STANDBY SERVICINGA strategic solution from HML

Key facts about HML

Over 25 years experience managing customer accounts forsome of the world’s biggest financial institutions• Service or host over 370,000 customer accounts• Residential, BTL, Commercial, Second Charge• Wholly owned subsidiary of the Skipton Building Society Group• FCA regulated

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1,300 employees based across 3 sites• Skipton, Glasgow, Derry2Strong ratings• Standard and Poor’s• Fitch Ratings 3Full end to end lifecycle management –Primary and Special Servicing• New mortgage origination• Regulated Legal Title holding entity• Post completion servicing and full arrears management capability• Standby Servicing

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Standby servicing &cash/bond administration

• HML is the leading standby servicer in the UK

• 120 ABS transactions for 20 standby clients

• £50bn+ standby servicing portfolio

• Residential, buy to let and commercial assets

• Motor �nance and personal lending standby available

• We have a specialist team in place who work with Issuers, Rating Agencies, Trustees and Investors

Some of ourclients include…

Securitisation services

Service includes...

RMBS and Covered Bond standby:

• Hot or warm options ranging from 48 hour hot standby through to 90 day warm standby arrangements

• Motor �nance standby

• Personal lending standby

• Warehouse standby

• Cash bond/cash manager standby

• In the event of invocation, you want to be sure your usual customer service standards will be maintained

• Your investors need the reassurance that funds �ow will not be disrupted and normal collections can continue

• With a proven track record of client take-on, HML’s full standby service provides reassurance that a solid back up is in place

• Upon invocation, your portfolio can be transferred to HML or remain at the current site depending upon scale and complexity to ensure business continuity

The bene�ts ofpartnering with HML

PROTECTagainst failure of theprimary servicer or cash bond administrator,and satisfy the rating agencies

• Pre-securitisation protection for funders

• Post-securitisation protection for asset owners

CONFIDENCEthat the continuity ofyour servicing and cashbond administrator willnever be compromised

ENHANCEyour transactionand risk managementstructures

• Our experience will ensure a smooth take-on process in the event of invocation

• A proven track record of client take-on

We pride ourselves on the strengthof our client relationships and themutual value that they generate

"HML was the obvious choice to support our securitisation programme when we needed to appoint a replacement standby servicer following Global Home Loans decision to exit the market. Our relationship with HML continues to grow in a spirit of true partnership and we are impressed by the rigour and disciplined approach taken in providing the standby servicer role, giving comfort to transaction counterparties and investors alike.”

John HarveyHead of Structured Finance

“We have a good relationshipwith HML and their reputationand credibility were absolutelykey to supporting us as Standby Cash/Bond administrator on our Business Mortgage Finance transactions. I must add thattheir approach to annual reviewsis extremely thorough and professional.”

Anuj Nehra, Associate Director,Structured Finance and Reporting

Our clients share this view, and are happy toshare their experiences with you

“Recent adverse market conditions resulted in Principality Building Society needing to appoint a standby servicer to support its covered bond programme. No other service provider could match HML’s skill and expertise in this area and they were quick to engage and negotiate a contract which provided the Rating Agencieswith the necessary comfort.”

Warren JusticeDirector of Finance

Our credentials

PROJECT: Tenterden Funding ‘Hot’ standbyResults delivered:The UK’s �rst true ‘hot’ standby for an RMBS

The portfolio was boarded to the HML platform and updated data is received daily

A full service speci�cation, credit management policy and fully compliant letter suite was agreed

HML have the capability to assume the full servicing of the mortgages within 48 hours

PROJECT: Turbo IIand III ‘warm’ standbyResults delivered:A ‘warm’ 60 day standby for two securitisations of auto �nance loans

A solution that utilises the portfolio owners current third party servicing software solution

HML have the capability to segregate the client’s assets ona mirror of their current system, and assume full servicing within 60 days

PROJECT: Gosforth Funding ‘warm’ standbyResults delivered:A ‘warm’ 90 day standby capability for the Gosforth funding programme

HML were selected to act as standby on the Gosforth Funding 2012-1 and 2012-2 transactions

After the two new deals were in place, a standby capability was retrospectively added to the two existing deals, 2010-1 and 2011-1

HML is externally credited as beingEurope’s highest rated servicer

S&P ‘above average’ primary servicer rating and ‘above average’ special servicer rating (�rst awarded in 2008 and upgraded in 2011)

RPS2+UK (Prime) and RPS2+ (Sub-prime) ratings held for the past 7 years

RSS2- (Special Servicer) �rst awarded in 2009 and upgraded in 2010 and 2011

RPS2 Ireland Primary Servicing; this is the highest �rst time residential primary servicer rating awarded by the agency in Europe since 2006

What they say

“Continued investment in technology and implementation of various enhancements, resulting in numerous process efficiencies particularly around contact centres.”

What they say

“From our analysis, it is evident that HML hasthe resources in terms of people, systems and premises to enable it to manage its growth targets without compromising service.”

HML’s position in thecapital markets

Experience & skills to rapidly take on servicing

of assets in an invocation scenario

Primary and Standby Servicer and Cash Bond

capability for securitisations and covered bonds

Primary and Standby Servicer to warehouse funding lines provides

reassurance

The UK’s largest third party administrator to service your assets

Solid credentials with rating agencies enhances

deal structures

HML’s multi-site strategy

GLASGOW (opened 2007)

SKIPTON HQ(opened 2010)

DERRY (opened 2004)

Our operations management and site strategy is designed to enable us to action a flexible approach to supply and demand management.

