CONTRIBUTION AND EXCHANGE AGREEMENT DATED AS OF OCTOBER 17, 2006 AMONG GSC INVESTMENT LLC, GSC CDO III L.L.C., GSCP (NJ), L.P., AND THE OTHER INVESTORS PARTY HERETOContribution and Exchange Agreement • December 1st, 2006 • GSC Investment LLC • New York
Contract Type FiledDecember 1st, 2006 Company JurisdictionThis CONTRIBUTION AND EXCHANGE AGREEMENT (the “Agreement”) dated as of October 17, 2006 by and among GSC Investments LLC, a Maryland limited liability company (“Newco”), GSC CDO III, L.L.C., a Delaware limited liability company (the “Class A Investor”) and the persons listed on Schedule I attached hereto (collectively, the “Class B Investors,” together with the Class A Investor, the “Investors”) and GSCP (NJ), L.P., a Delaware limited partnership (the “Manager”).