FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • April 30th, 2012 • Western Asset Mortgage Capital Corp • Real estate investment trusts • Delaware
AGREEMENT, dated as of April , 2012, by and between Western Asset Mortgage Capital Corporation, a Delaware corporation (the “Company”), and (the “Indemnitee”).
Form of Registration Rights AgreementRegistration Rights Agreement • April 30th, 2012 • Western Asset Mortgage Capital Corp • Real estate investment trusts • New York
This REGISTRATION RIGHTS AGREEMENT, dated as of April , 2012, is entered into by and between Western Asset Mortgage Capital Corporation, a Delaware corporation (the “Company”), Western Asset Management Company, a California corporation (the “Manager”), the persons listed on Schedule A hereto (each, an “Investor”, and collectively, the “Investors”) and Wells Fargo Bank, National Association, as trustee for the Western Asset Management Company Employee Deferred Compensation Plan (the “Deferred Compensation Plan”).
WESTERN ASSET MORTGAGE CAPITAL CORPORATION FORM OF MANAGER EQUITY PLAN RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • April 30th, 2012 • Western Asset Mortgage Capital Corp • Real estate investment trusts • Delaware
THIS RESTRICTED STOCK AWARD AGREEMENT, (the “Agreement”), dated as of , 2012 (the “Grant Date”), is made by and between Western Asset Mortgage Capital Corporation, a Delaware corporation (the “Company”), and Western Asset Management Company, a California corporation (the “Grantee”).
FORM OF MANAGEMENT AGREEMENT by and between Western Asset Mortgage Capital Corporation and Western Asset Management Company Dated as of April , 2012Form of Management Agreement • April 30th, 2012 • Western Asset Mortgage Capital Corp • Real estate investment trusts • New York
MANAGEMENT AGREEMENT, dated as of April , 2012, by and between Western Asset Mortgage Capital Corporation, a Delaware corporation (the “Company”) and Western Asset Management Company, a California corporation (the “Manager”).
FORM OF UNIT PURCHASE AGREEMENTForm of Unit Purchase Agreement • April 30th, 2012 • Western Asset Mortgage Capital Corp • Real estate investment trusts • New York
This UNIT PURCHASE AGREEMENT, dated as of April , 2012, is entered into by and among Western Asset Mortgage Capital Corporation, a Delaware corporation (the “Issuer”), and [ ] (including its successors and assigns, the “Purchaser”).
ContractWestern Asset Mortgage Capital Corp • April 30th, 2012 • Real estate investment trusts • New York
THIS WARRANT AND ANY SHARES ACQUIRED UPON THE EXERCISE OF THIS WARRANT REPRESENTED HEREBY HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE TRANSFERRED, SOLD, OR OTHERWISE DISPOSED OF, UNLESS (I) SUCH SECURITIES HAVE BEEN REGISTERED FOR SALE PURSUANT TO THE SECURITIES ACT, (II) SUCH SECURITIES ARE SOLD PURSUANT TO RULE 144 PROMULGATED UNDER THE SECURITIES ACT, OR (III) THE COMPANY HAS RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO IT THAT SUCH TRANSFER, SALE, OR DISPOSITION MAY LAWFULLY BE MADE WITHOUT REGISTRATION UNDER THE SECURITIES ACT.
