Freddie Mac Single-Family Seller/Servicer Guide §6305.4 — Warehouse Lender and Seller responsibilities (12/17/25)
Freddie Mac Guide §6305.4 (Warehouse Lender and Seller responsibilities). Gap-fill (verbatim, ID-diff).
Verbatim regulatory text
Verbatim provisions from Freddie Mac Single-Family Seller/Servicer Guide §6305.4 — Warehouse Lender and Seller responsibilities (12/17/25) — each quote is a verified substring of the regulator-published source snapshot, not retyped. Quoted for reference; this is not legal advice. The operational layer (P&P updates, prompts) lives in the regulation update kits.
Freddie Mac Guide 6305.4
(12/17/25) This section contains requirements related to: ■ Warehouse Lender’s interest ■ Seller representations and warranties for Pledged Mortgages ■ Special Warehouse Lender acknowledgments and agreements (a) Warehouse Lender’s interest (i) Conditions for assignments No Pledged Mortgage will be accepted for purchase by Freddie Mac if the Seller has assigned the Mortgage to a Warehouse Lender unless one of the following applies: ■ The assignment of the Pledged Mortgage has been recorded in the public records, and the Seller obtains an assignment of the Mortgage in favor of the Seller that is executed by the Warehouse Lender, in recordable form, to be effective on or before the Settlement Date of the Pledged Mortgage. Such assignment must be promptly
Freddie Mac Guide 6305.4
305-8 recorded in the public records of the appropriate jurisdiction by the Seller after the Settlement Date. ■ The assignment of the Mortgage to the Warehouse Lender was not recorded, and the Warehouse Lender returns that unrecorded assignment to the Seller prior to the Settlement Date (ii) Conditions for financing statements No Pledged Mortgage will be accepted for purchase by Freddie Mac if the Warehouse Lender has filed a financing statement relating to the Pledged Mortgage in the public records of any jurisdiction unless: ■ The Seller obtains an executed termination statement from the Warehouse Lender to be filed promptly in the public records of the appropriate jurisdiction by the Seller after the Settlement Date, or ■ The security interest in the Pledged Mortgage by its express terms will be released automatically upon Freddie Mac’s purchase of the Pledged Mortgage (b) Seller representations and warranties for Pledged Mortgages The Seller represents and warrants to, and covenants with, Freddie Mac that: ■ As of the Settlement Date, each Pledged Mortgage is free and clear of any and all security interests, claims and encumbrances of any third party, including, without limitation, the Warehouse Lender and any party claiming through the Warehouse Lender, ■ Seller will take or will cause the Warehouse Lender to take all such further action, including, without limitation, preparing, executing and filing additional documents and instruments to assure and confirm to Freddie Mac that each Pledged Mortgage is free and clear of any and all security interests, claims and encumbrances and that absolute and unencumbered title to the Pledged Mortgage is conveyed to Freddie Mac as of the Settlement Date, and ■ The wire transfer or UMBS®, MBS or WAC ARM PC delivery instructions delivered to Freddie Mac are in accordance with the Seller’s Warehouse Agreement and that the person providing the wire transfer or UMBS, MBS or WAC ARM PC delivery instructions is an “Authorized Employee” on the Certificate of Incumbency. (See Section 2201.1 for additional information.) (c) Special Warehouse Lender acknowledgments and agreements (i) Form 990SF, Agreement and Certificate of Incumbency: Warehouse Lender (A) Submission of Form 990SF
Freddie Mac Guide 6305.4
305-9 Each Warehouse Lender must provide Freddie Mac with an agreement and certificate of incumbency (“Certificate of Incumbency”) on Form 990SF with Exhibit A, which is a copy of resolution by the Warehouse Lender’s board of directors or other governing body (the “Resolution”) in the form provided by Freddie Mac (unless applicable law or other circumstances require another form). The Resolution must empower and authorize (a) employees identified by title or by name and title on the Form 990SF (each, an “Authorized Employee”) to provide instructions, or modifications of instructions, to Freddie Mac in conjunction with a Seller’s sale of Pledged Mortgages to Freddie Mac through Loan Selling Advisor® and (b) authorize Administrators to grant access to Authorized Employees with the External WHL Approver and External WHL Reviewer role. A new Warehouse Lender will not be given access to Loan Selling Advisor until Freddie Mac has accepted the Warehouse Lender’s Form 990SF. Any person identified on Form 990SF as performing the External WHL Approver and External WHL Reviewer roles (to submit Form 996E, Warehouse Provider Release and Transfer, through Loan Selling Advisor) must be designated as an Authorized Employee authorized to provide Freddie Mac with wire transfer instructions on the Warehouse Lender’s Form 990SF. (B) Electronic record requirements and legal obligations The Certificate of Incumbency must contain either the pen and ink signature or an Electronic copy or representation of the pen and ink signature of each Authorized Employee. The Certificate of Incumbency, Resolution and any other required documents or forms, signed by the Warehouse Lender’s Secretary, Assistant Secretary or legal counsel must be delivered to Freddie Mac as an Electronic Record, as defined in Section 1401.1(b), in Portable Document Format (PDF) and contain an Electronic Signature, as defined in Section 1401.1(b). The Electronic Signature must meet the requirements contained in Form 990SF itself and, at a minimum, be a copy or representation of the pen and ink signature of the Warehouse Lender’s signatory attached thereto or logically associated therewith. Although Freddie Mac reserves the right to verify or authenticate any Seller/Servicer request for a change, the Seller/Servicer may not consider Freddie Mac’s failure to do so an act of negligence. By executing the complete Certificate of Incumbency and delivering it to Freddie Mac, the Warehouse Lender makes the same representations and warranties to, and covenants with, Freddie Mac as Sellers make to Freddie Mac in Section 2201.1.
Freddie Mac Guide 6305.4
305-10 Freddie Mac may, periodically and at its sole discretion, require the Warehouse Lender to submit a new Form 990SF and/or Resolution. The Warehouse Lender must renew its Form 990SF every two years and its Resolution every four years and determine if such renewal requires new or modified Wire Transfer Instructions. Freddie Mac will notify the Warehouse Lender approximately 120 days before the renewal due date. If a Warehouse Lender fails timely to deliver a replacement Certificate of Incumbency, Freddie Mac may, in its sole discretion, cancel or postpone purchasing any Pledged Mortgages financed by that Warehouse Lender until a renewal Certificate of Incumbency has been accepted by Freddie Mac and any other requirements have been met. The Warehouse Lender shall indemnify and hold Freddie Mac, its directors, officers, employees, successors, assigns and fiscal and transfer agents harmless from and against the consequences of any such cancelation or postponement. (ii) Form 996E In connection with Freddie Mac’s purchase of Pledged Mortgages, the Warehouse Lender must submit Form 996E to Freddie Mac through Loan Selling Advisor. Freddie Mac will not accept a “bailee letter” or equivalent documentation with respect to any Pledged Mortgage. If a Warehouse Lender or any other party delivers such a document to Freddie Mac, Freddie Mac has the right, in its sole discretion, to cancel or postpone the Settlement Date for the related Pledged Mortgage(s).