TERMINATION AGREEMENT
TERMINATION OF MASTER
REPURCHASE AGREEMENT, dated as of March 16, 2009 (this “Termination”),
between CAPITAL
TRUST, INC., a
Maryland corporation (the “Seller”) and XXXXXXX XXXXX MORTGAGE
COMPANY, a New York limited partnership (the “Buyer”).
WHEREAS, Seller and Buyer are
parties to that certain Master Repurchase Agreement, dated as of October 30,
2007 as supplemented by that certain Annex I, dated as of October 30, 2007 (the
“Alternate-Funded
Master Repurchase Agreement”). Seller and Buyer desire to
terminate the Alternate-Funded Master Repurchase Agreement, which
Alternate-Funded Master Repurchase Agreement was entered into in connection with
that certain Amended and Restated Master Repurchase Agreement between Seller and
Buyer, dated as of August 15, 2006 as supplemented by that certain Amended and
Restated Annex I, dated as of October 30, 2007 (as amended, supplemented or
modified, and together with all schedules, annexes and exhibits thereto, and all
confirmations exchanged pursuant to the Transactions entered into in connection
therewith, the "Master
Repurchase Agreement"), which Master Repurchase Agreement has been
terminated as of the date hereof.
NOW, THEREFORE, in
consideration of the mutual promises herein contained, the parties hereto agree
that, to the full extent of their respective interests therein, the
Alternate-Funded Master Repurchase Agreement and any other agreement, document
or instrument executed and delivered in connection with the Alternate-Funded
Master Repurchase Agreement shall each be deemed terminated effective as of the
date hereof and shall be of no further force or effect.
This
Termination may be executed in counterparts, each of which when so executed
shall be deemed to be an original and all of which when taken together shall
constitute one and the same agreement.
[Remainder
of this page intentionally left blank]
IN
WITNESS WHEREOF, the parties hereto have caused this Termination to be
duly executed and delivered as of the day and year first above
written.
|
CAPITAL
TRUST, INC., as Seller
|
|||
|
|
By:
|
/s/ Xxxxxxxx X. Xxxxxx | |
| Name: Xxxxxxxx X. Xxxxxx | |||
| Title: Chief Financial Officer | |||
|
XXXXXXX
SACHS MORTGAGE COMPANY, as Buyer
|
||||
|
|
By:
|
Xxxxxxx
Xxxxx Real Estate Funding Corp., its general partner
|
||
|
By:
|
/s/ Xxxx Xxxxx | |||
| Name: Xxxx Xxxxx | ||||
| Title: Vice President | ||||
