Standard Contracts
Granite Point Mortgage Trust Inc. 3,200,000 Shares of 7.00% Series A Fixed-to- Floating Cumulative Redeemable Preferred Stock UNDERWRITING AGREEMENTUnderwriting Agreement • January 19th, 2022 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
Granite Point Mortgage Trust Inc., a Maryland corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), and the Underwriters agree to purchase, severally and not jointly, an aggregate of 3,200,000 shares (the “Firm Shares”) of 7.00% Series A Fixed-to-Floating Cumulative Redeemable Preferred Stock, par value $0.01 per share, of the Company (the “Series A Preferred Stock”) and, at the option of the Underwriters, up to an additional 480,000 shares of the Company’s 7.00% Series A Preferred Stock (the “Option Shares”) if and to the extent that the Underwriters shall have determined to exercise their option to purchase such Series A Preferred Stock granted to the Underwriters pursuant to Section 2 hereof. The Firm Shares and the Option Shares are herein referred to as the “Securities.”
AMENDED AND RESTATED INDEMNIFICATION AGREEMENTIndemnification Agreement • May 11th, 2020 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • Maryland
THIS AMENDED AND RESTATED INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the 18th day of March, 2020, by and between Granite Point Mortgage Trust Inc., a Maryland corporation (the “Company”), and ________________________ (“Indemnitee”) and amends and restates that certain Indemnification Agreement made and entered into as of the 7th day of April, 2017 (the “Original Effective Date”), by and between the Company and Indemnitee.
MANAGEMENT AGREEMENTManagement Agreement • August 14th, 2017 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
This Management Agreement is made as of June 28, 2017, by and between Granite Point Mortgage Trust Inc., a Maryland corporation (together with its subsidiaries, the “Company”), and Pine River Capital Management L.P., a Delaware limited partnership (the “Manager”).
Dated as of November 16, 2021 GPMT 2021-FL4, LTD., as Issuer, and GPMT Collateral Manager LLC, as Collateral Manager COLLATERAL MANAGEMENT AGREEMENTCollateral Management Agreement • November 19th, 2021 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
THIS COLLATERAL MANAGEMENT AGREEMENT, dated as of November 16, 2021 (this “Agreement”), is entered into by and between GPMT 2021-FL4, LTD., an exempted company incorporated with limited liability under the laws of the Cayman Islands (together with its successors and assigns permitted hereunder, the “Issuer”), and GPMT Collateral Manager LLC, a limited liability company organized under the laws of the State of Delaware (“GPMT Manager” or, in its capacity as Collateral Manager, together with its successors and assigns in such capacity, the “Collateral Manager”). Capitalized terms used herein but not otherwise defined herein shall have the respective meanings ascribed thereto in the Indenture, dated as of the date hereof (the “Indenture”), by and among the Issuer, GPMT 2021-FL4 LLC, as co-issuer (the “Co-Issuer”), Wilmington Trust, National Association, as trustee (the “Trustee”), Wells Fargo Bank, National Association, as note administrator, paying agent, calculation agent, transfer agen
GUARANTEE AGREEMENTGuarantee Agreement • July 6th, 2017 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
Pursuant to that certain Master Repurchase Agreement and Securities Contract, dated as of June 28, 2017 (as amended, restated, supplemented or otherwise modified from time to time, the “Repurchase Agreement”), by and between Buyer and GP Commercial WF LLC, as seller (“Seller”) and that certain Fee and Pricing Letter (as amended, supplemented or otherwise modified from time to time, the “Fee Letter”) by and between Buyer and Seller, Seller has agreed to sell certain Purchased Assets (as defined in the Repurchase Agreement) to Buyer upon the terms and subject to the conditions as set forth therein. Pursuant to the terms of that certain Custodial Agreement by and among Wells Fargo Bank, National Association, in its capacity as custodian (the “Custodian”), Buyer and Seller (as amended, restated, supplemented or otherwise modified from time to time, the “Custodial Agreement”), the Custodian is required to take possession of the Purchased Assets, along with certain other documents specified
MASTER REPURCHASE AND SECURITIES CONTRACT AGREEMENT among MORGAN STANLEY BANK, N.A. as Buyer and TH COMMERCIAL MS II, LLC as SellerMaster Repurchase and Securities Contract Agreement • June 15th, 2017 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
This Master Repurchase and Securities Contract Agreement (this “Agreement”) is dated as of February 18, 2016, and is made by and among MORGAN STANLEY BANK, N.A., as buyer (together with its successors and assigns, “Buyer”) and TH COMMERCIAL MS II, LLC, a Delaware limited liability company, as seller (“Seller”).
