FORM OF TRANSITION SERVICES AGREEMENTTransition Services Agreement • February 13th, 2009 • Hanover Capital Mortgage Holdings Inc • Real estate investment trusts • New York
This Transition Services Agreement (this “Services Agreement”) is made as of 2009, by and among (i) Walter Industries, Inc., a Delaware corporation (“Walter”), on behalf of itself and each of the other Walter Entities (defined below), and (ii) Walter Investment Management LLC, a Delaware limited liability company (“Spinco”), on behalf of itself, its successors and each of the other Spinco Entities (defined below).
LIMITED LIABILITY COMPANY AGREEMENT OF WALTER INVESTMENT MANAGEMENT LLCLimited Liability Company Agreement • February 13th, 2009 • Hanover Capital Mortgage Holdings Inc • Real estate investment trusts • Delaware
This LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") of Walter Investment Management LLC (the "Company") is executed as of February 4, 2009, by Walter Industries, Inc., as the sole member of the Company (the "Initial Member").
FORM OF TAX SEPARATION AGREEMENTTax Separation Agreement • February 13th, 2009 • Hanover Capital Mortgage Holdings Inc • Real estate investment trusts • New York
THIS TAX SEPARATION AGREEMENT (this “Agreement”) dated as of , 2009 is made and entered into by Walter Industries, Inc., a Delaware corporation (“Walter”) and the Walter Affiliates (as defined below), and Walter Investment Management LLC, a Delaware limited liability company (“Spinco”) and the Spinco Affiliates (as defined below).
FOURTH AMENDMENT TO STOCKHOLDER PROTECTION RIGHTS AGREEMENTStockholder Protection Rights Agreement • February 13th, 2009 • Hanover Capital Mortgage Holdings Inc • Real estate investment trusts • Maryland
This Fourth Amendment (the "Amendment") to the Stockholder Protection Rights Agreement is entered into as of February 6, 2009, by and between Hanover Capital Mortgage Holdings, Inc., a Maryland corporation (the "Company"), and Computershare Trust Company, N.A., a national banking association f/k/a EquiServe Trust Company, N.A., the "Rights Agent".
Walter Industries, Inc. Walter Investment Management LLC FORM OF JOINT LITIGATION AGREEMENTJoint Litigation Agreement • February 13th, 2009 • Hanover Capital Mortgage Holdings Inc • Real estate investment trusts • New York
THIS JOINT LITIGATION AGREEMENT (this “Agreement”) is made between Walter Industries, Inc., a Delaware corporation (“WLT”), and Walter Investment Management LLC, a Delaware limited liability company (“WIMLLC” and, together with WLT, the “Principals”), and by each of them for their respective subsidiaries (the “Subsidiary Parties” and, together with the Principals, the “Parties”), and the Parties’ respective directors, officers, partners, employees, advisors, affiliates, representatives and agents (“Representatives”), all to the extent reflected in this Agreement, effective as of , 2009 (the “Distribution Date”).
FORM OF TRADEMARK LICENSE AGREEMENTTrademark License Agreement • February 13th, 2009 • Hanover Capital Mortgage Holdings Inc • Real estate investment trusts • New York
This TRADEMARK LICENSE AGREEMENT (the “Agreement”) made and entered into , 2009 (“Effective Date”) by and between Walter Industries, Inc., a corporation duly organized and existing under the laws of the State of Delaware (“Walter”), and Walter Investment Management LLC, a limited liability company duly organized and existing under the laws of the State of Delaware, and a wholly-owned subsidiary of Walter (“Spinco,” and together with Walter, the “Parties” and each a “Party”).
AMENDMENT TO THE SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (Irma N. Tavares)Employment Agreement • February 13th, 2009 • Hanover Capital Mortgage Holdings Inc • Real estate investment trusts
THIS AMENDMENT TO THE SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Amendment”) is entered into on February 12, 2009 by and between Hanover Capital Mortgage Holdings, Inc., a Maryland corporation, with its offices located at 200 Metroplex Drive, Suite 100, Edison, New Jersey 08817 (“Hanover”), or any successor to Hanover (the “Company”), and Irma N. Tavares (the “Employee”), an individual whose residence is 1260 Lenape Way, Scotch Plains, New Jersey 07076. This Agreement is an amendment and restatement of that certain employment agreement entered into between the Company and Employee as of September 30, 2008 (the “Agreement”).
AMENDMENT TO THE SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (John A. Burchett)Employment Agreement • February 13th, 2009 • Hanover Capital Mortgage Holdings Inc • Real estate investment trusts
THIS AMENDMENT TO THE SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Amendment”) is entered into on February 12, 2009 by and between Hanover Capital Mortgage Holdings, Inc., a Maryland corporation, with its offices located at 200 Metroplex Drive, Suite 100, Edison, New Jersey 08817 (“Hanover”), or any successor to Hanover (the “Company”), and John A. Burchett (the “Employee”), an individual whose residence is 896 Highland Avenue, Westfield, New Jersey 07070. This Agreement is an amendment and restatement of that certain employment agreement entered into between the Company and Employee as of September 30, 2008 (the “Agreement”).
