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Exhibit 99.5
Washington Mortgage
1593 Spring Hill Road, Ste. 400
Vienna, VA 22182
June 23, 1998
Sierra Nevada Multifamily Investments, L.L.C.
c/o Mr. G. Steven Dawson
Camden Property Trust
3100 Southwest Freeway, Suite 1500
Houston, Texas 77027
Re: Oasis Plaza
Las Vegas, NV
300 Units
Proposed Second Lien Fixed Rate Subordinate FNMA DUS Loan ("Mortgage
Loan") to Sierra Nevada Multifamily Investments, L.L.C. ("Borrower") in
an amount not to exceed Five Million Four Hundred Forty Thousand
Dollars ($5,440,000) ("Loan Amount") for the purpose of providing a
second lien for a 300-unit multifamily rental project known as Oasis
Plaza located in Las Vegas, Nevada ("Property").
Commitment Acceptance Date: No later than July 3, 1998
Commitment Issuance Fee: 0.30% of Loan Amount
Rate Setting Expiration Date: No later than August 3, 1998
Good Faith Deposit: 2% of Loan Amount
Loan Fee: 0.00% of Loan Amount
Pool/Issuance Fee: $4,000
Mortgage Loan Term: 7.5 years
Yield Maintenance Period: 7 years
Amortization Period: 30 years
Processed Interest Rage: 7.260% per annum
Maximum Loan to Value: 80%
FNMA Pricing Tier: 2
Key Principals: n/a
Initial Deposit to Replacement Reserve: $0
Monthly Deposits to Replacement Reserve: Funding Waived
Completion/Repair Deposit: $0
Gentlemen:
Subject to and upon strict compliance by Borrower with each of the
terms, conditions and provisions of this commitment letter (collectively, with
the "General Conditions" and all Exhibits
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attached hereto, ("Commitment"), Washington Mortgage Financial Group, Ltd., a
Delaware corporation ("WMF") hereby agrees to make the Mortgage Loan in the Loan
Amount set forth above to Borrower pursuant to the Federal National Mortgage
Association ("FMNA") Multifamily Delegated Underwriting and Servicing product
line for mortgage backed security execution ("MBS/DUS Program"). This Commitment
is issued in material reliance upon (i) the continuing truth and accuracy of all
information and documentation furnished (or to be furnished) to SMF in
connection with the WMF MBS/DUS Program Loan Application ("Loan Application") or
otherwise with respect to Borrower, its principals (including the Key Principals
identified above, if any) and the Property; (ii) the continuing accuracy of the
recitations of fact set forth in this Commitment; and (iii) Borrower's covenant,
evidenced by its acceptance of this Commitment, to comply with each of the
terms, conditions and provisions of this Commitment.
1. Borrower. For the purpose of this Commitment, the term
"Borrower" shall mean the Borrower identified above. Any change in Borrower's
organizational documents, structure or composition, or in the ownership of
interests in Borrower, from that previously disclosed to WMF (in connection with
the Loan Application or otherwise) and relied upon by WMF in issuing this
Commitment shall, at WMF's option, render this Commitment and WMF's agreement to
make the Mortgage Loan null and void and shall relief WMF from further
obligations hereunder unless WMF grants its written approval to such change,
which approval may be granted or withheld by WMF in its sole and absolute
determination. Borrower shall hold legal title to the Property on the "Mortgage
Loan Closing Date" defined below and, for the entire term of the Mortgage Loan,
shall have no assets, legal purpose or business other than ownership and
operation of the Property.
2. Interest Rate
a. Processed Interest Rate. Based on the Loan Application and
related materials submitted to date to WMF, the Mortgage Loan has been
underwritten on the basis of the Processed Net Operating Income, at the Maximum
Loan to Value (which corresponds to the FNMA Pricing Tier assumption), and at
the Processed Interest rate all as set forth above. Borrower understands and
acknowledges that as of the date hereof WMF has not obtained a Commitment from
FNMA to purchase the Mortgage Loan ("FNMA Commitment") and that the FNMA
Commitment will not be obtained by WMF pursuant to this Section 2 unless and
until Borrower has satisfied all of the preconditions set forth in Section 3 of
this Commitment. Accordingly, since FNMA interest rate and pricing options
fluctuate on a daily basis, the actual interest rate selected by Borrower
pursuant to subsection b. below ("Selected Interest Rage") may be other than the
Processed Interest Rate based on FNMA's rate and price quotations at the time
the FNMA Commitment is obtained. Any difference between the Selected Interest
Rate and the Processed Interest Rate may, in accordance with applicable FNMA
MBS/DUS Program underwriting guidelines, result in a corresponding change in the
available Loan Amount.