MASTER REPURCHASE AGREEMENT AND SECURITIES CONTRACT Dated as of June 28, 2017 between GP COMMERCIAL WF LLC, as Seller and WELLS FARGO BANK, NATIONAL ASSOCIATION, as BuyerMaster Repurchase Agreement • July 6th, 2017 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
THIS MASTER REPURCHASE AGREEMENT AND SECURITIES CONTRACT, dated as of June 28, 2017 (as amended, modified, waived, supplemented, extended, restated or replaced from time to time, this “Agreement”), is made by and between GP COMMERCIAL WF LLC, a Delaware limited liability company (as more specifically defined below, (“Seller”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (as more specifically defined below, “Buyer”). Seller and Buyer (each also a “Party” and, collectively, the “Parties”) hereby agree as follows:
PREFERRED SHARE PAYING AGENCY AGREEMENT Dated as of February 28, 2019Preferred Share Paying Agency Agreement • March 5th, 2019 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
This PREFERRED SHARE PAYING AGENCY AGREEMENT (this “Agreement”) is dated as of February 28, 2019, by and among GPMT 2019-FL2, LTD., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Issuer”), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as paying agent for the Preferred Shares (in such capacity, the “Preferred Share Paying Agent”), and MAPLESFS LIMITED, a licensed trust company incorporated in the Cayman Islands, as administrator (in such capacity, the “Administrator”) and share registrar for the Preferred Shares (in such capacity, the “Preferred Share Registrar”).
granite point mortgage trust INC. August 26, 2024Employment Agreement • August 26th, 2024 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • Minnesota
This Employment Agreement (the “Agreement”) between you (referred to hereinafter as the “Executive”) and Granite Point Mortgage Trust Inc., a Maryland corporation (the “Company”) sets forth the terms and conditions that shall govern the period of Executive’s employment with the Company (referred to hereinafter as “Employment”).
SERVICING AGREEMENT Dated as of November 16, 2021 by and among GPMT 2021-FL4, LTD. “Issuer” WILMINGTON TRUST, NATIONAL ASSOCIATION “Trustee” WELLS FARGO BANK, NATIONAL ASSOCIATION “Note Administrator” GPMT SELLER LLC “Advancing Agent” TRIMONT REAL...Servicing Agreement • November 19th, 2021 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
THIS SERVICING AGREEMENT dated as of November 16, 2021 is by and among GPMT 2021-FL4, Ltd. (the “Issuer”), an exempted company incorporated with limited liability under the laws of the Cayman Islands, GPMT Collateral Manager LLC, as collateral manager (the “Collateral Manager”), Wilmington Trust, National Association, as trustee (the “Trustee”), Wells Fargo Bank, National Association, as note administrator (in such capacity, the “Note Administrator”), GPMT Seller LLC, as advancing agent (the “Advancing Agent”), Trimont Real Estate Advisors, LLC, as servicer (in such capacity, the “Servicer”) and special servicer (in such capacity, the “Special Servicer”).
MASTER REPURCHASE AGREEMENT Between:Master Repurchase Agreement • July 6th, 2017 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
This is a MASTER REPURCHASE AGREEMENT (the “Agreement”), dated as of November 4, 2016, between TH COMMERCIAL UBS LLC, a Delaware limited liability company (“Seller”) and UBS AG, by and through its branch office at 1285 Avenue of the Americas, New York, New York (the “Buyer”).
