© 2020 Fannie Mae. Trademarks of Fannie Mae.
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4636.PR - January 2021
MULTIFAMILY ASSET MANAGEMENT DELEGATED
TRANSACTION FORM: PARTIAL RELEASES OF
COLLATERAL
The Borrower may wish to transfer a non-material portion of the Property securing the Mortgage Loan, such as unimproved land not
needed to support the existing multifamily project. The Borrower must obtain Lender consent before granting a partial release of any
collateral. A partial release of collateral may be approved only if permitted by the Loan Documents, the Disclosure Documents (for an MBS
Mortgage Loan), and this Form. The release must satisfy all terms and conditions specified in the Loan Documents and the Disclosure
Documents. If the Loan Documents or Disclosure Documents provide no specific guidance on approving a partial release, then the
provisions of this Form apply. The Servicer is delegated the authority to approve a partial release of collateral only to the extent delegated
in this Form.
If the transfer is being made in lieu of condemnation, the Servicer should submit Form 4636.C in lieu of this Form 4636.PR.
The key points for the Servicer to consider in reviewing a request for a partial release of collateral are set forth below.
Multifamily Selling and
Servicing Guide Reference
Part V: Servicing and Asset Management, Chapter 4
Delegation Criteria
The Servicer is delegated the authority to approve a partial release of collateral provided the Servicer
completes all the Sections of this Form and answers “No” to all the questions in Part III. The Servicer may
attach its own form narrative or memo in place of Section II, provided the memo contains the information
requested in Section II and the Servicer completes the remaining sections of this Form. However, the
Servicer must notify Multifamily Asset Management before appearing in and prosecuting any legal action or
proceeding relating to the partial release, or to settle or compromise any claim in the proceedings.
Fannie Mae approval of the partial release of collateral is required if one or more questions in Section III is
answered “Yes”.
Note: For an MBS Mortgage Loan, any release of collateral is limited by the Loan Documents and by the
Disclosure Documents made to Investors at the issuance of the MBS. For all Mortgage Loans, a collateral
release is limited by the Loan Documents, accounting rules and tax laws, allowing only a non-material
portion of collateral to be released.
Real Estate Considerations
A partial release of collateral increases loan risk as less collateral will support the Mortgage Loan. The
Servicer must consider the following factors.
What will be the use of the released collateral?
What is the impact to the Property (i.e., marketability, parking, access, amenities, operations,
health/safety of residents, etc.)?
Is the released collateral a buffer for a nuisance or negative feature that would now impact the
Property?
Is the received compensation fair?
Will the released land be used to build a multifamily property that will compete with the Property,
or another property type that would or might have an adverse impact on the Property?
What to Submit
For both delegated and non-delegated requests, the Servicer must complete the relevant parts of this Form,
and submit:
a signed copy of this Form, including Servicer narrative or memo, if any;
copy of the Borrower Request; and
any other supporting documentation
How to Submit
All delegated and non-delegated requests concerning a partial release of collateral must be submitted as a
Borrower Request through the Multifamily Asset Management Portal (MAMP).
© 2020 Fannie Mae. Trademarks of Fannie Mae.
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4636.PR - January 2021
Questions
For questions contact:
General: Multifamily Asset Management;
Structured Transactions (Credit Facilities and Bulk Deliveries): Multifamily Structured Asset Management;
Seniors Housing Properties: Multifamily Seniors Housing Property Asset Management;
Borrower Channel: Multifamily Borrower Channel;
Fannie Mae In-House Counsel: Fannie Mae Multifamily Legal; or
Fannie Mae Outside Counsel: Pillsbury Winthrop Shaw Pittman LLP.
Fees
The Borrower must pay the Servicer a $2,500 review fee. The Servicer may increase or decrease its fee at its
discretion. No Fannie Mae review fees are due.
The Servicer may also seek reimbursement from the Borrower for all reasonable out-of-pocket costs, including
reasonable legal fees incurred by Servicer's counsel.
If Fannie Mae outside counsel is engaged, the Borrower must pay its fee, estimated at $3,000 for most requests
concerning a partial release of collateral. The actual legal fee may be higher or lower, depending on the
ultimate scope of the request and the time necessary to resolve. The Servicer will receive a summary invoice
directly from Fannie Mae outside counsel and must arrange for payment. The Servicer will be apprised of any
likely increases in the estimated review fee. The estimated legal fee must be collected from the Borrower
before engaging Fannie Mae outside counsel.
Legal Documentation
If the request is delegated to the Servicer, the preparation of the legal documentation to effectuate the partial
release of collateral is also delegated to the Servicer. The Servicer is responsible for the preparation or review
of (i) the deed, (ii) Partial Release of Security Instrument, (iii) draft amendments to the Loan Documents, and
(iv) draft date-down endorsement to Fannie Mae's title insurance policy that reflects the partial release of
collateral, and confirms the priority of Fannie Mae's Lien over the portion of the remaining Property.