From time to time, at Borrower's request, WMF will provide to
Borrower an interest rate quote that will show the then current price for
obtaining the Processed Interest RATE and other interest rage and pricing
options available from FNMA with respect to the Mortgage Loan. WMF cannot assure
Borrower that the Processed Interest Rate will be available from FNMA on any
particular date nor at what price FNMA will agree to purchase the Mortgage Loan
at such Processed Interest Rage and by accepting this Commitment Borrower
expressly acknowledges and agrees that WMF shall have no liability for
fluctuations in the FNMA interest rage and pricing options.
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b. Selection Interest Rate. On the date (subsequent to
Borrower's satisfaction of the preconditions set forth in Section 3 of this
Commitment and payment to WMF of the Good Faith Deposit and Commitment Issuance
Fee described in Sections 10a. and 10b. of this Commitment) that Borrower
selects a current interest rage and price ("Rate Setting Date") and immediately
prior to WMF obtaining the FNMA Commitment, Borrower must sign and return by
telecopier WMF's rate setting authorization/certification in a form to be
provided on such date by WMF ("Rate Setting Form") by 2:00 p.m. Vienna, Virginia
time. The Rate Setting Form requires that Borrower certify that the Property (i)
is 90% occupied (at rents not less than the average rents used by WMF in
processing the Mortgage Loan), and (ii) has maintained such occupancy of 90% or
better for the three (3) calendar months immediately prior thereto. Further, the
Rate Setting Form establishes the Mortgage Loan Closing Date and includes a
certification of no material adverse change in the Financial Statements and in
the Certification of Previous Multifamily Real Estate Experience for Borrower
and all key Principals of Borrower.
If Borrower has not satisfied the preconditions set forth in
Section 3 of this Commitment and selected an Interest rate and price by 2:00
p.m. Vienna, Virginia time on the Rate Setting Expiration Date set forth above,
this Commitment shall automatically terminate, WMF shall have no obligation to
make the Mortgage Loan and shall be relieved of any further obligations to
Borrower hereunder or otherwise. AT WMF's sole and exclusive option and provided
Borrower pays to WMF in connection therewith a nonrefundable extension fee of
.125% of the Loan Amount, an extension of the Rate Setting Expiration Date may
be granted. The duration of any such extension shall be as determined by WMF in
its sole and exclusive discretion. (Unless the Rate Setting Expiration Date has
been so extended, WMF shall return to Borrower, without interest, the Good Faith
Deposit and Post Purchase Review Fee if previously received from Borrower).
c. Confirmation of Interest RATE and Discount. Immediately
upon selection by Borrower of the Selected Interest Rate on the Rate Setting
Date, WMF shall obtain the FNMA Commitment and deliver to Borrower by telecopier
(or by other expedited means reasonably available to WMF in its sole
discretion), a Selected Interest Rate confirmation ("selected Interest Rate
Confirmation") confirming the Selected Interest Rate, the price at which FNMA
will purchase the Mortgage Loan at the Selected Interest Rage ("Price"), the
related discount fee ("Discount"), if any, to be paid by Borrower to WMF, and
any corresponding change in the Loan Amount resulting from the Selected Interest
Rage being other than the Processed Interest Rage. The Discount due, if any,
shall be equal to the difference between (i) the Loan Amount shown on the
Selected Interest Rate Confirmation and (ii) the product of (i) the Price
(stated as a percentage) shown on the Selected Interest Rage Confirmation and
(ii) the Loan Amount shown on the Selected Interest Rate Confirmation.
3. Preconditions to Obtaining FNMA Commitment. In addition to
WMF's receipt of the Good Faith Deposit, WMF's obtaining of the FNMA Commitment
shall be expressly conditioned upon Borrower's compliance with each of the
following preconditions to the satisfaction of WMF and "WMF's Counsel" (defined
below).
