LICENSED LOAN ORIGINATOR AGREEMENT

Transcription

1 LICENSED LOAN ORIGINATOR AGREEMENT THIS AGREEMENT is made and entered into by and between N A Nationwide Mortgage, a California Corporation ( N A Nationwide Mortgage ) and Loan Originator ( Loan Originator ). RECITAL A. N A Nationwide Mortgage is a California corporation which provides financial services. B. N A Nationwide Mortgage and Loan Originator desire to enter into this Agreement to establish the terms and conditions Loan Originator s performance for N A Nationwide Mortgage as set forth below. AGREEMENT NOW, THEREFORE, in consideration of the foregoing premise, as well as the promises, covenants and conditions set forth herein, the parties agree as follows: 1. Performance of Services: Loan Originator hereby agrees to serve in the capacity of Loan Originator of N A Nationwide Mortgage s offices located at Branch. Loan Originator is licensed by the following jurisdiction(s):, holding license number(s):. Loan Originator s job duties and responsibilities, to be performed with the approval and concurrence of the President of N A Nationwide Mortgage, are as follows: Generate and process loans in accordance with N A Nationwide Mortgage s general plans and policies and in compliance, as may be applicable with the underwriting standards and other guidance of the U.S. Department of Housing and Urban Development ( HUD ), the Federal National Mortgage Association ( FNMA ), the Federal Home Loan Mortgage Corporation ( FHLMC ) or other lender s with which N A Nationwide Mortgage may from time to time deal. Such duties may be curtailed, augmented or modified from time to time as deemed mutually agreeable to Loan Originator and N A Nationwide Mortgage. Loan Originator has complied and will comply with all applicable state and federal laws and regulations with respect to the Loans and the activities of Loan Originator including but not limited to; the Truth in Lending Act and

2 Regulation Z, the Equal Credit Opportunity Act and Regulation B, the Real Estate Settlement and Procedures Act and Regulation X and the Fair Housing Act and the SAFE Mortgage Licensing Act of 2008 The Loan Originator is in full compliance in all respects with all rules and regulation of all real estate and mortgage lending regulatory and supervisory agencies as are applicable to Loan Originator, including the California Bureau of Real Estate, HUD, FNMA, FHLMC and the Nationwide Mortgage Licensing System. 2. Exclusivity. Loan Originator acknowledges and agrees that Loan Originator will devote his/her utmost knowledge and best skill to the performance of his/her duties and will devote his/her full business time to the rendition of such services. Loan Originator will not engage in any other gainful occupation, including but not limited to marketing, distribution or development of any products related to the real estate loan industry which requires his/her personal attention without prior written consent of the President of N A Nationwide Mortgage ( President ). Loan Originator further agrees that he/she will not hold any ownership or other interest in any entity that engages in business similar to that of N A Nationwide Mortgage. This provision does not apply to stock ownership in a publicly traded N A Nationwide Mortgage. 3. Term and Termination. This Agreement may be terminated at any time by 30 day notice to the other party or until terminated by N A Nationwide Mortgage for breach of any provision or covenant of this Agreement by Loan Originator. Loan Originator and N A Nationwide Mortgage further understand and agree that no representation contrary to this provision is valid, and that this provision may not be augmented, contradicted or modified in any way, except by a writing signed by Loan Originator and by the President. 4. Compensation. As compensation for the services to be rendered by Loan Originator hereunder, N A Nationwide Mortgage shall pay Loan Originator pursuant to the schedule attached hereto as Exhibit A which may from time to time be amended by N A Nationwide Mortgage and is subject to quarterly review and change based on Loan Originator s long term performance, including overall loan volume, loan performance, new customers, pull through rate, quality of loan files and business expenses, Any fees from loans generated by Loan Originator prior to Loan Originator s termination with N A Nationwide Mortgage, but which loans close after, but within thirty (30) days of Loan Originator s termination, for whatever cause, will be paid to Loan Originator, according to the schedule referenced above in this subparagraph. Where applicable, the payment of commissions to Loan Originator shall be subject to the following provisions:

