Master Engagement Agreement for Appraisal Services

Parties:

This Agreement is made between E Street Appraisal Management, LLC, 6041 Wallace Rd Ext, Suite 201, Wexford, PA 15090 (AMC), and the appraiser who acknowledges the Agreement below (“Appraiser”) on the executed date below (“effective date”).

Dear Valued Partner

          Thank you for registering with E Street Appraisal Management through Valuelink and finalizing the onboarding process. It is important and necessary to read the Connection Agreement in its entirety and understand the terms and conditions. This Agreement includes some servicing requirements and expectations, but for more details refer to our Appraisal Panel Policies and Procedures document that will be sent after onboarding is completed and to our Engagement Letter that is provided with each order. The next page has a separate agreement addressing non-disclosure and independent contractor status. 

          After your registration is approved, you are eligible for assignments. However, if your license is inactive on asc.gov, then Valuelink portal access is authomatically denied. Call E Street immediately to resolve. Refer any questions or concerns to recruiting@estreetamc.com. 

ACCEPTED ASSIGNMENTS
          By accepting an order, you agree to adhere terms and conditions of the Engagement Letter and acknowledge that you have the geographic and product competency to perform the appraisal or fulfill the order. Please call Point of Contact within four to six hours of accepting an order. Provide an update within 24 hours and regularly thereafter. Upload reports by the due date and call Company immediately if due-date cannot be met. Respond to client requests and reconsiderations of value within 24 hours. If an expanded Scope of Work requires a higher fee, call Company immediately. 

PROCEDURAL ITEMS
          Call Company for direction when collateral eligibility is questionable, highest and best use is nonresidential, the product type orders does not match the property, or subject has multiple parcels. 

          Do not assign an order to another appraiser in your office even if that appraiser is on Company panel. For an order to be reassigned, Company must be contacted prior to the property inspection. No third parties may accompany the appraiser to an appraisal or other inspections, except for an appraiser trainee. 

          For interior inspections, advise point of contact that all interior rooms of the dwelling must be viewed and photographed, and that all outbuildings must be inspected - interior and exterior - and photographed. Be prepared to provide proper identification like a driver's license or passport. 

COMPETENCY
          Appraisers are required to follow all state and federal regulations, appraiser independence requirements, Financial Institutions Reform, Recovery and Enforcement Act (FIRREA) Title XI and USPAP when completing assignments. 

          Vendors must subscribe to or have access to local multiple listing service(s) covering the subject's geographic location, or other relevant market data sources when there is no local MLS. 

          It is essential that you complete and manage your Coverage Area, Residential Services, Property Types, and Loan Types in Valuelink. If not completed and required documents are not provided your Connection cannot be approved. Providing this information confirms your competency to perform appraisals in the geographic areas identified and have the necessary experience to complete the products selected. Panel appraisers must have the requisite knowledge appraisal requirements found in guides and handbooks for Fannie Mae, Freddie Mac, FHA, and USDA. 

PAYMENT
          Contact E Street Customer Service at 888-936-9028 if you have not received payment within 30 days. 

THANK YOU FOR PARTNERING WITH E STREET APPRAISAL MANAGMENT. 

INDEPENDENT CONTRACTOR APPRAISAL ENGAGEMENT AGREEMENT

          This Independent Contractor Appraisal Engagement Agreement ("Agreement") sets forth the term and conditions under which Appraiser or Trainee (as defined below) will perform appraisal assignments from E Street Appraisal Management LLC ("Company") as of the Effective Date, as defined below.

1. Definitions 
          "Appraiser" is the independent contractor fee appraiser that is party to this Agreement with Company. 

          "Customer Information" shall mean any "nonpublic personal information" about the "customers" and "consumers" (as those terms are defined in Title V of the Gramm-Leach-Bliley Act). 

          "Lender/Client" is the lender and/or institution indicated on the order assigned for an appraisal or appraisal product. Appraiser should report the Lender/Client on appraisal forms and products and on the certification included with a completed appraisal report. Lender/Client also includes any part to whom the completed appraisal or appraisal product is subsequently assigned. 