a. Receipt and approval by WMF and WMF's Counsel of a current
As-Built Survey of the Property prepared in accordance with all FNMA and WMF
requirements, including those set forth in the General Conditions attached to
this Commitment, and containing, without amendment, the FNMA promulgated form of
Surveyor's Certificate. (Borrower expressly acknowledges that any deviations
from the FNMA promulgated Surveyor's Certificate form will
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require WMF's Counsel to see the prior written approval of FNMA and will delay
obtaining the FNMA Commitment and Closing);
b. Receipt and approval by WMF and WMF's Counsel of a current
Title Insurance Commitment and Pro Forma Title Insurance Policy issued with
respect to the property prepared in accordance with all FNMA and WMF
requirements, including those set forth in the General Conditions attached to
this Commitment;
c. Receipt and approval by WMF and WMF's Counsel of the
results of current UCC, judgment and Tax Liens searches performed at the
appropriate state and local levels which respect to Borrower (and each general
partner of Borrower if Borrower is a partnership);
d. Receipt and approval by WMF and WMF's Counsel of a draft
Opinion of Borrower's Counsel in the FNMA promulgated form. (Borrower expressly
acknowledges that any deviations from the FNMA promulgated Opinion form will
require WMF's Counsel to seek the prior written approval of FNMA and will delay
obtaining the FNMA Commitment and Closing);
e. Receipt and approval by WMF and WMF's Counsel of complete
copies of the organizational documents of Borrower and each general partner of
Borrower, including but not limited to agreement(s) of general or limited
partnership, certificate(s) of limited partnership, good standing certificates,
certificates of authority to transact business in the jurisdiction in which the
jurisdiction in which the Property is located, articles of incorporation,
corporate bylaws, resolutions and incumbency certificates, all evidencing the
due organization, valid existence and good standing of such entities, an
organizational structure suitable to the tasks of owning and operating the
Property, full power and authority to execute, deliver and perform under the
Mortgage Loan Documents, and compliance with all applicable FNMA requirements;
f. Borrower's compliance with the insurance requirements set
forth in the General Conditions attached to this Commitment;
g. Receipt and approval by WMF and WMF's Counsel of evidence
of zoning compliance and certificates of occupancy with respect to the Property
as more particularly described in the General Conditions; and
h. Borrower's compliance with the Special Conditions set
forth in Section 13 of this Commitment.
Notwithstanding anything in this Commitment to the contrary, the
effectiveness of this Commitment shall at all times be contingent upon the
issuance by FNMA of the FNMA Commitment, the continued validity and
enforceability of the FNMA Commitment and on Borrower's compliance with the
terms and conditions of the FNMA Commitment and the MBS/DUS Program requirements
then in effect.
4. Mortgage Loan Term and Amortization Period. The Mortgage loan
Term shall be as set forth above. Interest at the Selected Interest Rage,
calculated on the basis of a 360-day year comprised of twelve (12) thirty day
months, shall be due and payable commencing on the "Mortgage Loan Closing Date"
as hereinafter defined. On the Mortgage Loan Closing Date, WMF will collect
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prepaid interest through the last day of the month in which the closing and
funding of the Mortgage Loan occurs.
Level payments of principal and interest, calculated on the basis of
the Amortization Period set forth above, shall commence on the first day of the
second month following the month in which the closing and funding of the
Mortgage Loan occurs ("Amortization Commencement").
In addition to payments of principal and interest, and also commencing
on the date of Authorization Commitment, Borrower will be required to make
monthly deposits to various escrows established with WMF for real estate taxes,
special assessments, reserve for replacements and insurance premiums as more
particularly described in this Commitment.
5. Mortgage Loan Subordination. The Mortgage Loan shall at all
times be subject and subordinate to the lien, operation and effect of the loan
evidenced by a Multifamily Note dated August 11, 1994 in the original principal
amount of $6,000,000 by the Borrower to the Lender and secured by a Multifamily
Deed of Trust, Assignment of Rents and Security Agreement dated August 11, 1994
(the "Prior Loan"). The Mortgage Loan Documents (as defined in paragraph 6
below) shall include a Subordination Agreement under which the Mortgage Loan is
subordinated to the Prior Loan.
6. Mortgage Loan Documentation. The Mortgage Loan shall be
evidenced and secured by such documents, certifications and other instruments
(collectively, "Mortgage Loan Documents") as WMF, FNMA and/or the DUS Guide
require, all of which shall be in force and substance acceptable to WMF and
WMF's Counsel and consistent with all MBS/DUS Program requirements in effect on
the Mortgage Loan Closing Date. By accepting this Commitment, Borrower expressly
acknowledges that the Mortgage Loan Documents, including but not limited to the
FNMA/FHLMC Uniform Form of Multifamily Note and Multifamily Mortgage/Deed of
Trust/Deed to Secure Debt, Assignment of Rents and Security Agreement, will not
contain any provisions providing notice of default nor opportunity to cure.