3 4.1 Commission Split on Termination. In the event Loan Originator leaves and has transactions pending that require further services normally rendered by Loan Originator, N A Nationwide Mortgage shall make arrangements with another person in the employ of N A Nationwide Mortgage to perform the required services, and the new person assigned shall be compensated for completing the details of pending transactions and such compensation shall be deducted from the terminated Loan Originator s share of the commission. 4.2 Split Commissions. In the event Loan Originator participates in such work with another employee or independent contractor of N A Nationwide Mortgage, Loan Originator s share of the commission shall be divided between the participating persons according to the agreement between them, or by arbitration. 4.3 Receipt of Commissions. All commissions will be received by N A Nationwide Mortgage. Loan Originator s share of such commissions shall be payable to Loan Originator within 10 days of delivery and approval by Loan Originator to N A Nationwide Mortgage of the complete closed Loan Package, for its review and approval within 30 days of close of escrow for the loan. 4.4 Non-Liability for Uncollected Commissions. In no event shall N A Nationwide Mortgage be liable to Loan Originator for Loan Originator s share of commissions not collected, nor shall Loan Originator be entitled to any advance or payment from N A Nationwide Mortgage upon future commissions. 4.5 Fees paid to Loan Originator. a) All fees or compensation of whatever kind received or to be received by Loan Originator, have been disclosed to N A Nationwide Mortgage at the time of delivery of an Application Package to N A Nationwide Mortgage. b) Loan Originator shall accept no fee or compensation of any kind from any source which has not been disclosed to N A Nationwide Mortgage at the time of delivery of the Application Package or thereafter. c) Loan Originator shall at all times comply with all N A Nationwide Mortgage policies regarding fees and compensation paid to Loan Originator which may from time to time be delivered in writing to Loan Originator. d) Loan Originator will comply with all applicable Loan Origination Compensation laws and regulations, both state and federal, as may then be in effect including but not limited to the Federal Truth in Lending Act and Regulation Z, specifically Section (d) and its related sections.. e) Loan Originator shall not accept or agree to accept any fee or compensation with regard to any Loan, which is paid by the borrower, the seller of any property (whether by credit, payment or otherwise), any down payment assistance program or from any 3 rd party without the written permission of N A Nationwide Mortgage. f) Loan Originator grants N A Nationwide Mortgage the right of set-off, and N A Nationwide Mortgage may deduct any fees, penalties, or other sums, including,

4 without limitation, actual attorney's fees, owed by the Loan Originator to N A Nationwide Mortgage under this agreement from any commissions owed to the Loan Originator. In no event shall any compensation be paid to the Loan Originator unless a Loan is funded. N A Nationwide Mortgage shall have the right to withhold any compensation or payment until the Loan file is compete, and N A Nationwide Mortgage has performed all of its obligations under this agreement. 5. N A Nationwide Mortgage s Policies and Regulations. Loan Originator agrees to comply with N A Nationwide Mortgage s policies and regulations, including those set forth in N A Nationwide Mortgage s policies and procedures manual, if any, and any subsequent amendments or additions thereto, and the underwriting standards and other guidance of the U.S. Department of Housing and Urban Development ( HUD ), the Federal National Mortgage Association ( FNMA ), the Federal Home Loan Mortgage Corporation ( FHLMC ) or other lender s with which N A Nationwide Mortgage may, from time to time, deal.. In the event of any conflict between those policies and regulations and this Agreement, the terms of this Agreement shall govern. 6. Solicitation of Employees or Customers. 6.1 Information About Other Employees and Independent Contractors. Loan Originator will be called upon to work closely with employees and independent contractors of N A Nationwide Mortgage in performing services under this Agreement. All information about such employees and/or independent contractors which becomes known to Loan Originator during the course of his/her employment with N A Nationwide Mortgage, and which is not otherwise known to the public, including compensation or commission structure, is a Trade Secret of N A Nationwide Mortgage, as defined below, and will not be used by Loan Originator in soliciting employees and/or independent contractors of N A Nationwide Mortgage at any time during or after termination of this contract. 6.2 Solicitation of Employees and Independent Contractors Prohibited. During the term of this Agreement and for one year following the termination, Loan Originator will not, directly or indirectly ask or encourage any employee(s) and/or independent contractor(s) of N A Nationwide Mortgage to leave their employment with N A Nationwide Mortgage, solicit any employee(s) and/or independent contractor(s) of N A Nationwide Mortgage for employment, make any offer to compensate any employee or independent contractor of N A Nationwide Mortgage as an employee, independent contractor or otherwise, or retain any employee or independent contractor of N A Nationwide Mortgage as an employee, independent contractor or otherwise. 6.3 Solicitation of Borrowers Prohibited. For a period of one year following the termination of this Agreement, Loan Originator will not, directly or indirectly, solicit the business of any of N A Nationwide Mortgage s borrowers. 7. Further Restrictive Covenants. 7.1 Trade Secrets.

