REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 11th, 2008 • Origen Financial Inc • Real estate investment trusts • Michigan
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of April 8, 2008, by and between Origen Financial, Inc., a Delaware corporation (the “Company”), and the William M. Davidson Trust u/a/d 12/13/04, (the “Holder”).
MEMBERSHIP PLEDGE AGREEMENTMembership Pledge Agreement • April 11th, 2008 • Origen Financial Inc • Real estate investment trusts • Michigan
THIS MEMBERSHIP PLEDGE AGREEMENT (the “Agreement”) is made as of April 8, 2008, by and between Origen Financial, Inc., a Delaware corporation (“Pledgor”), and William M. Davidson Trust u/a/d 12/13/04 (“Pledgee”).
ORIGEN FINANCIAL, INC. STOCK PURCHASE WARRANTStock Purchase Warrant • April 11th, 2008 • Origen Financial Inc • Real estate investment trusts • Michigan
THIS IS TO CERTIFY that the William M. Davidson Trust u/a/d 12/13/04 and its transferees, successors and assigns (the “Holder”), for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, is entitled to purchase from Origen Financial, Inc., a Delaware corporation (the “Company”), at the price of $1.22 per share, the closing consolidated bid price of the Company’s common stock, $0.01 par value per share (“Common Stock”) at 4:00 pm (EST) on the trading date immediately prior to the date hereof (the “Exercise Price”), at any time after the date hereof (the “Commencement Date”) and expiring on April 8, 2013 (the “Expiration Date”), Two Million Six Hundred Thousand (2,600,000) shares of Common Stock (as such number may be adjusted as provided herein, the “Warrant Shares”).
SENIOR SECURED LOAN AGREEMENTSenior Secured Loan Agreement • April 11th, 2008 • Origen Financial Inc • Real estate investment trusts • Michigan
THIS SENIOR SECURED LOAN AGREEMENT (“Loan Agreement”) dated as of April 8, 2008, sets forth the terms of a financing transaction by and between Origen Financial L.L.C., a Delaware limited liability company (“Borrower”), and the William M. Davidson Trust u/a/d December 13, 2004 (“Lender”), and certain agreements between the parties related thereto, all as set forth herein.
AMENDED AND RESTATED GUARANTYGuaranty • April 11th, 2008 • Origen Financial Inc • Real estate investment trusts • Michigan
THIS AMENDED AND RESTATED GUARANTY (“Guaranty”) is made on April 8, 2008, by Origen Servicing, Inc., a Delaware corporation, Origen Securitization Company, LLC, a Delaware limited liability company, and Origen Financial, Inc., a Delaware corporation (“Guarantors”), in favor of William M. Davidson Trust u/a/d 12/13/04 (“Lender”), to induce Lender to make loans to Origen Financial L.L.C., a Delaware limited liability company (“Borrower”), pursuant to (i) that certain Senior Secured Loan Agreement, of even date herewith between Borrower and Lender, pursuant to which Lender has loaned $46,000,000 to Borrower, and (ii) that certain Amended and Restated Senior Secured Loan Agreement of even date herewith between Borrower and Lender, pursuant to which Lender has loaned an aggregate of $15,000,000 to Borrower (collectively, the “Loan Agreements”), and because Guarantors have determined that executing and delivering this Guaranty is in Guarantors’ interest and to Guarantors’ financial benefit.
STOCK AND MEMBERSHIP PLEDGE AGREEMENTStock and Membership Pledge Agreement • April 11th, 2008 • Origen Financial Inc • Real estate investment trusts • Michigan
THIS STOCK AND MEMBERSHIP PLEDGE AGREEMENT (the “Agreement”) is made as of April 8, 2008, by and between Origen Financial L.L.C., a Delaware limited liability company (“Pledgor”), and William M. Davidson Trust u/a/d 12/13/04 (“Pledgee”).
AMENDED AND RESTATED SENIOR SECURED LOAN AGREEMENTSenior Secured Loan Agreement • April 11th, 2008 • Origen Financial Inc • Real estate investment trusts • Michigan
THIS AMENDED AND RESTATED SENIOR SECURED LOAN AGREEMENT (“Loan Agreement”) dated as of April 8, 2008, sets forth the terms of a financing transaction by and between Origen Financial L.L.C., a Delaware limited liability company (“Borrower”), and the William M. Davidson Trust u/a/d December 13, 2004 (“Lender”), and certain agreements between the parties related thereto, all as set forth herein.
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • April 11th, 2008 • Origen Financial Inc • Real estate investment trusts • Michigan
THIS AMENDED AND RESTATED SECURITY AGREEMENT (“Agreement”) is made as of April 8, 2008, by Origen Financial L.L.C., a Delaware limited liability company (“Debtor”), whose principal place of business is located at 27777 Franklin Rd., Suite 1700, Southfield, Michigan 48034, Origen Financial, Inc., a Delaware corporation (“OFI”), Origen Servicing, Inc., a Delaware corporation (“OSI”), Origen Securitization Company, LLC (“OSC”, and together with OFI, OSI and Debtor, each a “Pledgor” and together the “Pledgors”), each whose principal place of business is located at 27777 Franklin Rd., Suite 1700, Southfield, Michigan 48034, and the William M. Davidson Trust u/a/d 12/13/04 (“Secured Party”), whose address is 2300 Harmon Road, Auburn Hills, Michigan 48326, Attention: Jonathan S. Aaron. This Agreement amends and restates in its entirety the Security Agreement dated September 11, 2007 (the “Original Agreement”) executed by Debtor and OSI in favor of Secured Party. This amendment and restatement