If the request is not delegated and/or Fannie Mae legal review is needed or requested, Fannie Mae counsel must
be provided with the following:
the land sale contract and proposed deed;
draft amendments to the Loan Documents;
a memorandum reviewing the applicable terms of the Loan Documents in the context of the proposed
transaction;
copy of the Borrower Request;
Form 4636.PR;
verification that the release will not cause the remaining Property or Improvements to be in violation
of any law, including zoning laws;
a copy of an ALTA survey, site plan, or other drawing depicting the portion of the Property subject to
the partial release in relation to the remaining portion of the Property;
legal description of the portion of the Property being released, which must match the legal description
in the deed and Partial Release of Security Instrument;
a draft date-down endorsement to Fannie Mae's title insurance policy that reflects the partial release
of collateral, and confirms the priority of Fannie Mae's Lien over the remaining portion of the Property;
a description of the source and use of any funds received by the Borrower; and
for each question in Part III of this Form answered “Yes” by the Servicer, the information requested by
the Comments section, and any supporting documentation.
Document Execution and
Follow-up
For non-delegated requests, Fannie Mae will review the documents and advise the Servicer of any needed
follow-up actions. If Fannie Mae approves the non-delegated request or the Servicer has approved the
delegated request, the instructions below must be followed for executing any required documents. The
Servicer may use its Limited Power of Attorney for documents that Fannie Mae has reviewed and approved.
If the Servicer Has Limited Power of Attorney
If the Servicer has a Limited Power of Attorney permitting the execution of documents relating to the partial
release of collateral, an officer of the Servicer may sign as attorney-in-fact for Fannie Mae. The signature block
must be signed “[Name of Servicer], as Attorney-in-Fact for Fannie Mae.”
© 2020 Fannie Mae. Trademarks of Fannie Mae.
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4636.PR - January 2021
If the Servicer Does Not Have Limited Power of Attorney
If the Servicer does not have a Limited Power of Attorney, the documents must be sent for execution to:
Fannie Mae
Midtown Center
1100 15th Street, NW
Washington, DC 20005
Attn: Multifamily Asset Management
Mail Stop 8V-21
A copy of this Form must be included with the request for execution, with instructions on where to return the
executed documents. If the request is time sensitive, electronic versions of the documents may be sent to the
applicable Fannie Mae email box address listed in the “Questions” section of this Form.
The Servicer must record all applicable documents and retain all required documentation, including this
Form, in the Servicing File. Documentation may be kept in electronic form. The Servicer must attach an
electronic copy of any newly executed Loan Documents to the existing request in the MAMP. Executed original
copies of any new or amended Loan Documents should be sent to the following address:
Fannie Mae
Attn: Multifamily Certification Team
Document Delivery Facility (DDF), OB2
13150 Worldgate Drive, Mailstop 5H-2W/01
Herndon, VA 20170
Use of Funds
The Servicer or Borrower must use any funds received from the partial release of collateral according to the
requirements of the Loan Documents and Disclosure Documents. If neither address the use of funds, then
funds received must be used to:
reimburse the Borrower, Servicer, and Fannie Mae for reasonable, direct costs (including reasonable
attorneys' fees) incurred as a result of the partial release of collateral;
restore any Property conditions impacted by the partial release of collateral;
improve the marketability of the Property to lessen any negative impact resulting from the partial
release of collateral;
place the funds in a special, restricted escrow designated for Property improvements at a later time at
the discretion and direction of the Servicer;
place the funds in the Replacement Reserve for future Property improvements not included in the
most recent Property Condition Assessment (PCA) ; or
provided the Mortgage Loan is rated Pass or Pass Watch and no Event of Default has occurred and is
continuing, the Servicer may release funds to the Borrower up to the greater of (i) $25,000, or (ii) 10%
of the current Unpaid Principal Balance of the Mortgage Loan.
The Loan Documents generally prohibit any partial prepayment of the Mortgage Loan. However, if not
expressly prohibited under the Loan Documents, in its sole discretion Fannie Mae may permit a partial
prepayment in accordance with Accepted Servicing Practices. Any partial prepayment will be subject to
applicable Prepayment Premium and fees, as required by the Loan Documents.
Unauthorized Partial
release of collateral
If the Servicer becomes aware that a partial release of collateral occurred without approval from the Servicer
or Fannie Mae, the Servicer must:
promptly complete Form 4636.PR, and follow the same process as if the partial release of collateral
had not yet occurred; and
immediately send to the Borrower a Reservation of Rights Letter (Form 4804); and
submit electronic copies of Forms 4636.PR and 4804 through the MAMP.
Fannie Mae will decide whether to approve the partial release of collateral or declare the Mortgage Loan in
default.