5 During the course of Loan Originator s performance under this Agreement, Loan Originator will have access to various trade secrets of N A Nationwide Mortgage. A Trade Secret is information which is not generally known to the public or to other members of the mortgage lending industry and which are unique in character to the operations of N A Nationwide Mortgage Funding and, as a result, is of economic benefit to N A Nationwide Mortgage in the conduct of its business. Loan Originator and N A Nationwide Mortgage agree that Trade Secrets include, but are not limited to, all information developed or obtained by N A Nationwide Mortgage and comprising the following items, whether or not such items have been reduced to tangible form (e.g. physical writing) all methods, techniques, processes, ideas, research and development, trade names, service marks, slogans, forms, customer lists, pricing structures, menus, business forms, marketing programs and plans, layouts and designs, financial structures, operational methods and tactics, cost information, the identity of or contractual arrangements with vendors, the identity of borrowers, accounting procedures, and any document, record or other information of N A Nationwide Mortgage relating to the above. Trade Secrets include not only information belonging to N A Nationwide Mortgage which existed before the date of this Agreement, but also information developed by Loan Originator for N A Nationwide Mortgage during the term of this Agreement and thereafter. The Parties agree that this Agreement is a Trade Secret within the definition of this Section. 7.2 Restriction on Use of Trade Secrets. Loan Originator agrees that his/her use of Trade Secrets is subject to the following restrictions during the term of the Agreement and for an indefinite period thereafter so long as the Trade Secrets have not become generally known to the public or the mortgage lending industry: 7.2.1Non-Disclosure. Loan Originator will not publish or disclose, or allow to be published or disclosed, Trade Secrets to any person who is not an employee of N A Nationwide Mortgage unless such disclosure is necessary for the performance of Loan Originator s obligations under this Agreement. Disclosure to someone who is not an employee of N A Nationwide Mortgage must first be authorized in writing by the President Use Restriction. Loan Originator will use Trade Secrets only for the limited purpose for which they were disclosed. Loan Originator will not disclose any Trade Secrets to any third party (including agents or independent contractors) without first obtaining N A Nationwide Mortgage s written consent and will disclose Trade Secrets only to N A Nationwide Mortgage s own employees having a need to know. Loan Originator will promptly notify N A Nationwide Mortgage of any Trade Secrets improperly or prematurely disclosed Non-Removal. Loan Originator will not remove any Trade Secrets from the offices of N A Nationwide Mortgage or the premises of any facility in which N A