Execution Version 14709549.22 $75,000,000 CREDIT AGREEMENT Dated as of April 13, 2018 among GP COMMERCIAL CB SL LLC, as Borrower, GP COMMERCIAL CB SL HOLDINGS LLC, as Parent Guarantor, GRANITE POINT MORTGAGE TRUST INC., as the REIT, THE GUARANTORS...Credit Agreement • April 17th, 2018 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
GUARANTYGuaranty • July 6th, 2017 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
THIS GUARANTY, dated as of June 28, 2017 (as amended, restated, supplemented, or otherwise modified from time to time, this “Guaranty”), made by GRANITE POINT MORTGAGE TRUST INC., a Maryland corporation (“Guarantor”), in favor of MORGAN STANLEY BANK, N.A., a national banking association, as buyer (“Buyer”).
GRANITE POINT MORTGAGE TRUST INC.Restricted Stock Unit Agreement • August 5th, 2024 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
DIRECTOR DESIGNATION AGREEMENTDirector Designation Agreement • June 20th, 2017 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • Maryland
This DIRECTOR DESIGNATION AGREEMENT (the “Agreement”), dated as of June 14, 2017, is entered into by and among Granite Point Mortgage Trust Inc., a Maryland corporation (the “Company”), and Two Harbors Investment Corp., a Maryland corporation (“Two Harbors”).
issue the U.S.$94,022,414 aggregate notional amount preferred shares (the “Preferred Shares” and, together with the Notes, the “Securities”); and WHEREAS, the Issuer intends to pledge the Collateral Interests purchased hereunder by the Issuer to the...Collateral Interest Purchase Agreement • May 16th, 2018 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
GP COMMERCIAL GS ISSUER LLC as Issuer, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee, Custodian, Collateral Agent, Loan Agent and Note Administrator, and GOLDMAN SACHS BANK USA, as initial Class A Lender INDENTURE AND CREDIT AGREEMENT Dated as of...Indenture and Credit Agreement • February 8th, 2021 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
INDENTURE AND CREDIT AGREEMENT, dated as of February 4, 2021, by and among GP Commercial GS Issuer LLC, a limited liability company formed under the laws of the State of Delaware (the “Issuer”), Wells Fargo Bank, National Association, a national banking association, as note administrator, paying agent, calculation agent, transfer agent and note registrar (in all of the foregoing capacities, the “Note Administrator”), Wells Fargo Bank, National Association, a national banking association, as trustee (in such capacity, “Trustee”), Wells Fargo Bank, National Association, a national banking association, as custodian (in such capacity, the “Custodian”), Wells Fargo Bank, National Association, a national banking association, as collateral agent (in such capacity, the “Collateral Agent”), Wells Fargo Bank, National Association, a national banking association, as loan agent (in such capacity, the “Loan Agent”), and Goldman Sachs Bank USA, a New York state charted bank, as Class A lender (the i
AMENDED AND RESTATED GUARANTYGuaranty • May 31st, 2022 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
THIS AMENDED AND RESTATED GUARANTY (such agreement, as amended, supplemented, restated or replaced from time to time, the “Guaranty”), dated as of May 25, 2022 made by GRANITE POINT MORTGAGE TRUST, INC., a Maryland corporation (“Guarantor”), for the benefit of CITIBANK, N.A., a national banking association (“Purchaser”).
THIRTEENTH AMENDMENT TO MASTER REPURCHASE AND SECURITIES CONTRACT AGREEMENTMaster Repurchase and Securities Contract Agreement • June 27th, 2024 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
THIS THIRTEENTH AMENDMENT TO MASTER REPURCHASE AND SECURITIES CONTRACT AGREEMENT (this “Amendment”), dated as of June 26, 2024, is entered into by and between MORGAN STANLEY BANK, N.A., a national banking association, as buyer (together with its successors and assigns “Buyer”), and GP COMMERCIAL MS LLC (f/k/a TH Commercial MS II, LLC), a Delaware limited liability company, as seller (“Seller”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Master Repurchase Agreement (as defined below).