© 2020 Fannie Mae. Trademarks of Fannie Mae.
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4636.PR - January 2021
1. Mortgage Loan Information (Include information for any supplemental Mortgage loan)
Servicer
Fannie Mae Loan Number
Property Name
Property Address
Other Fannie Mae Loan Numbers
City
State
Zip
Current UPB of MorgageMortgage Loan(s)
Original Underwritten Loan-to-Value Ratio (LTV) and Underwritten
Debt Service Coverage Ratio (DSCR) of Mortgage Loan:
LTV and DSCR immediately prior to the proposed transaction
1
:
LTV
DSCR
LTV
DSCR
LTV and DSCR immediately after the proposed transaction
1
:
Most recent appraised value
(Generally the original Appraisal)
Date of most recent appraisal
LTV
DSCR
Current value of the entire property immediately prior to the proposed
transaction
1
Current value of portion of property to be released immediately prior
to the proposed transaction
2
Basis for current value of the entire Property (i.e., most recent
Appraisal, Direct Cap Method including Cap Rate and NCF)
1
Basis for current value of the portion of Property to be released
2
1
The LTV and DSCR calculations above must be based on Fannie Mae guidance in Part III of the Guide. The NCF must be based on the most recently-
submitted Form 4254 (or its equivalent), and the NCF must be used in calculating the “immediately prior” and “immediately after” DSCR, and the Direct
Cap Method for deriving the LTV. In determining the “immediately prior” and “immediately after” LTV, the Servicer may use a broker's opinion of value,
the most recent Appraisal, or the Servicer's estimate of value using the Direct Cap Method supported by market cap rates and sales comparables. If
vacant land which does not generate any income is being released, the DSCR and the LTV immediately prior to the partial release and immediately after
will be the same.
2
Although unimproved land does not factor into the Fannie Mae calculation to determine the maximum loan size, it does have value for tax and
accounting purposes. If the released collateral is being sold at a market rate in an arms-length transaction, the purchase price should be a good
indication of value. If not, land sales comparables may be used. If the Property is assessed at market rates, the real estate tax assessment may be a good
alternative indication of land value.
© 2020 Fannie Mae. Trademarks of Fannie Mae.
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2. Transaction Summary
The Servicer may attach its own form narrative or memo in place of Section 2 provided it contains the information requested in Part 2
and the Servicer completes the remaining sections of this form.
1. Briefly describe the proposed transaction and Servicer's recommendation:
2. Describe the benefits that will result from the proposed transaction:
3. Describe the risks of the proposed transaction, with specific emphasis on risks related to those questions that are answered “Yes”:
4. Briefly describe the actions that are being taken by the Servicer and Borrower to mitigate those risks.
5. Briefly describe any other relevant information (if none, answer N/A).
© 2020 Fannie Mae. Trademarks of Fannie Mae.
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3. Delegation Determination Questions (If any question is answered YES - the request is not delegated to the Servicer)
Questions Response
Guide Reference
or Comments
1
Is the Mortgage Loan currently rated Substandard or Doubtful on Fannie Mae's
Watchlist?
Yes
No
If “Yes”, describe how the
proposed partial release of
collateral will affect the
Mortgage Loan risk factors.
2
Is the Mortgage Loan in either:
(a) Payment Default; or
(b) Performance Default?
Yes
No
If “Yes,” notify Multifamily
Asset Management
immediately if in Payment
Default. If in Performance
Default (including if the partial
release of collateral was
entered into without Servicer
or Fannie Mae consent), submit
the Form 4636.PR, including
information regarding the
default and actions to cure the
default.
3
Will the request require an amendment to either the Master Credit Facility Agreement or
Bulk Delivery Agreement? (Applicable only to a Fannie Mae Credit Facility or Bulk
Delivery.)
Yes
No
If “Yes”, contact Multifamily
Structured Asset Management
for Credit Facilities and Bulk
Deliveries.
The Servicer must send the
completed Form 4636.PR
through the MAMP for review,
and Fannie Mae Counsel will be
engaged.
4
Does the partial release of collateral violate any term or condition regarding partial
releases of collateral in the Loan Documents, Disclosure Documents (for an MBS
Mortgage Loan) or this Form?
Yes
No
If “Yes”, describe what
documents permit a partial
release, under what terms and
conditions a partial release is
permitted and what terms and
conditions are violated.
5
Are the Loan Documents and Disclosure Documents (for an MBS Mortgage Loan) both
silent regarding any partial release of collateral?
Yes
No
If “Yes”, the request is not
delegated and the Servicer
should follow the guidance in
this Form.
6
Would the partial release cause the DSCR of the Mortgage Loan to be less than the lesser
of:
(a) the Underwritten DSCR of the Mortgage Loan; or
(b) the DSCR of the Mortgage Loan immediately before the partial release?
