November 16, 2004 Lehman Brothers Inc. 745 Seventh Avenue New York, New York 10019 Ladies and Gentlemen: Newcastle Investment Corp., a corporation organized and existing under the laws of Maryland (the "Company"), proposes to issue and sell shares of...Underwriting Agreement • November 22nd, 2004 • Newcastle Investment Corp • Real estate investment trusts • New York
Exhibit 1.1 ________ Shares of ___% Series B Cumulative Redeemable Preferred Stock NEWCASTLE INVESTMENT CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • March 13th, 2003 • Newcastle Investment Corp • Real estate investment trusts • New York
OFLimited Liability Company Agreement • June 14th, 2002 • Newcastle Investment Corp • Delaware
OPTION GRANTNonqualified Stock Option Agreement • July 16th, 2003 • Newcastle Investment Corp • Real estate investment trusts • Maryland
Common Stock TERMS AGREEMENT ---------------Terms Agreement • January 29th, 2007 • Newcastle Investment Corp • Real estate investment trusts
We understand that Newcastle Investment Corp., a corporation organized and existing under the laws of Maryland (the "Company"), proposes to issue and sell 2,420,000 shares of common stock, set forth below (the "Underwritten Securities"). Subject to the terms and conditions set forth or incorporated by reference herein, the underwriter named below (the "Underwriter") offers to purchase the number of Underwritten Securities (as such term is defined in the Underwriting Agreement referred to below) set forth below opposite its name, at the purchase price set forth below.
EXHIBIT 3.1 NEWCASTLE INVESTMENT CORP. Common Stock, Warrants to Purchase Common Stock, Preferred Stock and Depositary Shares UNDERWRITING AGREEMENTUnderwriting Agreement • October 25th, 2005 • Newcastle Investment Corp • Real estate investment trusts • New York
TO INDENTUREIndenture • October 29th, 2003 • Newcastle Investment Corp • Real estate investment trusts • New York
Exhibit 4.1 FORM OF RIGHTS AGREEMENT BETWEEN NEWCASTLE INVESTMENT CORP. AND AMERICAN STOCK TRANSFER & TRUST COMPANY, AS RIGHTS AGENT DATED AS OF OCTOBER 16, 2002 TABLE OF CONTENTS Section 1. Certain Definitions.....................................1...Rights Agreement • November 22nd, 2002 • Newcastle Investment Corp • Real estate investment trusts • New York
January 6, 2005 Wachovia Capital Markets, LLC 7 St. Paul Street Baltimore, Maryland 21202 Attention: Equity Capital Markets Ladies and Gentlemen: Newcastle Investment Corp., a corporation organized and existing under the laws of Maryland (the...Underwriting Agreement • January 12th, 2005 • Newcastle Investment Corp • Real estate investment trusts • New York
PURCHASE AGREEMENT This Purchase Agreement (this "Agreement"), dated as of November 21, 2003, is by and among Cohen & Steers Capital Management, Inc. ("Cohen & Steers"), the client accounts of Cohen & Steers, as set forth on Schedule A (each a...Purchase Agreement • November 25th, 2003 • Newcastle Investment Corp • Real estate investment trusts • New York
January 6, 2004 Merrill Lynch & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated World Financial Center North Tower, 10th Floor New York, NY 10080 Ladies and Gentlemen: Newcastle Investment Corp., a corporation organized and existing under the...Underwriting Agreement • January 8th, 2004 • Newcastle Investment Corp • Real estate investment trusts • New York
Exhibit 10.7 August 13, 2002 Newcastle Investment Corporation ("Newcastle") 1251 Avenue of the Americas, 16th Floor New York, New York 10020 Attention: Ken Riis Telephone No. 212-798-6104 Facsimile No. 212-798-6060 Re: Repurchase of Mortgage Loans...Master Repurchase Agreement • August 15th, 2002 • Newcastle Investment Corp • Real estate investment trusts
NEWCASTLE INVESTMENT CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • July 7th, 2003 • Newcastle Investment Corp • Real estate investment trusts • New York
JUNIOR SUBORDINATED INDENTURE between NEWCASTLE INVESTMENT CORP. and THE BANK OF NEW YORK MELLON TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee Dated as of April 30, 2009Junior Subordinated Indenture • May 4th, 2009 • Newcastle Investment Corp • Real estate investment trusts • New York
Junior Subordinated Indenture, dated as of April 30, 2009, between NEWCASTLE INVESTMENT CORP., a Maryland corporation (the “Company”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, as Trustee (in such capacity, the “Trustee”).
andWarrant Agreement • October 29th, 2003 • Newcastle Investment Corp • Real estate investment trusts • New York
FORM OF INDEMNIFICATION AGREEMENT [FORM OF] INDEMNIFICATION AGREEMENTIndemnification Agreement • August 8th, 2014 • Newcastle Investment Corp • Real estate investment trusts • Maryland
AGREEMENT, dated as of , 2014 (this “Agreement”), between Newcastle Investment Corp., a Maryland corporation (the “Company”), and (“Indemnitee”).
