Common use of Services of the Custodian Clause in Contracts

Services of the Custodian. (a) The MPF Provider shall act as the custodian for the Boston Bank with respect to all Loans funded or purchased by the Boston Bank pursuant to the MPF Program. The MPF Provider may discharge this duty by entering into a custody agreement (a “Custody Agreement”) with Norwest Bank Minnesota, N.A. or any other entity which the MPF Provider deems qualified to act as the Custodian. Notwithstanding the MPF Provider’s delegation of its custodial obligations to the Custodian, the MPF Provider shall have direct and primary responsibility to the Boston Bank for the performance of the duties of the Custodian under the Custody Agreement. (b) The MPF Provider shall perform or cause to be performed the following custodial duties for the Boston Bank’s Program Loans, which shall be done in compliance with the provisions of the PFI Agreements and the incorporated Guides: (i) To hold the Loan Documents and any other documents or papers relating to a Loan deposited with the Custodian as an agent for and bailee of the Boston Bank; (ii) To review the documents received with respect to a Loan to confirm whether they comply with the MPF Program requirements; (iii) To provide exception reports and status reports regarding Loan Documents as provided for in the FHLB Guide; (iv) Upon the payment in full or the purchase by a PFI of a Loan, or as needed for servicing or foreclosure purposes, to release the Loan Documents to the Servicer or notify the Servicer that the Loan Documents are no longer held by the Custodian; and (v) To maintain or cause the Custodian to maintain customary fidelity and other insurance in connection with the performance of its obligations under the Custody Agreement. (c) In the event that the Custodian fails to produce a Loan Document when requested by the Servicer, and provided that (i) the Custodian previously acknowledged in writing that it had possession of such Loan Document, (ii) such Loan Document is not outstanding pursuant to a prior request for release from the Servicer, and (iii) such Loan Document was held by the Custodian on behalf of the Boston Bank (a “Custodial Delivery Failure”), then the MPF Provider shall, with respect to any missing Loan Document, furnish or cause the Custodian to furnish a lost Loan Document affidavit in a form reasonably satisfactory to the Boston Bank and to indemnify (such indemnification to survive any termination of the Custody Agreement) the Boston Bank and the Servicer, and their respective designees, harmless against any and all direct liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements, including reasonable attorneys’ fees, that may be imposed on, incurred by, or asserted against it or them in any way relating to or arising out of such Custodial Delivery Failure, provided that neither the MPF Provider nor the Custodian shall be liable for consequential damages. (d) The MPF Provider shall forward from the Custodian, or cause the Custodian to deliver to the Boston Bank, such reports applicable to the Boston Bank’s Program Loans regarding Loan Documents received and the status of requests for missing loan files or missing documents as required to be provided in the FHLB Guide. The Custodian shall acknowledge that its holds the Loan Documents pertaining to Loans owned or held by the Boston Bank which come into its possession for the benefit of the Boston Bank, and shall dispose of the same only in accordance with instructions furnished by the MPF Provider on behalf of the Boston Bank. The Custodian shall not, however, be required to verify the validity, sufficiency or genuineness of any Loan Document.