GRANITE POINT MORTGAGE TRUST INC.Performance Stock Unit Agreement • June 3rd, 2022 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
AMENDED AND RESTATED GUARANTEE AGREEMENTGuarantee Agreement • July 6th, 2017 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
AMENDED AND RESTATED GUARANTEE AGREEMENT, dated as of June 28, 2017 and effective as of the Effective Date (as defined below) (as amended, restated, supplemented, or otherwise modified from time to time, this “Guarantee”), made by GRANITE POINT MORTGAGE TRUST INC., a Maryland corporation (“Guarantor”) in favor of JPMorgan Chase Bank, National Association, a national banking association organized under the laws of the United States (“Buyer”).
Granite Point Mortgage Trust Inc. and Wells Fargo Bank, National Association as Trustee First Supplemental Indenture Dated as of October 12, 2018 to the Indenture Dated as of October 12, 2018 6.375% Convertible Senior Notes due 2023First Supplemental Indenture • October 12th, 2018 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of October 12, 2018, between Granite Point Mortgage Trust Inc., a Maryland corporation (the “Company”), and Wells Fargo Bank, National Association (the “Trustee”), a national banking association organized under the laws of the United States, as trustee under the Indenture dated as of October 12, 2018, between the Company and the Trustee (as amended or supplemented from time to time in accordance with the terms thereof, the “Base Indenture”).
Granite Point Mortgage Trust Inc. 8,000,000 Shares of Common Stock EQUITY DISTRIBUTION AGREEMENT Dated: November 21, 2018Equity Distribution Agreement • November 21st, 2018 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
GRANITE POINT MORTGAGE TRUST INC.Restricted Stock Unit Agreement • June 3rd, 2022 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
SUPPLEMENTAL INDENTURE NO. 1Supplemental Indenture • August 8th, 2023 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
This SUPPLEMENTAL INDENTURE NO. 1, dated as of June 27, 2023 (this “Supplemental Indenture”), by and among GPMT 2021-FL3, Ltd., as issuer (the “Issuer”), GPMT 2021-FL3 LLC, as co-issuer (the “Co-Issuer”), GPMT Seller LLC, as advancing agent (the “Advancing Agent”),Wilmington Trust, National Association, as trustee (the “Trustee”), and Wells Fargo Bank, National Association in its capacity, inter alia, as note administrator (in such capacity, the “Note Administrator”), amends the Indenture, dated as of May 14, 2021 (the “Indenture”), by and among the Issuer, the Co-Issuer, the Advancing Agent, the Trustee, and the Note Administrator.
COLLATERAL INTEREST PURCHASE AGREEMENTCollateral Interest Purchase Agreement • March 5th, 2019 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
This COLLATERAL INTEREST PURCHASE AGREEMENT (this “Agreement”) is made as of February 28, 2019, by and among GPMT Seller LLC, a Delaware limited liability company (the “Seller”), GPMT 2019-FL2, Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Issuer”), and Granite Point Mortgage Trust Inc., a Maryland corporation (“GPMT” and, together with the Seller, the “Seller Parties”).
ContractMaster Repurchase Agreement • December 18th, 2019 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
GPMT 2021-FL4, LTD., as Issuer, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Preferred Share Paying Agent, and MAPLESFS LIMITED, as Preferred Share Registrar and Administrator PREFERRED SHARE PAYING AGENCY AGREEMENT Dated as of November 16, 2021Preferred Share Paying Agency Agreement • November 19th, 2021 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
This PREFERRED SHARE PAYING AGENCY AGREEMENT (this “Agreement”) is dated as of November 16, 2021, by and among GPMT 2021-FL4, LTD., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Issuer”), WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as paying agent and transfer agent for the Preferred Shares (in such capacities, the “Preferred Share Paying Agent”), and MAPLESFS LIMITED, a licensed trust company incorporated in the Cayman Islands, as administrator (in such capacity, the “Administrator”) and share registrar for the Preferred Shares (in such capacity, the “Preferred Share Registrar”).