AMENDED AND RESTATED CURRENT EXCESS SERVICING SPREAD ACQUISITION AGREEMENT FOR NON-AGENCY MORTGAGE LOANS by and between NATIONSTAR MORTGAGE LLC (Seller) and NIC MSR VI LLC (Purchaser) Dated and effective as of June 28, 2012Current Excess Servicing Spread Acquisition Agreement • July 5th, 2012 • Newcastle Investment Corp • Real estate investment trusts • New York
I, , [POSITION] of NIC MSR LLC, the sole member of NIC MSR VI LLC (the “Company”), pursuant to Section 10.05 of the Amended and Restated Current Excess Servicing Spread Acquisition Agreement for Non-Agency Mortgage Loans by and between the Company and Nationstar Mortgage LLC, dated as of June 28, 2012 (the “Agreement”), hereby certify on behalf of the Company that:
TAX BENEFITS PRESERVATION PLAN dated as of May 17, 2022 between DRIVE SHACK INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as Rights AgentTax Benefits Preservation Plan • May 17th, 2022 • Drive Shack Inc. • Retail-eating & drinking places • New York
TAX BENEFITS PRESERVATION PLAN, dated as of May 17, 2022 (the “Agreement”), between Drive Shack Inc., a Maryland corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Rights Agent”).
AMENDED AND RESTATED MANAGEMENT AND ADVISORY AGREEMENT dated as of January 1, 2017 among DRIVE SHACK INC. and FIG LLCManagement and Advisory Agreement • March 2nd, 2017 • Drive Shack Inc. • Real estate investment trusts • New York
THIS AMENDED AND RESTATED MANAGEMENT AND ADVISORY AGREEMENT, is made as of January 1, 2017 (the “Agreement”) by and among DRIVE SHACK INC (formerly known as Newcastle Investment Corp.), a Maryland corporation (the “Company”), and FIG LLC, a Delaware limited liability company (together with its permitted assignees, the “Manager”).
50,450,952 Shares NEWCASTLE INVESTMENT CORP. (a Maryland corporation) Common Stock $.01 par value UNDERWRITING AGREEMENTUnderwriting Agreement • November 22nd, 2013 • Newcastle Investment Corp • Real estate investment trusts • New York
FUTURE SPREAD AGREEMENT FOR FHLMC MORTGAGE LOANS by and between NATIONSTAR MORTGAGE LLC (Seller) and MSR IX LLC (Purchaser) Dated and effective as of January 6, 2013Future Spread Agreement • February 28th, 2013 • Newcastle Investment Corp • Real estate investment trusts • New York
This FUTURE SPREAD AGREEMENT FOR FHLMC MORTGAGE LOANS (as amended, restated, or otherwise modified and in effect from time to time, this “Agreement”), dated as of January 6, 2013 (the “Agreement Date”), is by and between MSR IX LLC, a Delaware limited liability company (together with its successors and assigns, the “Purchaser”), and Nationstar Mortgage LLC, a Delaware limited liability company (together with its successors and assigns, the “Seller”) (the Purchaser and the Seller will collectively be referred to as the “Parties” and each, a “Party”).
FUTURE SPREAD AGREEMENT FOR NON-AGENCY MORTGAGE LOANS by and between NATIONSTAR MORTGAGE LLC (Seller) and MSR XII LLC (Purchaser) Dated and effective as of January 6, 2013Future Spread Agreement for Non-Agency Mortgage Loans • February 28th, 2013 • Newcastle Investment Corp • Real estate investment trusts • New York
This FUTURE SPREAD AGREEMENT FOR NON-AGENCY MORTGAGE LOANS (as amended, restated, or otherwise modified and in effect from time to time, this “Agreement”), dated as of January 6, 2013 (the “Agreement Date”), is by and between MSR XII LLC, a Delaware limited liability company (together with its successors and assigns, the “Purchaser”), and Nationstar Mortgage LLC, a Delaware limited liability company (together with its successors and assigns, the “Seller”) (the Purchaser and the Seller will collectively be referred to as the “Parties” and each, a “Party”).