Services of the Custodian. (a) The MPF Provider shall act as the custodian for the Boston Pittsburgh Bank with respect to all Loans funded or purchased by the Boston Pittsburgh Bank pursuant to the MPF Program. The MPF Provider may discharge this duty by entering into a custody agreement (a “Custody Agreement”) with Norwest Bank Minnesota, N.A. the MPF Custodian or any other entity which the MPF Provider deems qualified to act as the a Custodian. Notwithstanding the MPF Provider’s delegation of its custodial obligations to the Custodian, the The MPF Provider shall have direct and primary responsibility to the Boston Pittsburgh Bank for the performance of the duties of the MPF Custodian under the Custody Agreement, subject, however, in connection with the use of a Custodian other than the MPF Custodian, to the terms of each addendum to be executed by the parties in the form attached hereto as Appendix A (each, a “Custody Addendum”). (b) The MPF Provider shall perform or cause to be performed the following custodial duties for the Boston Pittsburgh Bank’s Program Loans, which shall be done in compliance with the provisions of the PFI Agreements and the incorporated Guides: (i) To hold the Loan Documents and any other documents or papers relating to a Loan deposited with the Custodian as an agent for and bailee of the Boston Pittsburgh Bank; (ii) To review the documents received with respect to a Loan to confirm whether they comply with the MPF Program requirements; (iii) To provide exception reports and status reports regarding Loan Documents as provided for in the FHLB Guide; (iv) Upon the payment in full or the purchase by a PFI of a Loan, or as needed for servicing or foreclosure purposes, to release the Loan Documents to the Servicer or notify the Servicer that the Loan Documents are no longer held by the Custodian; and (v) To maintain or cause the Custodian to maintain customary fidelity and other insurance in connection with the performance of its obligations under the Custody Agreement. As part of its custodial duties hereunder, the MPF Provider, for the benefit of the Pittsburgh Bank, shall use its best efforts to enforce the obligations of the Custodian under the Custody Agreement. Such enforcement shall be in such form and carried out to such an extent and at such time as the MPF Provider, in its good faith business judgment, would require if it were the owner of the related Mortgage Loans. Subject to the terms of each Custody Addendum and notwithstanding the terms of any Custody Agreement, no delegation of custodial obligations to the Custodian pursuant to such Custody Agreement shall relieve the MPF Provider from its custodial obligations hereunder, and the MPF Provider shall remain obligated and primarily liable to the Pittsburgh Bank for the custody of the Mortgage Loans in accordance with the provisions of this Agreement. (c) In the event that the Custodian fails to produce a Loan Document when requested by the Servicer, and provided that (i) the Custodian previously acknowledged in writing that it had possession of such Loan Document, (ii) such Loan Document is not outstanding pursuant to a prior request for release from the Servicer, and (iii) such Loan Document was held by the Custodian on behalf of the Boston Pittsburgh Bank (a “Custodial Delivery Failure”), then the MPF Provider shall, with respect to any missing Loan Document, furnish or cause the Custodian to furnish a lost Loan Document affidavit in a form reasonably satisfactory to the Boston Pittsburgh Bank and to indemnify (such indemnification to survive any termination of the Custody Agreement) the Boston Pittsburgh Bank and the Servicer, and their respective designees, harmless against any and all direct liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements, including reasonable attorneys’ fees, that may be imposed on, incurred by, or asserted against it or them in any way relating to or arising out of such Custodial Delivery Failure, provided that neither the MPF Provider nor the Custodian shall be liable for consequential damages. (d) The MPF Provider shall forward from the Custodian, or cause the Custodian to deliver to the Boston Pittsburgh Bank, such reports applicable to the Boston Pittsburgh Bank’s Program Loans regarding Loan Documents received and the status of requests for missing loan files or missing documents as required to be provided in the FHLB Guide. The Custodian shall acknowledge that its holds the Loan Documents pertaining to Loans owned or held by the Boston Pittsburgh Bank which come into its possession for the benefit of the Boston Pittsburgh Bank, and shall dispose of the same only in accordance with instructions furnished by the MPF Provider on behalf of the Boston Pittsburgh Bank. The Custodian shall not, however, be required to verify the validity, sufficiency or genuineness of any Loan Document. With respect to any Custodian other than the MPF Custodian that is acting as such for the Pittsburgh Bank, the MPF Provider, upon the request of the Pittsburgh Bank, will provide to the Pittsburgh Bank a summary report of any audits of such Custodian performed directly or through a vendor, by the MPF Provider.

