Independent Accountant’s Report
Board of Directors and Management
First Help Financial, LLC and Subsidiaries (the Company)
160 Gould Street
Needham, MA 02494
and
Goldman Sachs & Co. LLC
200 West Street 7th Floor
New York, NY 10282
and
Deutsche Bank Securities Inc.
One Columbus Circle, 5th Floor
New York, NY 10019
We have performed the procedures enumerated below on certain records and transactions of the Company for the purpose of assisting the Company, Goldman Sachs & Co. LLC, and Deutsche Bank Securities Inc.(collectively, the Specified Parties) in comparing specified attributes to source documents as listed in Exhibit A in connection with the issuance of automobile finance receivable-backed notes issued by FHF Issuer Trust 2026-3 in accordance with the confidential Preliminary Offering Memorandum. The Company’s management is responsible for certain records and transactions of the Company for the purpose of assisting the Specified Parties in comparing specified attributes to source documents as listed in Exhibit A in connection with the issuance of automobile finance receivable-backed notes issued by FHF Issuer Trust 2026-3 in accordance with the confidential Preliminary Offering Memorandum. The Company is responsible for the computer-generated Loan Data Files accurately representing the information included in the underlying asset documents and the disclosed assumptions and methodologies.
The Company has agreed to and acknowledged that the procedures performed are appropriate to meet the intended purpose of assisting the Specified Parties in comparing specified attributes to source documents as listed in Exhibit A in connection with the issuance of automobile finance receivable-backed notes issued by FHF Issuer Trust 2026-3 in accordance with the confidential Preliminary Offering Memorandum. Additionally, Goldman Sachs & Co. LLC and Deutsche Bank Securities Inc. have agreed to and acknowledged that the procedures performed are appropriate to meet their purposes. This report may not be suitable for any other purpose. The procedures performed may not address all of the items of interest to a user of this report and may not meet the needs of all of the users of this report and, as such, users are responsible for determining whether the procedures performed are appropriate for their purposes.
The appropriateness of these procedures for the intended purpose is solely the responsibility of the parties specified in this report. Consequently, we make no representation regarding the appropriateness of the procedures enumerated below either for the purpose for which this report has been requested or for any other purpose.
The procedures performed and associated findings are as follows:
Agreed-Upon Procedures and Findings
For the purposes of this report:
(i)
The computer-generated Loan Data Files provided in a standard Microsoft Excel format containing information related to the proposed transaction shall be herein referred to as a “Loan Data File”.
(ii)
The fields in the Loan Data Files shall be herein referred to as “Specified Attributes”.
(iii)
The term “Contract” means electronic Indirect Retail Installment Automobile Contract.
(iv)
The term “Contract File” means any file containing electronic the Contract and Credit Application.
(v)
The term “Obligor” means borrower(s) stated on the respective Contracts.
(vi)
The term “Title Document” means the electronic certificate of title or application used as collateral for the Contract.
On September 28, 2026, the Specified Parties provided us with the Loan Data File with a cutoff date of September 15, 2026 (the September Loan Data File) containing 6,207 individual customer accounts. At the Specified Parties’ request, we selected a random sample of 125 individual customer accounts from the Underlying Assets, and we were instructed by the Specified Parties to perform the agreed-upon procedures as outlined in the Engagement Letter dated September 21, 2026, on the random sample of 125 individual customer accounts. From September 28, 2026 to October 5, 2026, we were provided with the source documents referenced in Exhibit A related to the respective 125 individual customer accounts.
For the sample, we compared the Specified Attributes 1. through 9. outlined in Exhibit A and as presented in the September Loan Data File to the corresponding source documents outlined in Exhibit A. In performing these comparisons, we applied the following tolerances as instructed by the Specified Parties:
●
Amounts and Numbers: +/- 0.01
With respect to Specified Attribute 1, the Specified Parties informed us that there may be abbreviated names, differences due to name variations or misspelled names, or instances where a spouse of the Obligor, other owner, or a business owned by the Obligor may be listed on the Contract or Title Document (or vice versa) and that such instances which contain documentation in the Contract File to substantiate the Obligor name were deemed acceptable and would not be reported as exceptions.