TAX BENEFITS PRESERVATION PLANTax Benefits Preservation Plan • December 6th, 2018 • Drive Shack Inc. • Real estate investment trusts • New York
TAX BENEFITS PRESERVATION PLAN, dated as of December 5, 2018 (the “Agreement”), between Drive Shack Inc., a Maryland corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company (the “Rights Agent”).
DRIVE SHACK INC. (a Maryland corporation) 20,833,334 Shares of Common Stock (par value $0.01 per share) UNDERWRITING AGREEMENTUnderwriting Agreement • February 2nd, 2021 • Drive Shack Inc. • Retail-eating & drinking places • New York
Exhibit 10.1 AMENDED AND RESTATED MANAGEMENT AND ADVISORY AGREEMENT THIS AMENDED AND RESTATED MANAGEMENT AND ADVISORY AGREEMENT, is made as of June 23, 2003 (the "Agreement") by and among NEWCASTLE INVESTMENT CORP., a Maryland corporation (the...Management and Advisory Agreement • July 7th, 2003 • Newcastle Investment Corp • Real estate investment trusts • New York
40,000,000 Shares NEWCASTLE INVESTMENT CORP. (a Maryland corporation) Common Stock $.01 par value UNDERWRITING AGREEMENTUnderwriting Agreement • August 18th, 2014 • Newcastle Investment Corp • Real estate investment trusts • New York
EXCHANGE AGREEMENT among NEWCASTLE INVESTMENT CORP. and TABERNA PREFERRED FUNDING IV, LTD., TABERNA PREFERRED FUNDING V, LTD., TABERNA PREFERRED FUNDING VI, LTD., and TABERNA PREFERRED FUNDING VII, LTD. Dated as of April 30, 2009Exchange Agreement • May 4th, 2009 • Newcastle Investment Corp • Real estate investment trusts • New York
FUTURE SPREAD AGREEMENT FOR GNMA MORTGAGE LOANS by and between NATIONSTAR MORTGAGE LLC (Seller) and MSR XI LLC (Purchaser) Dated and effective as of January 6, 2013Future Spread Agreement for Gnma Mortgage Loans • February 28th, 2013 • Newcastle Investment Corp • Real estate investment trusts • New York
This FUTURE SPREAD AGREEMENT FOR GNMA MORTGAGE LOANS (as amended, restated, or otherwise modified and in effect from time to time, this “Agreement”), dated as of January 6, 2013 (the “Agreement Date”), is by and between MSR XI LLC, a Delaware limited liability company (together with its successors and assigns, the “Purchaser”), and Nationstar Mortgage LLC, a Delaware limited liability company (together with its successors and assigns, the “Seller”) (the Purchaser and the Seller will collectively be referred to as the “Parties” and each, a “Party”).
December 12, 2017 Lawrence A. Goodfield, Jr. Dear Lawrence:Employment Agreement • December 21st, 2017 • Drive Shack Inc. • Real estate investment trusts • New York
It is with great pleasure that we extend to you an offer to join Drive Shack Inc., 1345 Avenue of the Americas, 45th Floor, New York, NY 10105, (212) 479-3195 (the “Company”), as set forth below. This letter is referred to herein as the “Letter Agreement.”
CURRENT EXCESS SERVICING SPREAD ACQUISITION AGREEMENT FOR GNMA MORTGAGE LOANS by and between NATIONSTAR MORTGAGE LLC (Seller) and MSR XI LLC (Purchaser) Dated and effective as of January 6, 2013Current Excess Servicing Spread Acquisition Agreement • February 28th, 2013 • Newcastle Investment Corp • Real estate investment trusts • New York
This CURRENT EXCESS SERVICING SPREAD ACQUISITION AGREEMENT FOR GNMA MORTGAGE LOANS (as amended, restated, or otherwise modified and in effect from time to time, this “Agreement”), dated as of January 6, 2013 (the “Agreement Date”), is by and between MSR XI LLC, a Delaware limited liability company (together with its successors and assigns, the “Purchaser”), and Nationstar Mortgage LLC, a Delaware limited liability company (together with its successors and assigns, the “Seller”) (the Purchaser and the Seller will collectively be referred to as the “Parties” and each, a “Party”).