Services of the Custodian. (a) The MPF Provider shall act as the custodian for the Boston Pittsburgh Bank with respect to all Program Loans funded or purchased by the Boston Pittsburgh Bank pursuant to the MPF Program. The MPF Provider may discharge this duty by entering into a custody agreement (a “Custody Agreement”) with Norwest Bank Minnesota, N.A. the MPF Custodian or any other entity which the MPF Provider deems qualified to act as the a Custodian. Notwithstanding the MPF Provider’s delegation of its custodial obligations to the Custodian, the The MPF Provider shall have direct and primary responsibility to the Boston Pittsburgh Bank for the performance of the duties of the MPF Custodian under the Custody Agreement, subject, however, in connection with the use of a Custodian other than the MPF Custodian, to the terms of each addendum to be executed by the parties substantially in the form attached hereto as Exhibit B (each, a “Custody Addendum”). (b) The MPF Provider shall perform or cause to be performed the following custodial duties for the Boston Pittsburgh Bank’s Program Loans, which shall be done in compliance with the provisions of the PFI Agreements Agreements, the Guides and the incorporated GuidesFHLB Guide: (i) To hold the Loan Documents and any other documents or papers relating to a Program Loan deposited with the Custodian as an agent for and bailee of the Boston BankPittsburgh Bank in the same manner as the MPF Provider holds Loan Documents pertaining to its own Program Loans; (ii) To review the documents received with respect to a Program Loan to confirm whether they comply with the MPF Program requirements; (iii) To provide exception reports and status reports regarding Loan Documents as provided for in the FHLB Guide; (iv) Upon the payment in full or the purchase by a PFI of a Program Loan, or as needed for servicing or foreclosure purposes, to release the Loan Documents to the Servicer or notify the Servicer that the Loan Documents are no longer held by the Custodian; and (v) To maintain or cause the each Custodian to maintain customary fidelity and other insurance in connection with the performance of its obligations under the Custody Agreement, and, upon request of the Pittsburgh Bank, to provide a copy of a Custodian’s annual officer’s certificate or, if the MPF Provider has copies of the Custodian’s insurance certificates, a copy of such certificates. As part of its custodial duties hereunder, the MPF Provider, for the benefit of the Pittsburgh Bank, shall use commercially reasonable efforts to enforce the obligations of each Custodian under its Custody Agreement. Such enforcement shall be in such form and carried out to such an extent and at such time as the MPF Provider, in its good faith business judgment, would require if it were the owner of the related Program Loans. Subject to the terms of each Custody Addendum and notwithstanding the terms of any Custody Agreement, no delegation of custodial obligations to a Custodian pursuant to such Custody Agreement shall relieve the MPF Provider from its custodial obligations hereunder, and the MPF Provider shall remain obligated and primarily liable to the Pittsburgh Bank for the custody of the Program Loans in accordance with the provisions of this Agreement. (c) In the event that the a Custodian fails to produce a Loan Document when requested by the ServicerServicer or the MPF Provider (on behalf of the Pittsburgh Bank), and provided that (i) the each Custodian previously acknowledged in writing that it had possession of such Loan Document, (ii) such Loan Document is not outstanding pursuant to a prior request for release from the Servicer, and (iii) such Loan Document was held by the Custodian on behalf of the Boston Pittsburgh Bank (a “Custodial Delivery Failure”), then the MPF Provider shall, with respect to any missing Loan Document, furnish or cause the Custodian to furnish a lost Loan Document affidavit in a form reasonably satisfactory to the Boston Pittsburgh Bank and to indemnify (such indemnification to survive any termination of the Custody Agreement) the Boston Pittsburgh Bank and the Servicer, and their respective designees, harmless against any and all direct liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements, including reasonable attorneys’ fees, that may be imposed on, incurred by, or asserted against it or them in any way relating to or arising out of such Custodial Delivery Failure, provided that neither the MPF Provider nor the Custodian shall be liable for consequential damages. (d) The MPF Provider shall forward from the Custodian, or cause the Custodian to deliver to the Boston Bank, such reports applicable to the Boston Bank’s Program Loans regarding Loan Documents received and the status of requests for missing loan files or missing documents as required to be provided in the FHLB Guide. The Each Custodian shall acknowledge that its it holds the Loan Documents pertaining to Program Loans owned or held by the Boston Pittsburgh Bank which come into its possession for the benefit of the Boston Pittsburgh Bank, and shall dispose of the same only in accordance with instructions furnished by the MPF Provider on behalf of the Boston Pittsburgh Bank. The Custodian shall not, however, be required to verify the validity, sufficiency or genuineness of any Loan Document. With respect to any Custodian other than the MPF Custodian that is a custodian for Program Loans owned by the Pittsburgh Bank, the MPF Provider, upon the request of the Pittsburgh Bank, will provide to the Pittsburgh Bank a summary report of any audits of such Custodian performed directly or through a vendor, by the MPF Provider. Further, upon the request and at the expense of the Pittsburgh Bank, the MPF Provider shall request the Custodian to provide the Pittsburgh Bank a certification that lists of all Program Loans owned by the Pittsburgh Bank for which the Custodian holds Loan Documents.