6 Nationwide Mortgage is performing services, or allow such removal, unless permitted in writing by the President Surrender Upon Termination. Upon termination of this Agreement for any reason, Loan Originator will surrender to N A Nationwide Mortgage all documents and materials in his/her possession or control which contain Trade Secrets. 8. Unfair Competition, Misappropriation of Trade Secrets and Violation of Solicitation Clauses. Loan Originator and N A Nationwide Mortgage acknowledge that unfair competition, misappropriation of Trade Secrets or violation of any of the provisions contained in paragraphs 6 or 7 would cause irreparable injury, that the remedy at law for any violation or threatened violation thereof would be inadequate, and that N A Nationwide Mortgage will be entitled to temporary and permanent injunctive or other equitable relief without the necessity of proving actual damages. Loan Originator and N A Nationwide Mortgage agree that such relief will be available in a court of law regardless of the arbitration provision set forth in this Agreement. 9. Disclosure to Subsequent Employers. Loan Originator agrees to make any subsequent employer aware of all obligations in paragraphs 6 and 7 of this Agreement. 10. Representation Concerning Prior Agreements. Loan Originator represents to N A Nationwide Mortgage that he/she is not bound by any non-competition or non-solicitation agreement that would preclude, limit or in any manner affect his/her performance with N A Nationwide Mortgage. Loan Originator further represents that he/she can fully perform his/her duties under this Agreement without violating any obligations he/she may have to any former employer, including but not limited to, misappropriating any proprietary information acquired from a prior employer, and agrees that he/she has not and will not misappropriate any proprietary information acquired from any prior employer. Loan Originator agrees that he/she will indemnify and hold N A Nationwide Mortgage harmless from any and all liability and damage, including attorney fees and costs, resulting from any breach of this provision. 11. Limitations on Authority. Without the express written consent from the President, Loan Originator has no authority to: a) Pledge the credit of N A Nationwide Mortgage or any of its employees; b) Release or discharge any debt due to N A Nationwide Mortgage unless N A Nationwide Mortgage has received the full amount thereof; and c) Sell, mortgage, transfer or otherwise dispose of any assets of N A Nationwide Mortgage.

7 12. Personnel Policies and Procedures. N A Nationwide Mortgage has the authority to establish from time to time personnel policies and procedures to be followed by its employees and independent contractors. Loan Originator agrees to comply with the policies and procedures of the N A Nationwide Mortgage To the extent any provisions in N A Nationwide Mortgage s personnel policies and procedures differ with the terms of this Agreement, the terms of this Agreement apply. 13. Automobile. Loan Originator will, at his/her own expense, procure an automobile for any use in traveling and making calls on clients and prospective clients. Loan Originator agrees to indemnify and hold N A Nationwide Mortgage harmless from any claims arising out of or relating in any way to the operation or use of that automobile by Loan Originator. Furthermore, Loan Originator will at all times during the term of this Agreement keep in full force and effect, at his/her sole expense, a policy of automobile insurance on each automobile used by him at any time to carry out any of the duties under this Agreement. 14. Advertising. No advertising in any form is to be used by Loan Originator prior to written approval from N A Nationwide Mortgage. 15. Accounts. No savings, checking, investment or other accounts may be established by Loan Originator in the name of N A Nationwide Mortgage or in any name similar to that of N A Nationwide Mortgage. The determination as to similarity of names is within the sole discretion of N A Nationwide Mortgage. 16. Relationship Between the Parties. It is understood by the parties that Loan Originator is an independent contractor with respect to N A Nationwide Mortgage, and not an employee of N A Nationwide Mortgage. N A Nationwide Mortgage will not provide fringe benefits, including health insurance benefits, paid vacation, or any other employee benefit, for the benefit of Loan Originator. Loan Originator is considered an Independent Contractor for Federal and State tax purposes. Furthermore, Loan Originator, or employees of Loan Originator, are not covered by any Worker s Compensation Insurance of N A Nationwide Mortgage. Notwithstanding the preceding, Loan Originator is subject to the full supervision and control N A Nationwide Mortgage with regard to Loan Originator s performance under this Agreement. 17. General Provisions Continuing Obligations. The termination of this Agreement shall not affect any rights or obligations accruing prior thereto or any continuing obligations of the parties hereunder Notice.