With respect to Specified Attribute 5, the Specified Parties informed us that in some cases the Make (Manufacturer) per the September Loan Data File will not match the Title Document as one of the Manufacturer’s is a subsidiary of another, and that such instances were deemed acceptable and would not be reported as exceptions.
With respect to Specified Attribute 7, the Specified Parties informed us that Obligors may have moved subsequent to Contract signing, and that such instances which contain documentation in the Contract File to substantiate a different state address were deemed acceptable and would not be reported as exceptions.
We identified no exceptions in our procedures outlined above.
We did not perform any procedures with respect to the Specified Attributes relating to the Underlying Assets as set forth in Exhibit B.
For the sample, we recalculated the Maturity Date (Exhibit A Specified Attribute 10.) based on the term of the Contract set forth on the September Loan Data File and the due date for the first scheduled payment by the Obligor set forth on the September Loan Data File. For the sample of 125 individual customer accounts in the September Loan Data File, we also recalculated the Current Remaining Term (Exhibit A Specified Attribute 11.) by counting the number of months from September 15, 2026, to the Maturity Date. We then compared our recalculations to the September Loan Data File. In recalculating the Maturity Date, we applied the following tolerance as instructed by the Specified Parties:
●
Maturity Date recalculation: +/- 1 day tolerance
We identified no exceptions in our procedures outlined above.
We also inspected the presence of, compared or verified the following on the sample of 125 Underlying Assets:
●
Inspected the presence of a signed credit application (electronic or physical copy). We compared the customer name on the signed credit application to the signed Contract.
●
Inspected the electronic Title Document and verified that the Company was the secured party. In instances where state law does not allow for the lien holder to possess the Title Document, or when the title and related lien is filed electronically, we inspected evidence of a perfected lien citing the Company as the secured party. In instances where the note date was fewer than 180 days from September 15, 2026, we inspected evidence of the title application and verified that the Company was the secured party.
●
Signed Contract, electronic or physical copy.
We identified no exceptions in our procedures outlined above.
We were engaged by the Company to perform this agreed-upon procedures engagement and conducted our engagement in accordance with attestation standards established by the American Institute of Certified Public Accountants. We were not engaged to and did not conduct an examination or a review engagement, the objective of which would be the expression of an opinion or conclusion, respectively, on certain records and transactions of the Company for the purpose of assisting the Specified Parties in comparing specified attributes to source documents as listed in Exhibit A in connection with the issuance of automobile finance receivable-backed notes issued by FHF Issuer Trust 2026-3 in accordance with the confidential Preliminary Offering Memorandum. Accordingly, we do not express such an opinion or conclusion. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you.
Our agreed-upon procedures engagement was not conducted for the purpose of the following:
●
Addressing the completeness, accuracy, appropriateness, quality or integrity of any of the information provided to us for the purposes of performing the procedures agreed to by the Specified Parties. Had we performed additional procedures, other matters might have come to our attention that would have been reported to you.
●
Addressing the conformity of the origination of the assets to stated underwriting or credit extension guidelines, standards, criteria or other requirements.
●
Addressing the value of collateral securing the assets being securitized.
●
Addressing the physical existence or ownership of the assets being securitized.
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●
Addressing the compliance of the originator of the assets with federal, state, and local laws and regulations.
●
Satisfying any criteria for due diligence published by a nationally recognized statistical rating organization.
●
Addressing any other factor or characteristic of the assets that would be material to the likelihood that the issuer of the asset-backed security will pay interest and principal in accordance with applicable terms and conditions.
●
Forming any conclusions.
●
Addressing the fair value of the notes or any other disclosures relating to the notes being offered in the proposed transaction.
●
Substantiating compliance with Rule 15Ga-2 of the Securities Exchange Act of 1934, including any legal interpretation as to the sufficiency of the procedures performed.
●
Any other terms or requirements of the transaction that do not appear in the report.
Accordingly, we do not provide any assurance on such information.
We are required to be independent of the Company and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements related to our agreed-upon procedures engagement.