          "Trainee" is an independent contractor subject to the supervision of a Certified General Appraiser or a Certified Residential Appraiser, and that is party to this Agreement with Company. 

2. Independent Contractor Status
          Appraiser and/or Trainee is an independent contractor to and not an employee of Company. Appraiser and/or Trainee will not be considered an employee of Company within the meaning or application of any federal, state, or local Laws or regulations. Appraiser and/or Trainee shall not represent themself as an employee, officer, or agent of Company. This Agreement is not indended to create, nor does it create and shall not be construed to create an agency relationship, partnership, or joint venture and among the parties. 

3. Compensation
          Appraiser will be entitled to the contracted rate listed on the order sent to Appraiser at the time of the appraisal assignment. The completion of the appraisal assignment by Appraiser is the confirmation and acceptance of the compensation if no other acceptance by Appraiser has been issued. Appraiser will invoice Company directly, not clients of Company. Appraiser agrees that any arrangement for compensation between Company and Appraiser is confidential and shall not be discussed or communicated unless appraiser is required by law to disclose the fee(s) in their report. 
          Company does not guarantee appraisal work to any Appraiser and/or Trainee. Company has no control over the volume of orders it receives for Lender/Client in a certain geographic location, thus, it cannot predict volume of assignments for Appraiser and/or Trainee. Acceptance of this Agreement does not guarantee and is not intended to be construed as a guarantee that Appraiser and/or Trainee will receive assignments within any specific time frame, if ever. 

4. Insurance
          Appraiser shall maintain (1) a current Errors and Omissions insurance policy with at least $500,000 per claim and $500,000 aggregate; (2) automobile insurance with liability coverage and (3) workers' compensation insurance in the statutory amounts if Appraiser employs any appraisers. All such policies shall provide at least 30 days' prior written notice to Company of cancellation or material modification. Appraiser shall supply certificates of insurance evidencing all the foregoing coverages prior to or upon execution of this Agreement. 

5. USPAP Compliance and Related Procedures

1. Uniform Standards of Professional Appraisal Practice ("USPAP") gives Appraiser and/or Trainee the right to refuse appraisal assignments. Refusal of any appraisal assignment must be communicated immediately to Company. 
2. Appraisal assignment completion turn times expectations will be included in the Appraisal Engagement Letter and due dates in the order. Acceptance of the order shall be deemed confirmation from Appraiser and/or Trainee of the required assignment completion time and assignment conditions set forth in the Appraisal Engagement Letter. 
3. Appraisals completed and transmitted to Company are not the property of Appraiser and/or Trainee. Appraiser and/or Trainee will not provide any copy in whole or in part of any appraisal to any party who has not been explicitly authorized to receive such appraisal. Appraiser and/or Trainee will not communicate the results of the appraisal with anyone other than the Lender/Client. 
4. Upon request for a true copy of the appraisal, Appraiser and/or Trainee shall provide a replica of the report to the Lender/Client within two business days if the request is made during the USPAP required retention period. 

6. Representations & Warranties by Appraiser

1. All appraisals completed by Appraiser and/or Trainee shall fully comply with USPAP, and any applicable state appraisal laws; and all applicable guidelines published by Company, its Lender/Clients, Fannie Mae (FNMA), Freddie Mac (FHLMC), Federal Housing Administration (FHA) and the U.S. Department of Agriculture (USDA). 
2. Appraiser is licensed or certified to perform appraisals or provide appraisal services in the state in which the property is located subject to each specific assignment conditions. For each specific assignment, the order and engagement letter together constitute the engagement of Appraiser for appraisal products and services. 
3. Appraiser is in good standing with each state Appraisal Board or other regulatory body in which Appraiser is licensed. Appraiser will maintain legal standing during the Term and will advise of any investigation, proceeding, or adverse condition relating to its license/certification, as specified in Section 9 of this Agreement. 
4. Appraiser and/or Trainee will complete all assignments in person and will not permit any appraisal assignments to be completed by or assigned to any other party unless an exception is approved by Company in advance. A Certified General Appraiser or a Certified Residential Appraiser supervising a Trainee is not required to complete an in-person inspection of the subject property if the Trainee is competent to inspect on his/her own.
5. Acceptance of the appraisal assignment and its corresponding Appraisal Engagement Letter confirms that Appraiser and/or Trainee has the knowledge, skills, and experience to complete the assignment in a competent manner, has access to reliable market data including local multiple listing service where available, and is familiar with all market factors in the geographic area of the property being appraised. 
6. Appraiser and/or Trainee acknowledges that all appraisal reports are completed for Company and Lender/Client are subject to desk reviews, field reviews and/or compliance reviews. Appraiser and/or Trainee agrees to provide response in a timely manner for any requests created by review appraisals. 
7. Appraiser and/or Trainee will deliver to Company the completed appraisal on or before the deadline as set forth in order. Completed appraisals will be delivered to Company by electronic means, in portable document format (pdf) format. Appraiser and/or Trainee has capacity to include electronic signature with all appraisals. Any other delivery, including overnight shipping of appraisal must be paid by Appraiser at their own expense unless otherwise agreed. 

