0000950170-24-090737 Sample Contracts

THIRD AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASE AND SECURITIES CONTRACT AND THIRD AMENDMENT TO AMENDED AND RESTATED GUARANTEE AGREEMENT
Master Repurchase and Securities Contract • August 5th, 2024 • Claros Mortgage Trust, Inc. • Real estate

This Third Amendment to Amended and Restated Master Repurchase and Securities Contract and Third Amendment to Amended and Restated Guarantee Agreement (this “Amendment”), dated as of June 28, 2024, by and between GOLDMAN SACHS BANK USA, a New York state-chartered bank, (“GSB”) as administrative agent for Buyers (in such capacity, together with its permitted successors and assigns, the “Administrative Agent”), CMTG GS FINANCE LLC, a Delaware limited liability company (“Seller”) and CLAROS MORTGAGE TRUST INC., a Maryland corporation (“Guarantor”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Guarantee Agreement (as defined below).

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AMENDMENT NO. 4 TO GUARANTEE AGREEMENT
Guarantee Agreement • August 5th, 2024 • Claros Mortgage Trust, Inc. • Real estate

WHEREAS, CMTG JPM TERM FUNDING LLC, a Delaware limited liability company (“Seller”), CMTG JPM TERM HOLDCO LLC, a Delaware limited liability company (“Junior Participant”), SITUS ASSET MANAGEMENT, LLC, a Delaware limited liability company (“Administrator”), and Senior Participant are parties to that certain Master Participation and Administration Agreement, dated as of November 4, 2022 (as amended, restated, amended and restated, supplemented, or otherwise modified from time to time, the “Participation Agreement”);

THIRD AMENDMENT TO GUARANTY
Guaranty • August 5th, 2024 • Claros Mortgage Trust, Inc. • Real estate • New York

WHEREAS, Purchaser and CMTG BB Finance LLC (“Seller”) are parties to that certain Master Repurchase Agreement, dated as of December 21, 2018 (as amended, modified, restated, replaced, waived, substituted, supplemented, or extended from time to time, the “Master Repurchase Agreement”);

THIRD AMENDMENT TO GUARANTY
Guaranty • August 5th, 2024 • Claros Mortgage Trust, Inc. • Real estate

This Third Amendment to Guaranty (this “Amendment”), dated as of June 30, 2024, is by and between MORGAN STANLEY BANK, N.A., a national banking association (together with its successors and assigns, “Buyer”) and CLAROS MORTGAGE TRUST, INC., a Maryland corporation (“Guarantor”).

AMENDMENT NO. 3 TO GUARANTEE AGREEMENT
Guarantee Agreement • August 5th, 2024 • Claros Mortgage Trust, Inc. • Real estate

effective as of June 30, 2024 (this “Amendment”), by and between CLAROS MORTGAGE TRUST, INC., a Maryland corporation (“Guarantor”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Buyer”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Guarantee Agreement (as defined below).

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