Services of the Custodian. (a) The MPF Provider shall act as the custodian for the Boston Bank with respect to all Program Loans funded or purchased by the Boston Bank pursuant to the MPF Program. The MPF Provider may discharge this duty by entering into a custody agreement (a “Custody Agreement”) with Norwest Bank Minnesota, N.A. the MPF Custodian or any other entity which the MPF Provider deems qualified to act as the a Custodian. Notwithstanding the MPF Provider’s delegation of its custodial obligations to the Custodian, the The MPF Provider shall have direct and primary responsibility to the Boston Bank for the performance of the duties of the MPF Custodian under the Custody Agreement, subject, however, in connection with the use of a Custodian other than the MPF Custodian, to the terms of each addendum to be executed by the parties substantially in the form attached hereto as Exhibit B (each, a “Custody Addendum”). (b) The MPF Provider shall perform or cause to be performed the following custodial duties for the Boston Bank’s Program Loans, which shall be done in compliance with the provisions of the PFI Agreements Agreements, the Guides and the incorporated GuidesFHLB Guide: (i) To hold the Loan Documents and any other documents or papers relating to a Program Loan deposited with the Custodian as an agent for and bailee of the Boston BankBank in the same manner as the MPF Provider holds Loan Documents pertaining to its own Program Loans; (ii) To review the documents received with respect to a Program Loan to confirm whether they comply with the MPF Program requirements; (iii) To provide exception reports and status reports regarding Loan Documents as provided for in the FHLB Guide; (iv) Upon the payment in full or the purchase by a PFI of a Program Loan, or as needed for servicing or foreclosure purposes, to release the Loan Documents to the Servicer or notify the Servicer that the Loan Documents are no longer held by the Custodian; and (v) To maintain or cause the each Custodian to maintain customary fidelity and other insurance in connection with the performance of its obligations under the Custody Agreement, and, upon request of the Boston Bank, to provide a copy of a Custodian’s annual officer’s certificate or, if the MPF Provider has copies of the Custodian’s insurance certificates, a copy of such certificates. As part of its custodial duties hereunder, the MPF Provider, for the benefit of the Boston Bank, shall use commercially reasonable efforts to enforce the obligations of each Custodian under its Custody Agreement. Such enforcement shall be in such form and carried out to such an extent and at such time as the MPF Provider, in its good faith business judgment, would require if it were the owner of the related Program Loans. Subject to the terms of each Custody Addendum and notwithstanding the terms of any Custody Agreement, no delegation of custodial obligations to a Custodian pursuant to such Custody Agreement shall relieve the MPF Provider from its custodial obligations hereunder, and the MPF Provider shall remain obligated and primarily liable to the Boston Bank for the custody of the Program Loans in accordance with the provisions of this Agreement. (c) In the event that the a Custodian fails to produce a Loan Document when requested by the ServicerServicer or the MPF Provider (on behalf of the Boston Bank), and provided that (i) the each Custodian previously acknowledged in writing that it had possession of such Loan Document, (ii) such Loan Document is not outstanding pursuant to a prior request for release from the Servicer, and (iii) such Loan Document was held by the Custodian on behalf of the Boston Bank (a “Custodial Delivery Failure”), then the MPF Provider shall, with respect to any missing Loan Document, furnish or cause the Custodian to furnish a lost Loan Document affidavit in a form reasonably satisfactory to the Boston Bank and to indemnify (such indemnification to survive any termination of the Custody Agreement) the Boston Bank and the Servicer, and their respective designees, harmless against any and all direct liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements, including reasonable attorneys’ fees, that may be imposed on, incurred by, or asserted against it or them in any way relating to or arising out of such Custodial Delivery Failure, provided that neither the MPF Provider nor the Custodian shall be liable for consequential damages. (d) The MPF Provider shall forward from the Custodian, or cause the Custodian to deliver to the Boston Bank, such reports applicable to the Boston Bank’s Program Loans regarding Loan Documents received and the status of requests for missing loan files or missing documents as required to be provided in the FHLB Guide. The Each Custodian shall acknowledge that its it holds the Loan Documents pertaining to Program Loans owned or held by the Boston Bank which come into its possession for the benefit of the Boston Bank, and shall dispose of the same only in accordance with instructions furnished by the MPF Provider on behalf of the Boston Bank. The Custodian shall not, however, be required to verify the validity, sufficiency or genuineness of any Loan Document. With respect to any Custodian other than the MPF Custodian that is a custodian for Program Loans owned by the Boston Bank, the MPF Provider, upon the request of the Boston Bank, will provide to the Boston Bank a summary report of any audits of such Custodian performed directly or through a vendor, by the MPF Provider. Further, upon the request and at the expense of the Boston Bank, the MPF Provider shall request the Custodian to provide the Boston Bank a certification that lists of all Program Loans owned by the Boston Bank for which the Custodian holds Loan Documents.