This report is intended solely for the information and use of the Specified Parties, and is not intended to be, and should not be, used by anyone other than the Specified Parties, including investors and rating agencies, who are not identified as Specified Parties but who may have access to this report as required by law or regulation.
/s/ RSM US LLP
Raleigh, North Carolina
October 15, 2026
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Exhibit A—Specified Attributes and Source Documents
|
Number
|
Specified Attribute
|
Source Document(s)
|
|
1
|
NAME (Obligor or customer)
|
Retail Installment Contract and Title Document
|
|
2
|
AMOUNT FINANCED (Amount Financed)
|
Retail Installment Contract
|
|
3
|
TERM MONTHS (Original Term)
|
Retail Installment Contract
|
|
4
|
INTEREST RATE (Annual Percentage Rate “APR”)
|
Retail Installment Contract
|
|
5
|
MAKE (Automobile Manufacturer)
|
Title Document
|
|
6
|
VIN (Vehicle Identification Number)
|
Title Document
|
|
7
|
APPLICANT STATE (Obligor’s state address)
|
Retail Installment Contract
|
|
8
|
DATE FIRST PAYMENT DUE (Required first payment date)
|
Retail Installment Contract
|
|
9
|
DEALER STATE (seller’s / dealer’s state address)
|
Retail Installment Contract
|
|
10
|
MATURITY DATE (Maturity Date)
|
Recalculation based on Retail Installment Contract
|
|
11
|
TERM REMAINING (Current Term Remaining)
|
Recalculation based on Retail Installment Contract
|
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Exhibit B—Specified Attributes Not Subject to Procedures
Below is a list of additional Specified Attributes included in the September Loan Data File. These Specified Attributes were not subject to any procedures as outlined in the Engagement Letter dated September 21, 2026.
|
Specified Attribute
|
|
ACCOUNT NUMBER
|
|
ACCOUNT STATUS
|
|
AMM DEALER FEE
|
|
APP ACTIVE FICO
|
|
APP ID TYPE
|
|
APP TYPE
|
|
APPLICATION ID
|
|
BANKRUPTCY
|
|
CO APP ACTIVE FICO
|
|
CO APP ID TYPE
|
|
CONTRACT DATE
|
|
CURRENT INTEREST BALANCE
|
|
CURRENT PRINCIPAL BALANCE
|
|
DAYS PAST DUE
|
|
DBTCA STATUS
|
|
DEALER ID
|
|
DEALERSHIP NAME
|
|
DEFERRALS
|
|
DTI
|
|
ECONTRACT
|
|
EMPLOYMENT TYPE
|
|
EORIGINALID
|
|
FRAN IND
|
|
FUNDING DATE
|
|
INDIRECT PAYMENT
|
|
INTEREST ACCRUED THRU DATE
|
|
IS NEW
|
|
LANGUAGE PREFERENCE
|
|
LEGAL NAME
|
|
LINE 3
|
|
LINE 5
|
|
LOAN CLASS
|
|
LOAN GROUP
|
|
Loan Number
|
|
LOAN STATUS
|
|
LOE
|
|
LOR
|
|
MAPR
|
|
MILEAGE
|
|
MODEL
|
|
MODEL YEAR
|
|
MONTH END DATE
|
|
NEXT PAYMENT DUE DATE
|
|
PAID AUTO
|
|
PAYMENT FREQUENCY
|
|
PAYMENT PERCENTAGE
|
|
PDC ACCT NBR
|
|
PCT DOWN
|
|
PERFECTED TITLE
|
|
POI
|
|
PROGRAM
|
|
PTI
|
|
RATE REDUCTION
|
|
SCRA
|
|
SNAPSHOT DATE
|
|
STATUS
|
|
TIMES 30 DPD
|
|
TIMES 60 DPD
|
|
TIMES 90 DPD
|
|
TITLE STATUS
|
|
TOTAL PI PRINCIPAL PAYMENT
|
|
VEHICLE ASSIGNED
|
|
VEHICLE PRICE
|
|
VEHICLE REPOSSESSED
|
|
VEHICLE TYPE
|
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