CREDIT AGREEMENT among CAPITALSOURCE INC. as the Initial Borrower THE GUARANTORS LISTED HEREIN, THE LENDERS LISTED HEREIN, WACHOVIA BANK, NATIONAL ASSOCIATION, as the Administrative Agent, Swingline Lender, and Issuing Lender BANK OF AMERICA, N.A., as...Credit Agreement • March 1st, 2010 • Capitalsource Inc • Miscellaneous business credit institution • New York
CREDIT AGREEMENT, dated as of March 14, 2006 and as amended through February 24, 2010 (this “Credit Agreement”), among CAPITALSOURCE INC., a Delaware corporation, CAPITALSOURCE TRS LLC, a Delaware limited liability company (“TRS”), CAPITALSOURCE FINANCE LLC, a Delaware limited liability company (“CSF”), CSE MORTGAGE LLC, a Delaware limited liability company (“CSM”), CAPITALSOURCE CF LLC, a Delaware limited liability company (“CSCF”), CAPITALSOURCE SF TRS LLC, a Delaware limited liability company (“SFTRS”), CAPITALSOURCE FINANCE II LLC, a Delaware limited liability company ( “CS FII”), CSE CHR HOLDCO LLC, a Delaware limited liability company (“CC Holdco”), CSE CHR HOLDINGS LLC, a Delaware limited liability company (“CC Holdings”) and CS FUNDING IX DEPOSITOR LLC, a Delaware limited liability company (“CSFD” and, together with TRS, CSF, CSM, CSCF, SFTRS, CS FII, CC Holdco, CC Holdings and any other Subsidiary of the Borrower that becomes a party to this Credit Agreement, collectively the
CAPITALSOURCE INC. THIRD AMENDED AND RESTATED EQUITY INCENTIVE PLAN RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • March 1st, 2010 • Capitalsource Inc • Miscellaneous business credit institution • Delaware
CapitalSource Inc., a Delaware corporation (the “Company”), hereby grants shares of its common stock (“Stock”) to the Grantee named below, subject to the vesting and other conditions set forth below. Additional terms and conditions of the grant are set forth in the attached Restricted Stock Agreement (the “Agreement”) and in the Company’s Third Amended and Restated Equity Incentive Plan (as amended from time to time, the “Plan”).
CAPITALSOURCE INC. THIRD AMENDED AND RESTATED EQUITY INCENTIVE PLAN RESTRICTED STOCK AGREEMENT FOR DIRECTORSEquity Incentive Plan • March 1st, 2010 • Capitalsource Inc • Miscellaneous business credit institution • Delaware
CapitalSource Inc., a Delaware corporation (the “Company”), hereby grants shares of its common stock (“Stock”) to the Grantee named below, subject to the vesting and other conditions set forth below. Additional terms and conditions of the grant are set forth in the attached Restricted Stock Agreement (the “Agreement”) and in the Company’s Third Amended and Restated Equity Incentive Plan (as amended from time to time, the “Plan”).
AMENDED SECURITY AGREEMENTSecurity Agreement • March 1st, 2010 • Capitalsource Inc • Miscellaneous business credit institution • New York
This AMENDED SECURITY AGREEMENT (this “Security Agreement”), is entered into as of July 27, 2009 by and among (i) CAPITALSOURCE INC., a Delaware corporation (“Initial Borrower”), (ii) the direct and indirect Subsidiaries of the Initial Borrower listed on Part A of Schedule 1 attached hereto and any other Subsidiary of the Initial Borrower that becomes a guarantor under the Credit Agreement referred to below (collectively, the “Guarantors” and such parties, together with Initial Borrower, collectively the “Obligors” and each individually as an “Obligor”) and (iii) WACHOVIA BANK, NATIONAL ASSOCIATION, in its capacity as Collateral Agent under the Intercreditor Agreement referred to below (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined below).