Our workforce

Signi�cant number of our operations staffare multi-skilled

All locations are able to support any ofour processes

We can quickly tap into employment poolsof skilled and experienced staff rather than relying on temps

We can redeploy work rapidly between sites

Site strategy can evolve to meet client needs

HML’s market leading experiencecan deliver real bene�ts to you

The benefit of the most experienced standby servicer in the UK, and the reassurance of the largest third party administrator

Our experience means we minimisethe impact on your resources

We can satisfy all your key requirements:

Systems – Robust, �exible and scalable

Resources – Three sites spread across the UK

Processes – A proven track record of major project delivery

People – The experience and skills you need

Stability – A key part of the Skipton Building Society Group, with an award winning BCP

In summary; working in partnershipwith HML provides you with reassurance

Give your shareholders and board confidence by having the market leader supporting your funding initiatives

Protect investors, enhance transactions and ensure continuity of cash �ows

Protect warehouse funding lines in the event of insolvency of the originator/primary servicer

Enhance your deal structures and support your activities in Asset Backed Securities

- Pre-securitisation protection for funders

- Post-securitisation protection for asset owners

Mitigate risk by choosing the market leading, regulatory compliant standby servicer for your transactions

STANDBY SERVICINGA strategic solution from HML

APPENDIX

Project delivery approachand capability

• Highly experienced client on-boarding team led by Programme Directors with 20 years plus Financial Services experience and a 100% success rate in being able to migrate portfolios

• All project managers Prince2 accredited

• Proven methodology for client take on which is well documented and reviewed regularly, including project plans that capture 3,500 activities to support boarding of loans

• Standard templates to ensure certainty and speed of delivery

• Tried and tested approach with over 10 take-on projects delivered in the last 3 years

100+ people involved in

IT developmentand Business

Change

Launch of new clients manyof whom now

have portfoliosof £5bn plus

Management of large scale data

migrations of between £3bn and £5bn within agreed

timescales

Set-up of newsites including

800+ seatcentre inSkipton

Delivery of several large scale IT and

telephony infrastructure

projects including virtualisation

of 100+ servers

Client boarding projects follow the New Client Take On Framework which provides a structured approach based on a combination ofbest practice and HML’s extensive experience in this area...

Over 65 migrations performed in the

last 3 years

£3bn, 25,000accounts transferred

in December 09 within 120 day project plan

SMS and HML merger, 10 clients migrated, 22 funders, 32 pools and

c.23,000 accounts

All merger migrations completed within plan, across 5 phases in a 6

month timeframe

The most experienced customermigration specialist in the market

Dedicated project team to work closely with your team, led by an experienced and qualified Programme Manager with business analysis, SME and project of�ce support

Implementation – Examplehigh-level visual plan

Month 4Month 3Month 2Month 1Workstreams

1. GovernanceProject boardsClient update meetingsWorkstream meetingsHML Management Products

2. Process DefinitionGap analysis/requirements

3. DeliveryData mapping/migrationTechnical InfrastructureOperational capability

4. Acceptance TestingTest preparationTest execution

5. Integration ApproachIntegration plan review

6. ClosureLessons learned

Project kick-off

Bank to Provide Initial Data Extracts

Standby Capability ‘Live’

Full-Transfer Invocation(inc. migration over time)

Securitisation Services – Process

Questionnaires are provided to potential Clients for completion and review by HML prior to a due diligence visit.

All potential risks are comprehensively evaluated and mitigated prior to any contracts being entered into.

Systems and processes are reviewed annually, data maps refreshed and the Trustee or Funder noti�ed that the contractual Standby Servicer obligations are fully complied with.

All activity is referenced againsta bespoke project plan for each standby client.

Immediately upon receiving noti�cation of invocation, we convene a project team to implement the project plan to board the loans within the contractually agreed timeframe.

Pre-Contract Review Annual Standby Due Diligence Process

Standby Mortgage Administration

HML provides seamlesscontinuity of loan administrationin two key scenarios in the eventof contractual invocation:

• Asset securitisation• Warehouse funding

Provide Standby Mortgage Administration to over 18 clients on over 90 transactions from 10 different mortgage administration systems.

Invocation is managed by a designated Client Take-On Project Manager and team, using our invocation plans and templates

After invocation portfolio can be transferred to HML or remain at the servicers’ site depending upon scale and complexity

Protect warehouse funding in the event of the insolvency of the originator or primary servicer

Mitigate risk by includinga market-leading, regulatory-compliant servicer in your deal structures

Protect Investors, enhance transactions and provide continuity of cash �ows in the event of invocation

Provision of annual Standby Due Diligence

Noti�cation to the Trustee or Funder to evidence HMLs level of preparedness

Capable

ReassuringExperienced

Standby cash/bond administration

Primary and Standby options for Cash/Bond Administration and Cash Management

Agile in approach and have worked closely with clients in providing support to bespoke funding arrangements

Excellent relationships withinthe industry including Rating Agencies, Trustees, Issuers, Lawyers, Lead Managers, etc

Dedicated securitisation services team with signi�cant industry experience across a range of structured �nance products

Provide Standby Cash/Bond Administration to 9 clients on over 80 transactions

Residential and Commercial Securitisations, Covered Bonds and bespoke funding arrangements

Capable

CredibleExperienced