8 Any notice, request, instruction or other document to be given hereunder shall be in writing and shall be deemed to have been given when delivered personally, or when mailed, postage prepaid, addressed to the party to be given notice as follows: To: N A Nationwide Mortgage at: Crown Valley Parkway, Suite 100 Mission Viejo, CA Attention: Noelle Wheeler To Loan Originator: at: 17.3 Loan Originator Indemnification. As allowed by law, Loan Originator shall indemnify and hold N A Nationwide Mortgage and its affiliates, shareholders, directors, officers, agents, employees, successors, and assigns, harmless from and against, and shall reimburse the same with respect to, any and all losses, damages, demands, claims, liabilities, costs, and expenses, Including reasonable attorneys fees, (collectively ( Losses ) from any cause whatsoever, Incurred by reason of or arising out of or in connection with (a) any breach of any agreement, covenant, representation or warranty contained in this Agreement (b) Loan Originator s failure to perform any obligation hereunder or (c) any loan purchase premiums or portion thereof or other amount, which N A Nationwide Mortgage is obligated to repay to a lender or its assignee because of a borrower default or early payoff or any other reason related to a loan produced by Loan Originator, Loan Originator s obligation to indemnify N A Nationwide Mortgage under this Agreement shall arise upon N A Nationwide Mortgage s incurring a Loss Entire Agreement. This Agreement supersedes any and all other agreements, either oral or in writing or implied in fact, between the parties hereto with respect to the performance of services by Loan Originator on behalf of N A Nationwide Mortgage, and contains all of the covenants and agreements between the parties with respect to that performance. Each party to this Agreement acknowledges that, with respect to this Agreement, no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement or promise not contained in this Agreement shall be valid or binding Modifications. Any modification of this Agreement will be effective only if it is in a writing that (i) is signed by both parties; (ii) specifically

9 references this Agreement and (iii) specifically expresses an intent by both parties to modify this Agreement Effect of Waiver. The failure of either party to insist on strict compliance with any of the terms, covenants or conditions of this Agreement by the other party shall not be deemed a waiver of that term, covenant or condition, nor shall any waiver or relinquishment of any right or power at any one time or times be deemed a waiver or relinquishment of that right or power for all or any other times Partial Invalidity. If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way. Loan Originator acknowledges and agrees that N A Nationwide Mortgage has no duty or obligation to use the services of Loan Originator at any time after expiration of this Agreement Law Governing Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of California Arbitration. Loan Originator and N A Nationwide Mortgage hereby agree that any controversy between N A Nationwide Mortgage and Loan Originator arising from the employment relationship or termination thereof, including the construction or application of any of the terms of this Agreement, claims for statutory violations, including discrimination or harassment, and claims for wages or other compensation, will, on the written request of Loan Originator or N A Nationwide Mortgage be submitted to arbitration in San Mateo County, California and be governed by the California Arbitration Act as set forth in the California Code of Civil Procedure to the extent permitted by law Counterparts. This Agreement may be executed in counterparts and when executed by the parties below, each of the originals or facsimile will constitute one and the same instrument, and a facsimile signature will be of the same force and effect as an original. 18. Acknowledgement. Loan Originator acknowledges that he/she has had the opportunity to consult with independent counsel of his/her own choice concerning this Agreement, and that he/she has taken advantage of that opportunity to the extent that he desires. Loan Originator further acknowledges that he/she has read and understands this Agreement, is fully aware of its legal effect, and has entered into it voluntarily based on his/her own judgment. Executed on, 20 at.