7. Exceptions to Non-Recourse Liability; Indemnification.
Although the Mortgage Loan will generally be non-recourse, there will be certain
exceptions to non-recourse liability and certain indemnification requirements
contained in the FNMA form of "Addendum to Multifamily Note" and in the FNMA
form of "Rider to Multifamily Instrument" which create personal liability and
indemnification obligations for Borrower, its general partners and/or the Key
Principals identified above. By acceptance of this Commitment, Borrower (for
itself and on behalf of its general partners and the Key Principals) expressly
acknowledges and agrees to such provisions.
8. Prepayment of Mortgage Loan. The Mortgage Loan may be
prepared only in accordance with the terms and conditions of the FNMA form of
Addendum to Multifamily Note. (The Yield Maintenance Period applicable to the
Mortgage Loan Term shall be as set forth above and the "Specified U.S. Treasury
Security", if applicable, defined in the FNMA form of Addendum to Multifamily
Note will be determined by FNMA at the time WMF obtains the FNMA Commitment).
9. Restrictions on Transfer of Property and Interests in
Borrower. The Mortgage Loan Documents, including specifically the FNMA form of
"Rider to Multifamily Instrument", provide that the Mortgage Loan may be
accelerated upon the occurrence of certain transfers of the property
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(or interests therein) or of "Significant Interests" in Borrower defined
therein. Further, based upon review by WMF and WMF's Counsel of the
organizational documents of the Borrower entity, certain additional restrictions
on transfer may be imposed by WMF. By acceptance of this Commitment, Borrower
expressly acknowledges and agrees to such provisions.
10. Mortgage Loan Closing Date. Upon compliance by Borrower with
all of the terms, conditions and provisions of this Commitment and the MBS/DUS
Program and issuance of the FNMA Commitment, the Mortgage Loan Closing date
shall be established by WMF to occur on a date and time mutually agreed upon by
WMF and Borrower; provided, however, that the Mortgage Loan Closing Date shall
be no later than that set forth on the Rate Setting Form. Closing of the
Mortgage shall be conducted by the Title Insurance Company, an authorized agent
of which shall attend closing, prepare the settlement sheet, and be responsible
for recording the Mortgage Loan Documents and disbursing the proceeds of the
Mortgage Loan pursuant to written instructions to be delivered by WMF's Counsel.
In the event that the person attending closing on behalf of the Title Insurance
Company is an agent rather than an employee of the Title Insurance Company, such
agent shall deliver to WMF at least five (5) Business Days prior to the Rate
Setting Date an insured closing services letter in form and content satisfactory
to WMF and WMF's Counsel.
11. Charges and Fees to be Paid by Borrower.
a. Commitment Issuance Fee. Upon acceptance of this
Commitment, Borrower shall pay WMF the Commitment Issuance Fee set forth above,
which Commitment Issuance Fee shall be deemed earned by WMF upon issuance and
acceptance of this Commitment. In no event shall the Commitment Issuance Fee be
refunded to Borrower unless the FNMA Commitment is not obtained prior to the
Rate Setting Expiration Date due solely to the willful default by SMF of its
obligations under this Commitment, the suspension of WMF's MBS/DUS Program
license or FNMA's suspension or termination of the MBS/DUS Program. WMF shall be
entitled to commingle the Commitment Issuance Fee with other funds and shall
have no obligation to pay to or credit Borrower with any interest on the
Commitment Issuance Fee.
b. Good-Faith Deposit. As a precondition to selection of the
Selected Interest Rage and WMF's obtaining of the FNMA Commitment, Borrower
shall deposit with WMF the Good Faith Deposit set forth above to secure the
performance of Borrower's obligations under this Commitment and the FNMA
Commitment. The Good Faith Deposit must be received by WMF in immediately
available funds no less than 24 hours prior to the Rate Setting Date. WMF shall
deem the Good Faith Deposit earned upon receipt. If for any reason closing and
funding of the Mortgage Loan does not occur and the Mortgage Loan is not
delivered to FNMA for purchase by the expiration date set forth in the FNMA
Commitment, the Good Faith Deposit will be deemed non-refundable.