7. Confidentiality & Privacy Compliance

1. Customer Information Defined. "Customer Information" means (a) "nonpublic personal information" as described in Financial Modernization Act of 1999, 15 U.S.C.S. §6801 et seq. (“GLBA”) and in the Federal Trade Commission’s “Final Rules” regarding both the “Privacy of Consumer Financial Information” (16 CFR Part 313), (the “Financial Privacy Rule”), and the “Standards for Safeguarding Customer Information” (16 CFR Part 314) (the “Safeguards Rule” and collectively with the Financial Privacy Rule, the “Rules”), “personally identifiable financial information” as defined in the Financial Privacy Rule, and “customer information” as defined in the Safeguards Rule, all of which are hereby incorporated herein by reference, as well as (b) any information that identifies a consumer or information from which a consumer’s identity can be ascertained, either from the information itself or by combining the information with information from other sources, including, without limitation, a consumer’s name, address, social security number, loan numbers, account numbers, loan balances, credit report information, application information, driver’s license number, identification number, etc.
2. During the Appraiser and/or Trainee's assignment with the Company, it may be necessary for the Appraiser and/or Trainee to acquire or develop information which could include, in whole or in part, Confidential Information. The Appraiser and/or Trainee agrees that Confidential Information belongs to and are the property of the Company. This non-disclosure provision shall have the following definitions and/or limitations: 
   1. “Confidential Information” is defined as information related to the services or products provided by the Company or related to the business or customers of the Company which (i) is competitively sensitive information; (ii) is important or valuable to the Company; or (iii) is kept in confidence by the Company. Confidential Information includes, without limitation: sales and customer data (whether or not reduced to writing), including but not limited to: customer lists, customer preferences, customer requirements, customer contracts, pricing information, concessions and prior bids; marketing information, including but not limited to business strategy, plans, research, development, expansion or contraction plans; business plans, including but not limited to capital projects, departmental budgets and expenses and other financial information; manufacturing and vendor contacts; product or service cost or pricing; employee or personnel lists, allocation or organizational structure; Customer Information (as defined below) and non-public information concerning the legal or financial affairs of Company.
   2. Confidential Information does not include any information that is or was publicly known and made generally available to the public through no action or inaction of the Appraiser and/or Trainee; (ii) is obtained from a third party not in violation of any agreement with, or duty of confidentiality to, the Company; or (iii) involves general skills or knowledge independently developed by the Appraiser and/or Trainee as shown by documents and other competent evidence in the Appraiser and/or Trainee’s possession.
