0000950123-09-033257 Sample Contracts

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • August 11th, 2009 • Starwood Property Trust, Inc. • Real estate investment trusts • New York

This STOCK PURCHASE AGREEMENT (this “Agreement”) is dated as of August ___, 2009, by and among Starwood Property Trust, Inc., a Maryland corporation (the “Issuer”) and SPT Investment, LLC, a Delaware limited liability company (the “Purchaser”).

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MANAGEMENT AGREEMENT by and between Starwood Property Trust, Inc. and SPT Management, LLC Dated as of August , 2009
Management Agreement • August 11th, 2009 • Starwood Property Trust, Inc. • Real estate investment trusts • New York

MANAGEMENT AGREEMENT, dated as of August , 2009, by and between Starwood Property Trust, Inc., a Maryland corporation (the “Company”), and SPT Management, LLC, a Delaware limited liability company (the “Manager”).

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STARWOOD PROPERTY TRUST, INC. NON-EXECUTIVE DIRECTOR STOCK PLAN RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • August 11th, 2009 • Starwood Property Trust, Inc. • Real estate investment trusts • Maryland

THIS RESTRICTED STOCK AWARD AGREEMENT, (the “Agreement”), dated as of , 20___(the “Grant Date”), is made by and between Starwood Property Trust, Inc., a Maryland corporation (the “Company”), and [NAME] (the “Grantee”).

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STARWOOD PROPERTY TRUST, INC. MANAGER EQUITY PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • August 11th, 2009 • Starwood Property Trust, Inc. • Real estate investment trusts • Maryland

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT, (the “Agreement”), dated as of ____________ , 20 ___ (the “Grant Date”), is made by and between Starwood Property Trust, Inc., a Maryland corporation (the “Company”), and SPT Management, LLC, a Delaware limited liability company (the “Grantee”).

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CO-INVESTMENT AND ALLOCATION AGREEMENT
Co-Investment and Allocation Agreement • August 11th, 2009 • Starwood Property Trust, Inc. • Real estate investment trusts • New York

This CO-INVESTMENT AND ALLOCATION AGREEMENT (this “Agreement”) is dated as of August , 2009, by and among Starwood Property Trust, Inc., a Maryland corporation (the “Company”), SPT Management, LLC, a Delaware limited liability company (the “Manager”) and Starwood Capital Group Global, L.P., a Delaware limited partnership (“Starwood Capital Group”).

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STARWOOD PROPERTY TRUST, INC. (a Maryland corporation) [ ] Shares of Common Stock PURCHASE AGREEMENT
Purchase Agreement • August 11th, 2009 • Starwood Property Trust, Inc. • Real estate investment trusts • New York
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