Within ten (10) Business Days following FNMA's preliminary
review of the Mortgage Loan Documents and purchase of the Mortgage Loan, WMF
will refund the Good Faith Deposit to Borrower, net of any charges, expenses
and/or other amounts then still due and owing to WMF from Borrower pursuant to
this Commitment. Within 90 days of FNMA' s purchase of the Mortgage Loan, FNMA
will complete a detailed review of the Mortgage Loan Documents and either (i)
accept such Mortgage Loan Documents as delivered or (ii) require certain
additional information and/or corrections, additions or revisions to the
Mortgage Loan Documents as FNMA deems necessary and appropriate. By its
acceptance of this Commitment, and its execution of the Agreement to Amend or
Comply at closing, Borrower expressly covenants and agrees to fully
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cooperate, and use its best efforts to cause its counsel, surveyor, title
representative and other professionals to cooperate with WMF in satisfying all
such FNMA post-purchase requirements in a timely manner.
c. Discount. On the Mortgage Loan Closing Date, the Discount,
if any, due to WMF as described in subsection 2(c) of this Commitment, shall be
paid to WMF by Borrower in immediately available funds (or an amount equal to
such Discount shall be deducted from the Mortgage Loan proceeds funded by WMF).
d. Loan Fee. On the Mortgage Loan Closing Date, the Loan Fee
set forth above shall be paid to WMF by Borrower in immediately available funds
(or an amount equal to such Loan Fee shall be deducted from the Mortgage Loan
proceeds funded by WMF).
12. Deposits.
a. Replacement Reserve. Unless otherwise waived, on the
Mortgage Loan Closing Date and to assure the future availability of funds to
satisfy the costs of certain replacement items set forth on Exhibit "A" attached
to this Commitment, Borrower shall deposit with WMF the Initial Deposit to
Replacement Reserves set forth above in immediately available funds (or an
amount equal to the Initial Deposit to Replacement Reserve shall be deducted
from the Mortgage Loan proceeds funded by WMF). The Initial Deposit shall be
held and administered by WMF in an interest- bearing account as additional
security for Borrower's obligations with respect to the Mortgage Loan in
accordance with the terms and conditions of the FNMA form of "Replacement
Reserve and Security Agreement". In addition, concurrently with each monthly
payment of principal and Interest due under the Mortgage Loan, Borrower shall be
required to make the Monthly Deposits to Replacement Reserve set forth above,
which Monthly Deposits to Replacement Reserve shall also be held and
administered by WMF as additional security in accordance with the terms and
conditions of the Replacement Reserve may be adjusted for the 11th through last
year of the Mortgage Loan Term). The FNMA form of "Replacement Reserve and
Security Agreement" shall require Borrower to pay to WMF certain periodic
inspection fees with respect to the Replacement Reserve.
b. Completion/Repair Deposit. On the Mortgage Closing Date,
Borrower shall deposit with WMFG the Completion/Repair Deposit set forth above
in immediately available funds (or an amount equal to the Completion/Repair
Deposit shall be deducted from the Mortgage Loan proceeds funded by WMF). The
Completion/Repair Deposit shall be held and administered by WMF as additional
security for Borrower's obligations with respect to the Mortgage Loan in
accordance with the terms and conditions of the FNMA form of "Completion/Repair
and Security Agreement". The Completion/Repair Deposit is equal to one hundred
fifty percent (150%) of WMF's estimate of the cost of certain required repairs
to the Property described on Exhibit "B" attached to this Commitment. The FNMA
form of "Completion/Repair and Security Agreement" shall require Borrower to pay
to WMF certain periodic administrative and inspection fees with respect to the
Completion/Repair Deposit.
13. WMF Counsel. WMF shall be represented by transactional
counsel ("WMF's Counsel") in connection with the preparation and review of the
Mortgage Loan Documents and all matters relating to the Mortgage Loan. Upon
acceptance of this Commitment and WMF's acknowledgment thereof you may contact
Scott Carter of WMF at (703) 610-1308 to obtain the name of WMF's Counsel and to
discuss closing requirements and logistics. On the Mortgage Loan
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Closing Date, Borrower shall pay the fees of WMF's Counsel in immediately
available funds (or an amount equal to such fees shall be deducted from the
Mortgage Loan proceeds funded by WMF). Absent the need to seek FNMA waivers or
the presence of unusual circumstances or unanticipated legal issues, WMF's
Counsel fees will be $5,000.00.
14. Special Conditions. In addition to all the other terms,
conditions and provisions of this Commitment, WMF's obligation to make the
Mortgage Loan to Borrower is subject to satisfaction of the following Special
Conditions in a manner acceptable to WMF in its sale and absolute determination,
prior to the Rate Setting Date and WMF obtaining the FNMA Commitment:
1. Receipt and review of all outstanding application documents
in a forth acceptable to WMF in its sole discretion.