CURRENT EXCESS SERVICING SPREAD ACQUISITION AGREEMENT FOR NON-AGENCY MORTGAGE LOANS by and between NATIONSTAR MORTGAGE LLC (Seller) and MSR XIII LLC (Purchaser) Dated and effective as of January 6, 2013Current Excess Servicing Spread Acquisition Agreement • February 28th, 2013 • Newcastle Investment Corp • Real estate investment trusts • New York
This CURRENT EXCESS SERVICING SPREAD ACQUISITION AGREEMENT FOR NON-AGENCY MORTGAGE LOANS (as amended, restated, or otherwise modified and in effect from time to time, this “Agreement”), dated as of January 6, 2013 (the “Agreement Date”), is by and between MSR XIII LLC, a Delaware limited liability company (together with its successors and assigns, the “Purchaser”), and Nationstar Mortgage LLC, a Delaware limited liability company (together with its successors and assigns, the “Seller”) (the Purchaser and the Seller will collectively be referred to as the “Parties” and each, a “Party”).
GUARANTY OF LEASEGuaranty of Lease • March 3rd, 2014 • Newcastle Investment Corp • Real estate investment trusts • Texas
GUARANTY OF LEASE (this “Guaranty”) made as of December 23, 2013, by Holiday AL Holdings LP, a Delaware limited partnership (“Guarantor”), to each of the undersigned entities listed under the heading “Landlord” on the signature pages hereto (individually and collectively, “Landlord”), each a Delaware limited liability company (“Landlord”).
FORM OF INTERIM SERVICING AGREEMENT by and among THE INTERIM SERVICERS LISTED ON SCHEDULE 1.01(a) HERETO, INTERIM SERVICER REPRESENTATIVE, HSBC BANK USA, NATIONAL ASSOCIATION and SPRINGCASTLE ACQUISITION LLC Dated as of , 2013Interim Servicing Agreement • March 11th, 2013 • Newcastle Investment Corp • Real estate investment trusts • New York
This INTERIM SERVICING AGREEMENT is made as of , 2013 by and among the Persons listed on Schedule 1.01(a) hereto (each, an “Interim Servicer” and collectively, “Interim Servicers”), HSBC Bank USA, National Association, a national banking association (“Bank”), HSBC Finance Corporation, a Delaware corporation, as Interim Servicer Representative, and SpringCastle Acquisition LLC, a Delaware limited liability company (“Owner”).
FUTURE SPREAD AGREEMENT FOR FNMA MORTGAGE LOANS by and between NATIONSTAR MORTGAGE LLC (Seller) and MSR X LLC (Purchaser) Dated and effective as of January 6, 2013Future Spread Agreement for Fnma Mortgage Loans • February 28th, 2013 • Newcastle Investment Corp • Real estate investment trusts • New York
This FUTURE SPREAD AGREEMENT FOR FNMA MORTGAGE LOANS (as amended, restated, or otherwise modified and in effect from time to time, this “Agreement”), dated as of January 6, 2013 (the “Agreement Date”), is by and between MSR X LLC, a Delaware limited liability company (together with its successors and assigns, the “Purchaser”), and Nationstar Mortgage LLC, a Delaware limited liability company (together with its successors and assigns, the “Seller”) (the Purchaser and the Seller will collectively be referred to as the “Parties” and each, a “Party”).
BPM SENIOR LIVING PORTFOLIO SALE AMENDED AND RESTATED PURCHASE AGREEMENT BY AND AMONG EACH OF THE ENTITIES SET FORTH UNDER THE HEADING “PURCHASERS” ON THE SIGNATURE PAGES HERETO, EACH OF THE ENTITIES SET FORTH UNDER THE HEADING “SELLERS” ON THE...Purchase Agreement • July 23rd, 2012 • Newcastle Investment Corp • Real estate investment trusts • Delaware
THIS AMENDED AND RESTATED PURCHASE AGREEMENT (this “Agreement”), dated as of this 27th day of February, 2012 (the “Effective Date”), is made and entered into by and among each of the entities set forth under the heading “Purchasers“ on the signature pages hereto (individually, a “Purchaser” and, together, the “Purchasers”), each of the entities set forth under the heading “Sellers” on the signature pages hereto (individually a “Seller” and, together, the “Sellers”), each of the entities set forth in Exhibit 1.0 (individually a “Former Seller” and, together, the “Former Sellers”) (for purposes of Article XI only) and Walter C. Bowen (“Bowen”) (for purposes of Sections 4.12, 4.17 and 6.10 and Article XI only). Each collective group of the Sellers and of the Purchasers is sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