10 By: Noelle Wheeler, President N A Nationwide Mortgage Signature: Loan Originator s Name: DRE License Number: NMLS Unique Identifier Number:

11 EXHIBIT A Compensation Loan officer to be paid the following fixed commission of basis points per loan. N A Nationwide Mortgage to retain basis points according to the following schedule: Residential Loans: Nationwide Mortgage will retain the greater of $795 or 25 basis points on all brokered loans. Nationwide Mortgage will only allow banking for loan amounts over $250,000. Reverse Mortgages: Nationwide Mortgage will retain the greater of 20% of total commission due to Loan Officer or $995 per funded transaction. Also, due to the nature of commission sizes and possibility of Early Pay Off, we will pay commissions of up to $5000 each month, until commissions are paid out. Commercial & Hard Money Loans: Nationwide Mortgage will retain the greater of 50 basis points or $995 per funded transaction. *Please price your loan accordingly. For example, if your comp rate is 1.75% you must lock your loan at a minimum of 2.0% rebate. Lender paid commission only. No borrower paid compensation is permitted. Period beginning: Period Ending: Basis Points per Loan: Loan Officer Signature:

12 BROKER COMPENSATION POLICY for N A Nationwide Mortgage Provisions of the Federal Truth in Lending Act and Regulation Z, specifically Section (d) ( Rule ), address issues and prescribe rules related to Loan Originators Compensation. Loan Originators are generally loan officers of creditors (creditors are entities that make loans in their own names with their own source of funds), loan brokers (includes table funders) and loan officers employed by brokers. The Loan Originator Compensation rules ( Rule ) do not directly apply to creditors. In the Loan Originator Agreement with N A Nationwide Mortgage you have represented that you will comply with this Rule and with certain policies of this N A Nationwide Mortgage. These policies may be changed from time to time upon receipt of written notice from N A Nationwide Mortgage. Among these policies are: A. Compensation to individual Loan Originator /Loan Officers may be based only on the following terms and conditions: long-term performance, hourly rate, a fixed payment for every loan, pull-through rate, quality, legitimate business expenses, or a percentage of the amount of credit extended. B. Where compensation to individual Loan Originator /Loan Officers is based on a percentage of the amount of credit extended, that percentage must be fixed. That percentage may be subject to minimum or maximum dollar amounts. However, these maximum and minimum amounts must be fixed. C. Compensation to Loan Originator/Loan Officers may generally not be based on a term or condition of the loan such as interest rate, APR, LTV, prepayment penalty, credit score, amount of fees collected, CRA eligibility, PMI, loan profitability, or loan type (such as firsts, seconds, FHA/VA/USDA, purchase or refinance). They also generally cannot reflect post origination events, such as premium recaptures or indemnity payments. D. A Loan Originator /Loan Officer may not steer a borrower into a transaction that is not in the borrower s best interest. You must comply with the anti-steering tests found in the Rule. All Loan Originator /Loan Officers must comply in all respects with the Rule Signature: Loan Originator s Name: DRE License Number: NMLS Unique Identifier Number:

13 Addendum to Licensed Loan Originator Agreement N A Nationwide Mortgage VA IRRRL origination fee change on Banked Loans: We have removed the $695 admin and $740 lender fee from the origination fees charged on banked loans to the borrower. Nationwide Mortgage Fees are being changed to the following: From: To: $740 Lender $595 Processing $695 Admin $595 Processing It s the loan officer s responsibility to ensure the pricing on the loan is sufficient to cover the $695 admin and $740 lender fee that is no longer being charged to the borrower on VA IRRRLS. Fees Banked VA Banked Non Brokered Loan IRRRL* VA-IRRRL Origination Fees Charged to Borrowers on banked loans Lender $0 Lender $740 Lender Fees are determined by the Lender Admin $0 Admin $695 Processing $595 Processing $595 Processing $595 Fee charged from Loan Officer Lender $740 $0 1/4 of a point off of the collected compensation. Admin $695 $0 *Failure to properly price the loan accordingly can lead to an adjustment of the loan officer s compensation. Loan Officer - Print name Noelle Wheeler Broker / President Loan Officer - Sign and Date Sign and Date