3. Except as may be necessary to perform the Appraiser and/or Trainee's duties for the Company, the Appraiser and/or Trainee shall hold Confidential Information in confidence and shall not use, disclose, disseminate, circulate, misappropriate, or divulge Confidential Information of the Company to any person, firm, corporation, or business entity ("Person") at any time during the Appraiser and/or Trainee's assignment with the Company and after the Appraiser and/or Trainee's assignment with the Company ends. The Appraiser and/or Trainee agrees to promptly inform Company of any breach of confidentiality of Confidential Information by any Person that comes to the Appraiser and/or Trainee's attention. The Appraiser and/or Trainee shall also endeavor to protect Confidential Information from being exposed inadvertently to any Person. 
4. Minimum Safeguards. The Appraiser and/or Trainee hereby acknowledges and agrees that it has reviewed and will comply with GLBA and all portions of the Rules applicable to it, and that the Appraiser and/or Trainee will: 
   1. hold and maintain all Customer Information in strict confidence and not use or disclose any Customer Information to a third party. If it becomes necessary for the Appraiser and/or Trainee to disclose Customer Information to a third party to fulfill the Appraiser and/or Trainee's obligations to the Company, the Appraiser and/or Trainee must obtain the Company's written permission before doing so. If the Appraiser and/or Trainee believes it is required by law to disclose Customer Information to a third party, the Appraiser and/or Trainee must, to the extent permitted by law, notify the Company prior to making the disclosure to provide the Company an opportunity to contest the disclosure with the appropriate authorities; 
   2. restrict access to the Company's Customer Information only to the Appraiser and/or Trainee employees, agents, or representatives ("Employees") who have a need to know the information to perform their jobs; 
   3. implement and maintain an information security program that consists of reasonable administrative, technical, and physical safeguards necessary to ensure Customer Information is safe from loss, theft, unauthorized access, copying, modification, use or disclosure during the Appraiser and/or Trainee's use, transmission or storage of it; 
   4. promptly report to the Company any actual or suspected breach of the confidentiality or security of any Customer Information along with any information reasonably necessary for the Company to determine the nature of the breach; 
   5. if the Appraiser and/or Trainee uses third parties to provide services to the Appraiser and/or Trainee or the Company, require those parties to agree in writing to provide the same protections set forth in this Agreement; and
   6. safeguard Customer Information, methods the Company gives the Appraiser and/or Trainee to access Customer Information, and the designs of the Company's networks, information controls, or the design of the Company's computer systems. 
5. Additional Safeguards When Appraiser and/or Trainee Has Access to the Company's Premises or Data: In additional to safeguards stated above, the Company may elect to impose additional safeguards in situations where: 
   1. The Appraiser and/or Trainee has access to the Company's premises; 
   2. the Company allows the Appraiser and/or Trainee to store, transmit, or process the Company's Customer Information using the Appraiser and/or Trainee's facilities or equipment; 
   3. the Company gives the Appraiser and/or Trainee access to the Company's computer networks; 
   4. the Appraiser and/or Trainee's Employees will gain access to Customer Information; or
   5. the Company reasonably believes the additional safeguards are warranted by the circumstances. 

