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A correspondent seller guide is the aggregator’s published rulebook for eligibility, delivery, pricing, quality control, and remedies. It is incorporated by reference into the loan purchase agreement the seller signs. The agreement decides which document controls in a conflict. It also decides whether the guide can change after signing.

A seller guide amendment is a change the aggregator publishes by bulletin or announcement. Most correspondent agreements let it take effect without the seller’s consent. Agency and regulatory changes typically apply when effective. How and when the aggregator’s own changes reach a seller’s pipeline is negotiable.

Early payoff (EPO) premium recapture lets the aggregator reclaim the premium it paid… when a loan prepays inside a window measured from purchase. The premium can include any servicing-release premium. An early payment default (EPD) provision imposes a recapture fee, repurchase, or both when the borrower misses an early payment. Both provisions are negotiable, and their terms decide how often they trigger and what they cost.

A repurchase obligation is a seller’s promise to buy back a loan it sold. Some wholesale contracts impose one on a broker that never owns, funds, or sells the loan. Brokers can often negotiate a remedy that fits their role, while remaining liable for their own fraud.

Goldsmith Associates PLLC represents correspondent aggregators, wholesale lenders, correspondent sellers, and mortgage brokers in seller guide disputes. The work spans repurchase and indemnification demands, EPO and EPD recapture claims, setoff, and suspension or termination disputes. Jason Goldsmith, Managing Member, leads the practice from Dallas. He can be reached directly at 214.414.9451 or info@goldsmithpllc.com.

A delegated correspondent underwrites loans to the aggregator’s guidelines, closes and funds them in its own name, and sells them closed. It therefore carries the underwriting risk behind its representations. A non-delegated correspondent submits each file for the aggregator’s underwriting before closing. The non-delegated addendum decides how underwriting risk is split between them.

A repurchase price is the amount the seller wires to buy back a loan. It is often the unpaid balance plus any premium paid, accrued interest, and the purchaser’s costs. The economic loss is that wire minus the resale price, often at a scratch-and-dent discount, plus the cost of financing the loan in between. Indemnification or a make-whole payment can replace repurchase when the agreement allows it.

A repurchase demand is a contractual claim that a sold loan breached a representation, warranty, or guide requirement. The response runs on deadlines, and a missed one can waive a defense. Counsel tests the demand against the agreement, the guide, and any agency relief, then answers it inside the deadline.

A survival clause sets how long representations remain enforceable after purchase. Many correspondent agreements keep them alive for the life of the loan. Fannie Mae and Freddie Mac offer enforcement relief on certain underwriting reps. That relief comes after 36 months of qualifying payments, subject to life-of-loan exclusions such as fraud. Statutes of limitations run separately under the governing law.

Goldsmith Associates PLLC negotiates correspondent loan purchase agreements, seller guide addenda, non-delegated underwriting addenda, and wholesale broker agreements. The firm represents lenders that publish these contracts and, in separate engagements, the sellers and brokers that sign them. On the aggregator side, the work includes the purchase agreement, the seller guide, and the non-delegated addendum.