AMENDMENT NO. 2 TO SALE AND SERVICING AGREEMENTSale and Servicing Agreement • March 1st, 2010 • Capitalsource Inc • Miscellaneous business credit institution
This AMENDMENT NO. 2 TO SALE AND SERVICING AGREEMENT (this “Amendment”), is dated as of February 24, 2010, among CSE QRS Funding I LLC, as a seller (together with its successors and assigns in such capacity, the “QRS Seller”), CapitalSource Funding III LLC, as a seller (together with its successors and assigns in such capacity, the “CSIII Seller”, together with the QRS Seller, the “Sellers” and each individually, a “Seller”), CSE Mortgage LLC, as the originator for the QRS Seller (together with its successors and assigns in such capacity, the “QRS Originator”), CapitalSource Finance LLC, as the originator for the CSIII Seller (together with its successors and assigns in such capacity, the “CSIII Originator”, together with the QRS Originator, the “Originators” and each individually, an “Originator”), and as the servicer (together with its successors and assigns in such capacity, the “Servicer”), CS Europe Finance Limited, as a guarantor (together with its successors and assigns in such
DEED OF AMENDMENT RELATING TO THE SERVICING AGREEMENTServicing Agreement • March 1st, 2010 • Capitalsource Inc • Miscellaneous business credit institution
ContractThird Amendment • March 1st, 2010 • Capitalsource Inc • Miscellaneous business credit institution • New York
THIRD AMENDMENT, dated as of February 26, 2010 (this “Amendment”), to the Second Amended and Restated Sale and Servicing Agreement dated as of June 16, 2009 (as amended by that certain First Amendment and Consent dated as of July 14, 2009, that certain Second Amendment and Waiver dated as of August 28, 2009, and as further amended, restated, supplemented or otherwise modified from time to time, the “Agreement”), by and among CS Funding VII Depositor LLC, as the seller (the “Seller”), CapitalSource Finance LLC, as the originator (the “Originator”), and as the servicer (the “Servicer”), each of the Issuers from time to time party thereto (collectively, the “Issuers”), each of the Liquidity Banks from time to time party thereto (collectively, the “Liquidity Banks”), Citicorp North America, Inc., as the administrative agent for the Issuers and Liquidity Banks thereunder (the “Administrative Agent”), and Wells Fargo Bank, National Association, not in its individual capacity but as the backu
CAPITALSOURCE INC. THIRD AMENDED AND RESTATED EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • March 1st, 2010 • Capitalsource Inc • Miscellaneous business credit institution • Delaware
CapitalSource Inc., a Delaware corporation (the “Company”), hereby grants restricted stock units (“Restricted Stock Units”) for shares of its common stock (“Stock”) to the Grantee named below, subject to the vesting and other conditions set forth below. Additional terms and conditions of the grant are set forth in the attached Restricted Unit Agreement (the “Agreement”) and in the Company’s Third Amended and Restated Equity Incentive Plan (as amended from time to time, the “Plan”).
ContractThird Amendment • March 1st, 2010 • Capitalsource Inc • Miscellaneous business credit institution • New York
THIRD AMENDMENT, dated as of February 26, 2010 (this “Amendment”), to the Fourth Amended and Restated Sale and Servicing Agreement dated as of June 16, 2009 (as amended by that certain First Amendment dated as of July 14, 2009, that certain Second Amendment and Waiver dated as of August 28, 2009, and as further amended, restated, supplemented or otherwise modified from time to time, the “Agreement”), by and among CapitalSource Real Estate Loan LLC, 2007-A, as the seller (the “Seller”), CSE Mortgage LLC, as the originator (the “Originator”), and as the servicer (the “Servicer”), each of the Issuers from time to time party thereto (collectively, the “Issuers”), each of the Liquidity Banks from time to time party thereto (collectively, the “Liquidity Banks”), Citicorp North America, Inc., as the administrative agent for the Issuers and Liquidity Banks thereunder (the “Administrative Agent”), and Wells Fargo Bank, National Association, not in its individual capacity but as the backup servi
EMPLOYMENT AGREEMENTEmployment Agreement • March 1st, 2010 • Capitalsource Inc • Miscellaneous business credit institution • California
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of this 25th day of July, 2008 (the “Effective Date”), by and between CapitalSource Bank (the “Employer”) and Douglas Hayes Lowrey (the “Executive”).
AMENDED PLEDGE AGREEMENTAmended Pledge Agreement • March 1st, 2010 • Capitalsource Inc • Miscellaneous business credit institution • New York
This AMENDED PLEDGE AGREEMENT (this “Pledge Agreement”) is entered into as of July 27, 2009, by and among (i) CapitalSource Inc., a Delaware corporation (“Initial Borrower”), (ii) the direct and indirect Subsidiaries of the Initial Borrower listed on Part A of Schedule 1(a) attached hereto and any other Subsidiary of the Initial Borrower that becomes a guarantor under the Credit Agreement referred to below (collectively, the “Guarantors” and such parties, together with Initial Borrower, each individually a “Pledgor” and collectively, the “Pledgors”), (iii) Wachovia Bank, National Association, in its capacity as Collateral Agent under the Intercreditor Agreement referred to below (in such capacity, the “Collateral Agent”) for the Secured Parties (as defined below), (iv) Wells Fargo Bank, National Association (“Wells Fargo”) in its capacity as Collateral Custodian for the Collateral Agent and (v) CapitalSource Finance LLC in its capacity as Servicer (as defined below).
CAPITALSOURCE INC. THIRD AMENDED AND RESTATED EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT FOR DIRECTORSEquity Incentive Plan • March 1st, 2010 • Capitalsource Inc • Miscellaneous business credit institution • Delaware
CapitalSource Inc., a Delaware corporation (the “Company”), hereby grants restricted stock units (“Restricted Stock Units”) for shares of its common stock (“Stock”) to the Grantee named below, subject to the vesting and other conditions set forth below. Additional terms and conditions of the grant are set forth in the attached Restricted Unit Agreement (the “Agreement”) and in the Company’s Third Amended and Restated Equity Incentive Plan (as amended from time to time, the “Plan”).
