve any loan modification with the borrower. Any and all communications with the borrower and Weststar staff will be in compliance with the Fair Debt Collection Practices Act. The fee for this service is: $5.00 per notice sent Exhibit B-2 Miscellaneous Services and Fees Returned Check Fee $ 50.00 Per Item Demand Statement Fee $100.00 Per Request Reconveyance Fee $ 85.00 Per Request Account Cancellation Fee $ 35.00 Per Account Record Changes $ 35.00 Per Change Research/Special Handling $ 40.00 Per Hour Payoff Calculations $ 40.00 Authorized By: Christie Eurton, Manager Date: — IL g� oe Client#:3094 10WESTSTA1 AC®RDT. CERTIFICATE OF LIABILITY INSURANCE 1DATE 2/30108DNYY`' PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION HUB International ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 7770 Jefferson Street NE, 101 HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. P.O.Box 90756 Albuquerque,NM 87199-0756 INSURERS AFFORDING COVERAGE NAIC# INSURED WesINSURER A: Continental Casualty Company P.O.Box 25400 ar Mortgage Corporation INSURERB: Illinois Union Insurance Company P.O.B INSURER C: Albuquerque,NM 87125 INSURERD: INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR DDT OLICY LTR NSR TYPE OF INSURANCE POLICY NUMBER DALTEYMM/F /Y DD/YYE PDATE MM/DDY EXPIRATION LIMITS A GENERAL LIABILITY 2091020765 12/13/08 12/13/09 EACH OCCURRENCE s2,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGPREMISES(Ea occTO u en $300 000 CLAIMS MADE 7 OCCUR MED EXP(Any one person) $10 000 PERSONAL&ADV INJURY s2,000,000 GENERAL AGGREGATE s4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG s4,0001000 POLICY M PR E ECT J El LOC A AUTOMOBILE LIABILITY 2091020765 12/13/08 12/13/09 COMBINED SINGLE LIMIT $1 000 000 ANY AUTO (Ea accident) > ALL OWNED AUTOS BODILY INJURY SCHEDULED AUTOS (Per person) $ X HIRED AUTOS BODILY � X NON-OWNED AUTOS (Per $� VED �v.gyp /�p�p,( Per accident) r r V J i lJ iJAilYi PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY /,pry�] AUTO ONLY-EA ACCIDENT $ ANY AUTO (/v / EA ACC $ OTHER THAN AUTO ONLY: AGG $ A EXCESS/UMBRELLA LIABILITY 2091020958 12/13/08 12/13/09 EACH OCCURRENCE $1,000,000 X OCCUR CLAIMS MADE AGGREGATE $1,000,000 DEDUCTIBLE $ X RETENTION $10000 $ A WORKERS COMPENSATION AND WC291020930 12/13/08 12/13/09 X WC STATU- OTH- ER EMPLOYERS'LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? E.L.DISEASE-EA EMPLOYEE $1,000,000 If yes,describe under SPECIAL PROVISIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 B OTHER E&O BM120061702 11/30/08 11/30/09 $1,000,000 each claim $2,000,000 aggregate DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS City of Huntington Beach, its agents,its officers,employees and volunteers are additional insureds regarding general liability. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION City of Huntington Beach Attn: DATE THEREOF,THE ISSUING INSURER WILL R400"Rx§tMAIL I0_ DAYS WRITTEN Risk Management NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, xxw►akkl3�QX�DNGK 2000 Main Street nor€�tsas�xxmagxxAxot > cxvaxxx�axxo�ctera>�elcxxxxxoracxx Huntington Beach,CA 92648 XR)MR T6M x AUTHORIZED REPRFSENTATIVE _ ACORD 25(2001/08)1 of 2 #S61637/M60053 BCK © ACORD CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25-S(2001/08) 2 of 2 #S61637/M60053 CITY OF HUNTINGTON BEACH } - Professional Service Contracts Purchasing Certification 1. Date: 2/25/2009 2. Contract Number: ECD 3. Department: Economic Development 4. Requested by: Stanley Smalewitz by TK 5. Name of consultant: Weststar Loan Servicing Corporation 6. Attach the written statement of the specification, conditions, and other requirements for the requested services provided to solicited consultants. Attached 7. Amount of the contract: $11,000 8. Are sufficient funds available to fund this contract?' ® Yes ❑ No 9. Is this contract generally described on the list of professional service contracts approved by the City Council?' ® Yes ❑ No 10. Business Unit and Object Code where funds are budgeted: -69365 11. Is this contract less than $50,000? ® Yes ❑ No 12. Does this contract fall within $50,000 and $100,000? ❑ Yes ® No 13. Is this contract over$100,000? ❑ Yes ® No (Note: Contracts requiring City Council Approval need to be signed by the Mayor and City Clerk. Make sure the appropriate signature page is attached to contract.) 14. Were formal written proposals requested from at least three available qualified consultants? ❑Yes ® No 15. Attach list of consultants from whom proposals were requested (including a contact telephone number). Last RFP received only one response, from Weststar. This time we also requested and received a proposal from another loan servicing provider, AmeriNational. Past experience has shown that, beca se our loan ortfolio is so small, many vendors feel it is not worth their while to respond. 16. Attach proposed scope of work. Attached 17. Attach proposed payment schedule. Attached Department Head gnature ZRICXARD AMADRIL Central Services Manager 1. If the answer to this question is"No,"the contract will require approval from the City Council.