2. Receipt and review of a certified rent roll dated five days
prior to the Rate Setting Date, as well as an operating
statement dated within 30 days.
3. O&M for asbestos to remain in-place for the term of the
second mortgage loan.
4. Borrower will be required to sign a repair agreement for
completion of immediate repairs as outlined by the Engineer.
5. Executed management that states a 3.5% management fee.
6. Completion of WMF's site inspection.
7. Assets (Oasis Plaza and Oasis Greens) which are crossed may
not exceed 65% loan-to-value or go below a 1.35x debt service
coverage on a combined basis.
8. WMF acknowledges approval of the assumption of the first
mortgage on Oasis Plaza. The total Assumption Fee due to
WMF is one percent (1.00%) of the unpaid principal balance
of the Mortgage Loan as of the date of the simultaneous
closing of the assumption ("Assumption Fee"). The $3,000
non-refundable Review Fee is still due to WMF. Upon
acceptance of this commitment, an Assumption Approval
Deposit in the amount of one-half of one percent (0.5%) of
the current unpaid principal balance of the Mortgage Loan
shall be paid to WMF. At the time of closing, this
Assumption Approval Deposit shall be credit toward the full
Assumption Fee. In the event the assumption does not close,
WMF shall return the Assumption Approval Deposit less any
out of pocket costs incurred by WMF in connection with the
Assumption Application including, but not limited to, WMF's
legal fees. WMF shall be entitled to commingle the
Assumption Approval Deposit with other funds and shall have
no obligation to pay or credit any interest on the
Assumption Approval Deposit. On the date of the closing, the
balance of the Assumption Fee set forth above shall be paid
to WMF in immediately available funds.
15. General Conditions and Exhibits. The General Conditions and
Exhibits attached to this Commitment are an integral part of this Commitment,
and are hereby expressly incorporated into, and by this reference made a part
of, this Commitment.
16. Complete Agreement; Amendment and Waiver. This Commitment,
and the General Conditions and Exhibits attached hereto, contain the complete
and entire understanding of the parties hereto of WMF's agreement to provide the
Mortgage Loan as described in this Commitment. No changes or amendments to this
Commitment shall be valid unless made in writing and similarly executed by the
parties hereto. (WMF hereby expressly advised Borrower that only members of
WMF's Loan Commitment have authority to bind WMF to this Commitment shall be
valid unless
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made in writing and similarly executed by the parties hereto. (WMF hereby
expressly advises Borrower that only members of WMF's Loan Commitment have
authority to bind WMF to amendments to this Commitment). No specific waiver of
any of the terms of this Commitment shall be considered a general waiver.
17. Survival: Conflicting Provisions. The terms and conditions of
this Commitment shall survive the closing and funding of the Mortgage Loan. In
the event of any conflict between the terms and conditions of this Commitment
and the terms and conditions of the Mortgage Loan Documents, the latter shall
control.
18. Applicable Law. The rights and obligations of the parties
with respect to this Commitment shall be determined in accordance with the laws
of the Commonwealth of Virginia.
19. Counterparts. This Commitment may be executed in any number
of counterparts, each of which together shall constitute one and the same
instrument.
Enclosed are two (2) copies of this Commitment. If the terms,
conditions and provisions of this Commitment are satisfactory, please
acknowledge Borrower's acceptance of this Commitment by executing and delivering
to WMF the two (2) copies of this Commitment, together with the Commitment
Issuance Fee. WMF will acknowledge receipt of Borrower's acceptance of this
Commitment and return one (1) copy of this Commitment to Borrower. Borrower's
acceptance of this Commitment, together with the Commitment Issuance Fee, must
be received by WMF no later than 5:00 p.m. Vienna, Virginia time on the
Commitment Acceptance Date set forth above, otherwise, this Commitment shall
automatically terminate without further notice, WMF's offer to make the Mortgage
Loan shall be void and of no further force or effect and WMF shall be relieved
of any further obligations to Borrower hereunder or otherwise. At WMF's sole and
exclusive option and provided Borrower pays to WMF in connection therewith a
nonrefundable extension fee of .125% of the Loan Amount, an extension of the
Commitment Acceptance Date may be granted. The duration of any such extension
shall be as determined by WMF in its sole and exclusive discretion.
Very truly yours,
WASHINGTON MORTGAGE FINANCIAL GROUP, LTD.
/s/Joan C. May
Joan C. May
Senior Vice President