GRANITE POINT MORTGAGE TRUST INC. 2017 EQUITY INCENTIVE PLAN COMMON STOCK AWARD AGREEMENTCommon Stock Award Agreement • June 22nd, 2017 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • Maryland
THIS COMMON STOCK AWARD AGREEMENT is made by and between Granite Point Mortgage Trust Inc., a Maryland corporation (the “Corporation”), and (the “Grantee”), effective as of the [ ] day of [ ], [ ] (the “Grant Date”).
FORM OF WARRANT TO PURCHASE COMMON STOCK]Warrant Agreement • September 28th, 2020 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
THIS COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, or its permitted assigns (the “Warrantholder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time and from time to time on or after September 25, 2021 (the “Initial Exercise Date”) and on or prior to 5:00 p.m., New York City time, on September 25, 2026 (the “Expiration Time”), to subscribe for and purchase from Granite Point Mortgage Trust Inc., a Maryland corporation (the “Company”), up to duly authorized, validly issued, fully paid and nonassessable shares of Common Stock (as subject to adjustment hereunder, the “Shares” and each a “Share”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price (as defined below). The Exercise Price and the number of Shares to be purchased upon exercise of this Warrant are subject to adjustment as hereinafter provided.
SEVENTH AMENDMENT TO MASTER REPURCHASE AND SECURITIES CONTRACT AGREEMENTMaster Repurchase and Securities Contract Agreement • July 15th, 2021 • Granite Point Mortgage Trust Inc. • Real estate investment trusts
This Seventh Amendment to Master Repurchase and Securities Contract Agreement (this “Amendment”), dated as of July 13, 2021 is by and between GOLDMAN SACHS BANK USA, a New York state-chartered bank, as buyer (together with its successors and assigns, “Buyer”), and GP COMMERCIAL GS LLC, a Delaware limited liability company (“Seller”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Master Repurchase Agreement (as defined below).
INVESTOR RIGHTS AGREEMENT by and among GRANITE POINT MORTGAGE TRUST INC., THE PIMCO INVESTORS, and THE OTHER INVESTORS PARTY HERETO FROM TIME TO TIME Dated as of September 25, 2020Investor Rights Agreement • September 28th, 2020 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
THIS INVESTOR RIGHTS AGREEMENT, dated as of September 25, 2020 (this “Agreement”), is by and among Granite Point Mortgage Trust Inc., a Maryland corporation (the “Company”), the PIMCO Investors (as defined below), and the other Investors (as defined below) party hereto from time to time.
SECOND AMENDMENT TO MASTER REPURCHASE AND SECURITIES CONTRACT AGREEMENTMaster Repurchase Agreement • November 22nd, 2017 • Granite Point Mortgage Trust Inc. • Real estate investment trusts
This Second Amendment to Master Repurchase and Securities Contract Agreement (this “Amendment”), dated as of November 16, 2017 is by and between GOLDMAN SACHS BANK USA, a New York state-chartered bank, as buyer (“Buyer”), and TH COMMERCIAL GS LLC, a Delaware limited liability company (“Seller”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Master Repurchase Agreement (as defined below).
ContractMaster Repurchase Agreement • July 6th, 2020 • Granite Point Mortgage Trust Inc. • Real estate investment trusts • New York
FOURTH AMENDMENT TO GUARANTEE AGREEMENTGuarantee Agreement • August 4th, 2023 • Granite Point Mortgage Trust Inc. • Real estate investment trusts
THIS FOURTH AMENDMENT TO GUARANTEE AGREEMENT (this “Amendment”), dated as of August 3, 2023, is entered into by and between GOLDMAN SACHS BANK USA, a New York state-chartered bank, as Buyer (together with its successors and assigns “Buyer”) and GRANITE POINT MORTGAGE TRUST INC., a Maryland corporation (“Guarantor”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Guarantee Agreement (as defined below).