Such additional safeguards may include verification of the background of the Appraiser and/or Trainee's Employees, participation in the Company's training programs that describe how the Company expects Customer Information to be safeguarded, and compliance with the Company's data security policies when the Appraiser and/or Trainee's Employees have access to the Company's premises or systems. The background verification process may include a review of employment eligibility, education, criminal background, and other standard measures. If the Appraiser and/or Trainee is prohibited by law from performing these verification steps, the Appraiser and/or Trainee agrees that the Company may perform the additional verification steps at the Appraiser and/or Trainee's expense. Upon the Company's request, the Appraiser and/or Trainee will prohibit any Employee the Company identifies from gaining access to the Company's premises or computer networks, or to Customer Information.

8. Term & Termination of Agreement
          The term of this Agreement ("Term") shall commence on the date of final signature affixed hereto ("Effective Date") and shall continue in effect until terminated by either party, upon 30 calendar days' written notice, or immediately with cause. All Company notices must be sent certified mail to the address listed as follows: E Street Appraisal Management LLC, 6041 Wallace Road Extension, Suite 210, Wexford, PA 15090.

9. Disclosure Requirements
          Appraiser is required to self-report any adverse condition pertaining to Appraiser's certification or licensing or if the Appraiser has been or is currently subject to any form of administrative action, suspension, restriction, or if Appraiser has been informed of any administrative action against Appraiser including without limitation: (i) administrative notice from any lender or GSE such as Fannie Mae or Freddie Mac, (ii) removal from HUD/FHA approved appraiser panel; (iii) enforcement or disciplinary actions by state or federal regulators; (iv) or any federal or state indictments or charges. Such notifications must be submitted to Company within thirty (30) days, in writing, and shall include accurate and complete information about the indictment or charges and appraiser's response, if any. Failure to disclose the foregoing may subject Appraiser to removal from Company's Panel. 

10. Panel Removal
          Company may remove Appraiser and/or Trainee from Company's panel for the following activities, including but not limited to: (i) a pattern of noncompliance with agreed upon customer service standards like missing due dates and failing to respond to revision requests; (ii) Appraiser's and/or Trainee's behavior and communication with Company staff, Lender/Client customers, or any other third party related to the order found to be inappropriate or unprofessional; (iii) Appraiser's and/or Trainee's failure to comply with USPAP ethics, record keeping, competency, or scope of work rules, and noncompliance with USPAP Standards 1, 2, 3 and 4; (iv) Appraiser's and/or Trainee's failure to complete proper due diligence in the development of the appraisal, submitting a misleading appraisal, or submitting an appraisal that contained a series of errors; or (v) Appraiser's and/or Trainee's violation of state and federal rules and regulations related to performing an appraisal. 

11. Survival 
          The obligations outlined in Section 6 (Representations and Warranties of Appraiser), Section 7 (Confidentiality & Privacy Compliance), and Section 14 (Indemnification) shall survive termination of this agreement. 

12. Governing Law; Jurisdiction
          This Agreement shall be governed by and interpreted in accordance with the laws of the State of Delaware, without regard to its conflicts of law provisions. The parties agree to, and do hereby, submit to the exclusive jurisdiction of the state or federal courts of competent jurisdiction sitting in the State of Delaware to hear and resolve disputes arising out of, or related to this Agreement. Each party, by executing this Agreement, consents and submits itself to the personal jurisdiction of such court, and waives any defense that, and agrees that they shall not assert that, such forum is inconvenient or improper. 

13. Right to Amend
          Company reserves the right to amend this Agreement as necessary, in its reasonable discretion, to ensure full compliance with USPAP or any state or federal law. Any such amendment shall become part of this Agreement immediately upon Appraiser's and/or Trainee's receipt of notice of such amendment.

14. Indemnification
          Appraiser and/or Trainee will indemnify and hold harmless Company and Lender/Client for any damages, losses, costs, expenses (including attorney's fees), liabilities, fines, and penalties ("Damages") caused by or arising from (i) Appraiser's and/or Trainee's willful misconduct, negligence, and/or breach of this Agreement including without limitation security breaches or violation of the GLBA caused by Appraiser and/or Trainee including any loss or material alternation of Customer Information; (ii) Appraiser's and/or Trainee's unlawful behavior relating to the acceptance and completion of any appraisal assignment; or (iii) any personal injury or accident sustained by Appraiser and/or Trainee while performing an appraisal assignment on behalf of Company and Lender/Client. To avoid any doubt, the foregoing indemnification provision shall not apply to services performed by Company.

15. Miscellaneous
          Appraiser and/or Trainee shall not assign its right or obligations under this Agreement without the prior written consent of Company. If any one or more provisions of this Agreement shall for any reason be held to be invalid, illegal, or unenforceable, any such invalid, illegal or unenforceable provision shall be treated as modified to the least extent necessary to rectify its invalidity, illegality, or unenforceability, and shall be enforced as so modified. This Agreement contains the entire agreement between the parties as to the subject matter hereof. This Agreement supersedes all prior oral and written agreements between the parties with respect to the subject matter hereof. This Agreement may be executed in several counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same agreement. Signatures to this Agreement may be exchanged by electronic means and shall have the same legal effect as the exchange of original signatures.

IN WITNESS WHEREOF, the Appraiser and/or Trainee acknowledges its agreement with the terms of this Agreement by accepting and digitally signing and dating this Connection Agreement. 

This Agreement is executed by Appraiser and E-Street Appraisal Management, via physical or electronic signature below or via electronic website/portal acknowledgement.