AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF STARWOOD WAYPOINT RESIDENTIAL PARTNERSHIP, L.P. a Delaware limited partnership THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES...Limited Partnership Agreement • December 23rd, 2013 • Starwood Waypoint Residential Trust • Real estate investment trusts • Delaware
THIS AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF STARWOOD WAYPOINT RESIDENTIAL PARTNERSHIP, L.P. (this “Agreement”), dated as of , 2014, is entered into by and among Starwood Waypoint Residential GP, Inc., a Delaware corporation (the “General Partner”), and the Persons (as defined below) that are party hereto from time to time and whose names are set forth on Exhibit A as attached hereto (as it may be amended from time to time).
MANAGEMENT AGREEMENT by and between Starwood Waypoint Residential Trust and SWAY Management LLC Dated as of , 2014Management Agreement • December 23rd, 2013 • Starwood Waypoint Residential Trust • Real estate investment trusts • New York
MANAGEMENT AGREEMENT, dated as of , 2014, by and between Starwood Waypoint Residential Trust, a Maryland real estate investment trust (the “Company”), and SWAY Management LLC, a Delaware limited liability company (the “Manager”).
GOVERNANCE RIGHTS AGREEMENT by and among Starwood Capital Group Global, L.P., Waypoint Real Estate Group Holdco, LLC and Starwood Waypoint Residential Trust Dated as of , 2014Governance Rights Agreement • December 23rd, 2013 • Starwood Waypoint Residential Trust • Real estate investment trusts • Maryland
This GOVERNANCE RIGHTS AGREEMENT, dated as of , 2014, is entered into by and among Waypoint Real Estate Group Holdco, LLC (“Waypoint Holdco”), Starwood Waypoint Residential Trust (“SRP”) and Starwood Capital Group Global, L.P. (“SCG”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 23rd, 2013 • Starwood Waypoint Residential Trust • Real estate investment trusts • New York
This REGISTRATION RIGHTS AGREEMENT is dated as of , 2014, by and among Starwood Waypoint Residential Trust, a Maryland real estate investment trust (the “Company”), and for the benefit of the Holders (as defined below).
SEPARATION AND DISTRIBUTION AGREEMENT by and between STARWOOD PROPERTY TRUST, INC. and STARWOOD WAYPOINT RESIDENTIAL TRUST dated as ofSeparation and Distribution Agreement • December 23rd, 2013 • Starwood Waypoint Residential Trust • Real estate investment trusts • New York
This SEPARATION AND DISTRIBUTION AGREEMENT (this “Agreement”) is entered into as of , 2014, by and between Starwood Property Trust, Inc., a Maryland corporation (“STWD”), and Starwood Waypoint Residential Trust, a Maryland real estate investment trust and a direct, wholly owned subsidiary of STWD (“SWAY”). STWD and SWAY are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.” Capitalized terms used but not otherwise defined herein shall have the respective meanings set forth in Section 1.1.
LIMITED PARTNERSHIP AGREEMENT OF PRIMESTAR FUND I, L.P. A DELAWARE LIMITED PARTNERSHIP DATED AS OF NOVEMBER 8, 2012Limited Partnership Agreement • December 23rd, 2013 • Starwood Waypoint Residential Trust • Real estate investment trusts • New York
THIS LIMITED PARTNERSHIP AGREEMENT of PrimeStar Fund I, L.P. (this “Agreement”) is made and is effective as of November 8, 2012 (the “Effective Date”), by and between SRP PrimeStar, L.L.C., a Delaware limited liability company, as a limited partner (“Starwood”), Prime Asset Fund VI, LLC, a Delaware limited liability company, as a limited partner (“JVP”), and PrimeStar Fund I GP, L.L.C., a Delaware limited liability company, as a general partner (“PSF I GP”). Capitalized terms used herein shall have the meanings ascribed to such terms in this Agreement.
STARWOOD WAYPOINT RESIDENTIAL TRUST EQUITY PLAN RESTRICTED SHARE AWARD AGREEMENTRestricted Share Award Agreement • December 23rd, 2013 • Starwood Waypoint Residential Trust • Real estate investment trusts • Maryland
THIS RESTRICTED SHARE AWARD AGREEMENT (the “Agreement”), dated as of , 20 (the “Grant Date”), is made by and between Starwood Waypoint Residential Trust, a Maryland real estate investment trust (the “Company”), and (the “Grantee”).
CO-INVESTMENT AND ALLOCATION AGREEMENTCo-Investment and Allocation Agreement • December 23rd, 2013 • Starwood Waypoint Residential Trust • Real estate investment trusts • New York
This CO-INVESTMENT AND ALLOCATION AGREEMENT (this “Agreement”) is dated as of , 2014, by and among Starwood Waypoint Residential Trust, a Maryland real estate investment trust (the “Company”), SWAY Management LLC, a Delaware limited liability company (the “Manager”) and Starwood Capital Group Global, L.P., a Delaware limited partnership (“Starwood Capital Group”).
STARWOOD WAYPOINT RESIDENTIAL TRUST MANAGER EQUITY PLAN RESTRICTED SHARE UNIT AWARD AGREEMENTRestricted Share Unit Award Agreement • December 23rd, 2013 • Starwood Waypoint Residential Trust • Real estate investment trusts • Maryland
THIS RESTRICTED SHARE UNIT AWARD AGREEMENT (the “Agreement”), dated as of , 20 (the “Grant Date”), is made by and between Starwood Waypoint Residential Trust, a Maryland real estate investment trust (the “Company”), and SWAY Management LLC, a Delaware limited liability company (the “Grantee”).
STARWOOD WAYPOINT RESIDENTIAL TRUST EQUITY PLAN RESTRICTED SHARE UNIT AWARD AGREEMENTRestricted Share Unit Award Agreement • December 23rd, 2013 • Starwood Waypoint Residential Trust • Real estate investment trusts • Maryland
THIS RESTRICTED SHARE UNIT AWARD AGREEMENT (the “Agreement”), dated as of , 20 (the “Grant Date”), is made by and between Starwood Waypoint Residential Trust, a Maryland real estate investment trust (the “Company”), and (the “Grantee”).
