INDEMNIFICATION AGREEMENTIndemnification Agreement • July 13th, 2007 • GSC Investment Corp. • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”), is made and entered into this 20th day of March, 2007 (the “Effective Date” ) by and between GSC Investment LLC, a Maryland limited liability company (the “Company”), and Steven M. Looney (“Indemnitee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 13th, 2007 • GSC Investment Corp. • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”), is made and entered into this 20th day of March, 2007 (the “Effective Date” ) by and between GSC Investment LLC, a Maryland limited liability company (the “Company”), and Peter K. Barker (“Indemnitee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 13th, 2007 • GSC Investment Corp. • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into this 20th day of March, 2007 (the “Effective Date”), by and between GSC Investment LLC, a Maryland limited liability company (the “Company”), and Thomas J. Libassi (“Indemnitee”).
ADMINISTRATION AGREEMENTAdministration Agreement • July 13th, 2007 • GSC Investment Corp. • New York
AGREEMENT (this “Agreement”) made as of March 21, 2007 by and between GSC Investment Corp., a Maryland corporation (the “Company”), and GSCP (NJ), L.P., a Delaware limited partnership (the “Administrator”).
REGISTRATION RIGHTS AGREEMENT DATED AS OF MARCH 27, 2007 AMONG GSC INVESTMENT LLC, GSC CDO III L.L.C., GSCP (NJ), L.P., AND THE OTHER INVESTORS PARTY HERETORegistration Rights Agreement • July 13th, 2007 • GSC Investment Corp. • New York
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) dated as of March [ ], 2007 by and among GSC Investments LLC, a Maryland limited liability company (the “Company”), GSC CDO III, L.L.C., a Delaware limited liability company (the “Class A Investor”) and the persons identified below (collectively, the “Class B Investors,” together with the Class A Investor, the “Investors”) and GSCP (NJ), L.P., a Delaware limited partnership (the “Manager,” together with the Company and the Investors, the “Parties”).
INVESTMENT ADVISORY AND MANAGEMENT AGREEMENT BETWEEN GSC INVESTMENT LLC AND GSCP (NJ), L.P.Investment Advisory and Management Agreement • July 13th, 2007 • GSC Investment Corp. • New York
Agreement made this 21st day of March 2007, by and between GSC Investment LLC, a Maryland limited liability company (the “Company”), and GSCP (NJ), L.P., a Delaware limited partnership (the “Investment Adviser”).
CUSTODIAN AGREEMENT By and between GSC INVESTMENT LLC, and Dated as of March 21, 2007Custodian Agreement • July 13th, 2007 • GSC Investment Corp. • New York
THIS CUSTODIAN AGREEMENT (this “Agreement”) is dated as of March 20, 2007 and is entered into by and among GSC INVESTMENT LLC, a Maryland limited liability company (the “Company”), having a business address at 12 East 49th Street, Suite 3200, New York, NY 10017, and U.S. BANK NATIONAL ASSOCIATION, a national banking association (the “Custodian”), having a place of business at 214 N. Tryon Street, 12th Floor, Charlotte, NC 28202.
March 23, 2007 Mr. Thomas V. Inglesby GSC Partners CDO Fund III, Limited c/o GSC Group 500 Campus Drive, Suite 220 Florham Park, NJ 07932 Re: Purchase of Loan Portfolio Gentlemen:GSC Investment Corp. • July 13th, 2007 • New York
This Agreement (“Agreement”) will confirm that, subject to the terms and conditions herein, GSC Partners CDO Fund III, Limited, a company incorporated under the laws of the Cayman Islands (“CDO Fund III” or the “Seller”), agrees to sell to GSC Investment Corp., a Maryland corporation (together with its successors and assigns, the “Buyer”) on or after the Effective Time (as hereinafter defined), and the Buyer agrees to buy (or cause its assignee to buy), in exchange for the Purchase Price (as defined below), all of Seller’s right, title, and interest (“Seller’s Interest”) in and to the assets specified in Exhibit A hereto (the “Assets”), including, without limitation, all of Seller’s right, title, and interest in the benefit of all representations, warranties, covenants, agreements, and indemnities of the other parties to the documentation relating thereto, all voting, board observation or representation rights (if any) of Seller set forth therein, all principal, interest, dividends and
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • July 13th, 2007 • GSC Investment Corp. • New York
This ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”) is made and entered into as of the date hereof by and between GSCP (NJ), L.P., a Delaware limited partnership (“Assignor”) and GSC Investment LLC, a Maryland limited liability company (together with its successors and assigns, “Assignee”).
TRADEMARK LICENSE AGREEMENT dated as of March 21, 2007 between GSCP (NJ), L.P. and GSC Investment Corp.Trademark License Agreement • July 13th, 2007 • GSC Investment Corp. • New York
AGREEMENT dated March 21, 2007 between GSCP (NJ), L.P., a Delaware limited partnership, having its principal office at 500 Campus Drive, Suite 220, Florham Park, New Jersey 07932 (“Licensor”) and GSC Investment Corp., a Maryland corporation, having its principal office at 12 E. 49th Street, Suite 3200, New York, New York 10017 (“Licensee”).