Yes
No
If “Yes”, submit a copy of the
Borrower's pro forma income
statement and the Servicer's
analysis of the pro forma.
7
Would the partial release have a material adverse effect on the marketability or
occupancy of the remaining Property?
Yes
No
If “Yes”, submit a copy of the
most recent Appraisal, market
study, or other documentation
related to the marketability or
occupancy of the Property.
8
Would there be a material difference (greater than 10%) between the current market
value of the Property and the expected market value of the Property after the partial
release?
3
Yes
No
If "Yes", state the difference
and submit a copy of the most
recent Appraisal or value
estimate:
Difference
© 2020 Fannie Mae. Trademarks of Fannie Mae.
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9
Would the LTV for the Mortgage Loan after the partial release be higher than the original
Underwritten LTV?
Yes
No
If “Yes”, submit a copy of the
most recent Appraisal or
documentation related to the
change in Property value.
10
Would the partial release have a negative effect on the access, visibility, or the storm
water drainage at the Property?
Yes
No
If “Yes”, submit a copy of the
survey showing the Property,
the portion that would be
condemned, and the
proposed improvements or
use of the condemned parcel.
11
Would the partial release cause a zoning violation based on the applicable zoning or the
allowable density requirements for the portion of the Property remaining after the partial
release?
Yes
No
If “Yes”, submit a summary of
the local ordinances affected
by the partial release, the
Borrower's plan to correct the
zoning or density issue, and
the Servicer's opinion
concerning the sufficiency of
the current ordinance and law
insurance coverage.
12
Would the partial release cause a decrease below the zoning minimum required parking
spaces, or have a material negative impact on the parking availability at the Property?
Yes
No
If “Yes”, submit a summary of
the local ordinances affected
by the partial release and the
Borrower's plan to address
the parking deficiency.
13
Will the partial release compensation be used for any purpose other than as permitted in
the Loan Documents or by this Form?
Yes
No
If “Yes”, describe the issues
concerning the partial release
award.
14
Is the Borrower requesting the release of one or more properties from any cross
collateralized and/or cross defaulted Mortgage Loan, and must release tests associated
with the remaining collateral (i.e., DSCR, LTV, etc.) be met for the release to be
permitted?
Yes
No
If “Yes”, please describe the
proposed use of the
compensation.
15
Would the partial release cause the UPB of the Mortgage Loan to exceed 100% of the
value of the real estate (100% LTV)? For Senior Housing Properties, you must calculate
the real estate value in accordance with Footnote 4.
Yes
No
If “Yes”, please provide the
values for the land and
improvements, goodwill,
business value, intangibles;
and furniture, fixtures and
equipment.
3
Note: The 10% test is calculated at the time of the release of collateral. The calculation will generally be the value of the partial release award divided
by the current market value of the entire Property immediately prior to the partial release of collateral.
© 2020 Fannie Mae. Trademarks of Fannie Mae.
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4. Servicer Certification
The Servicer hereby represents and warrants to Fannie Mae that, to the best of its knowledge, the statements made in this Form are
true and correct, and that no material facts have been omitted or misstated.
Signed*
Name
Title
Date
*An electronic signature is acceptable.
4
Appraisals on Seniors Housing Properties generally have values that include land and improvements, goodwill, business value, intangibles; and
furniture, fixtures and equipment. This LTV test must use only the value attributed to land and improvements. If a new Appraisal is obtained, use the
value attributed to land and improvements in the new Appraisal. If a Direct Cap valuation approach is utilized, you must deduct value attributed to the
total of goodwill, business value, intangibles, and furniture, fixtures and equipment from the Direct Cap approach to calculate the value attributed to
land and improvements. You may use the percentage of total value attributed to land and improvements found in the origination Appraisal to the
current Direct Cap valuation to calculate the current land and improvement value.
For example, if the original Appraisal attributed 85% of the value to land and improvements and 15% of the value to goodwill, business value, intangibles,
and/ furniture, fixtures and equipment; assume the current value of the land and improvements is 85% of your new Direct Cap Value.
Example
Property Information Appraisal for Mortgage Loan Origination Appraisal for Partial Release
NCF $1,929,330 $2,100,000
Cap Rate 6.63% 6.40%
Final Total Value (NCF/Cap Rate) $29,100,000 $32,812,500
Total of Goodwill, Business Value, Intangibles and
and Furniture, Fixtures, and Equipment
$4,365,000
$4,921,875 ($32,812,500 * 15.0%)
Land and Real Property $24,735,000 $27,890,625 ($32,812,500 * 85.0%)
Land and Real Property Percentage of Final Total
Value
85.0%
85.0%
Mortgage Loan UPB $16,005,000 $16,000,000
LTV (UPB/ Land and Real Property) 64.7% 57.4%
Is LTV < 100% Yes Yes
Answer to Question 15 N/A No